Part 3 of SJBA Constitution and Bylaws, adopted Oct 2013

Governance

Article 5               The Annual Meeting of the Association

Section 1       Frequency and Month of Annual Meeting

                        The Annual Meeting of the Association shall take place annually in the month of October. The Moderator of the Association may call a special meeting of the Association, when deemed necessary, by giving (21) twenty-one days advance notice to the member churches. Notice shall consist of a message personally delivered by phone to any member church staff member or a voicemail (or equivalent) left at the member church’s main phone number.

Section 2       Date of Annual Meeting

                        The date and location of the annual meeting shall be established at the preceding annual meeting, but may be adjusted by action of the Executive Board.

Section 3       Agenda of Annual Meeting

                        The Moderator shall establish the agenda of the Annual Meeting in consultation with the Director of Missions, The Executive Board Council, and the Ministry Team leaders.

Section 4       Program Personalities for Annual Meeting

                        The Moderator shall work with the Director of Missions and the Executive Board Council to select any program personalities that may participate in the Annual Meeting.

Article 6               The Officers of the Association

The officers of the Association shall be the Moderator, the Vice-Moderator, the Clerk, and the Treasurer.

Officers may succeed themselves in office with the exception of the Moderator who may not serve more than (2) two successive terms.

The following officers shall hold their office for (1) one year beginning at the close of the Annual Meeting.

Section 1       The Moderator

                        The Moderator shall carry out the following duties.

                        1.     The Moderator shall schedule, convene, and preside over Executive Board Meetings, the Annual Meeting of the Association, and any special called meetings of the Association or Board.

                        2.     The Moderator shall attend the various meetings of the association in ex-officio capacity, as is needed.

                        3.     The Moderator shall work with the Director of Missions to ensure that the Association pursues the mission, vision, and core values of the Association.

                        4.     The Moderator may appoint a parliamentarian to assist in presiding over the Annual Meeting or special called meetings of the Association.

Section 2       The Vice-Moderator

                        The Vice-Moderator shall carry out the following duties.

                        1.     Ensure that all churches receive adequate notice of Associational meetings and activities.

                        2.     Supervise the process of churches petitioning to become member churches.

                        3.     Supervise the process of disciplinary action against member churches.

                        4.     Assume the duties of the Moderator in their absence or when called upon by the Moderator or Executive Board.

Section 3       The Treasurer

                        The Treasurer shall carry out the following duties.

                        1.     Record Keeping

                                Ensure that a clear and understandable system of bookkeeping is used to track all Association financial activities. Ensure the safe-keeping of financial records.

                        2.     Financial Procedures and Controls

                                Ensure that the Association safeguards its assets for ministry use through prudent financial procedures and controls.

                        3.     Financial Reports

                                Present regular reports of financial activity and condition to the Executive Board Council, the Executive Board, and the Annual Meeting.

                        4.     Delegation of Duties

                                The Treasurer may delegate these activities to Association staff or other individuals who are members of member churches, but the Treasurer must personally ensure these delegated duties are performed.

Section 4       The Clerk

                        The office of the Clerk of the Association is distinct from the office manager or secretaries of the Association’s employed staff. The Clerk shall carry out the following duties.

                        1.     Minutes of the Association

                                Ensure that adequate minutes are kept of Executive Board Council, Executive Board, and Annual Meetings of the Association. Provide copies of minutes for review to the Annual Meeting and to member churches when requested. Archived copies of all minutes should be centrally maintained for review by member churches.

                        2.     Association Records

                                Ensure the safe-keeping of all Associational documents: minutes, financial reports, records of participation, deeds, financial instruments, membership records, etc.

                        3.     Association Calendar

                                Ensure that the Associational calendar is maintained up-to-date and made available to all member churches by reasonable means.

                        4.     Membership Records and Contact Information

                                Maintain the membership records of the association, ensuring that all churches have current contact information for all other member churches.

                        5.     Delegation of Duties

                                The Clerk may delegate these activities to Association staff or other individuals who are members of member churches, but the Clerk must personally ensure these delegated duties are performed.

Section 5       Ex-Officio Status of Officers

                        The Moderator and Director of Missions shall be ex-officio members of all teams, committees, and Executive Board groups.

                        The Vice-Moderator shall be considered to have ex-officio status in the Executive Board or in any appointed team or committee when any of those groups deliberate or take any action regarding the process of churches petitioning to become member churches or the process of disciplinary action against member churches.

Section 6       Nomination and Election of Officers

                        The Moderator, Vice-Moderator, Treasurer, and Clerk shall be elected each year at the Annual Meeting. The Executive Board shall recommend nominees for each office. Nominees must be contacted and agree to nomination before their names are offered to the Annual Meeting.

Section 7       Trustees

                        The Executive Board Council shall have the authority to act as Trustees of the Association when directed by the Executive Board or Annual Meeting. Trustees are individuals authorized to represent the Association in legal matters.

Section 8       Reporting of Corporate Officers

For the purposes of corporate filing with the State of New Mexico (1) the Moderator shall be listed as the Registered Agent and President, (2) the Vice-Moderator shall be listed as Vice President, (3) the Clerk shall be listed as Secretary, and (4) the Treasurer shall be listed as Treasurer. The Executive Board Council shall choose three of their members to be listed as Directors and may only act as described in Section 7 (Trustees).

Article 7               The Executive Board of the Association

Section 1       Composition of Executive Board Groups

                        Executive Board Members

                                The Executive Board will be composed of (4) two members from each member church, consisting of the pastor and (3) three lay-persons. Churches with more than one pastor may choose which pastor serves on the Board. Churches with a named alternate may send the alternate in place of either Executive Board member in their absence. Ex-officio members may be in excess of these (4) four Board members. Member churches must report their representatives and alternates to the Clerk of the Association.

                        Executive Board Council Members

                                (15) Fifteen members will be elected by and from the Executive Board to serve on the Executive Board Council. Council members will serve for a (1) one year term, not to exceed (3) three consecutive terms. The Council will be composed of (4) four members from the City of Farmington, (2) two members from the City of Bloomfield, (2) two members from the City of Aztec, (4) four members from Association churches not located in any of the cities already mentioned, and (3) three members at-large.

                                The Executive Board Council shall elect a Chairperson, Vice-Chairperson, and Recorder from among their members. The Chairperson shall schedule, convene, and preside over the Council. The Vice-Chairperson shall fulfill the duties of the Chairperson in his or her absence. The Recorder shall keep records and minutes of the Council’s proceedings.

                        Executive Board Council Workgroup Members

                                The Executive Board shall select (5) five individuals from those elected to serve on the Executive Board Council to also serve on the Executive Board Council Workgroup. Workgroup members serve for (1) one-year terms and are limited to (3) three consecutive terms.

Section 2       Functions and Authorities of Executive Board Groups

                        The Executive Board

                                The Executive Board shall meet three times a year, plus the Annual Meeting for the purpose of fellowship, prayer and business as necessary.  The Moderator may call Special meetings of the Executive Board by giving at least (7) seven days notice to member churches.  Notice shall consist of a message delivered by phone to any member church staff person or a voicemail (or equivalent) left at the member church’s main phone number.

                                The Executive Board shall have complete power and authority in conducting the business of Association between Annual Meetings.  This includes, but is not limited to the annual budget recommendation, sale or purchase of property, any Constitution & By-law recommendations, and hiring or termination of the Director of Missions.

                                The Executive Board shall supply a written report of all meetings at the Annual Meeting.

                                Quorums shall consist of 20 members present and a simple majority vote shall be binding, unless a higher percentage is required by an approved policy or procedure.

                        The Executive Board Council

                                The Executive Board Council shall meet monthly, when needed, to perform duties assigned by the Executive Board.  A quorum shall consist of a majority of the Council.

                                The Executive Board Council shall supply a written report of all meetings to the Executive Board.

                                The Executive Board Council shall be responsible for all administrative needs, including but not limited to, a semi-annual review of ministry activities, acting as trustees, and the annual written performance evaluation of the Director of Missions.  They shall also be responsible for supplying the Executive Board with recommendations for the annual budget, sale or purchase of property, addition or removal of churches, and Constitution and By-Laws changes.  

                                The Executive Board Council Workgroup

                                The Executive Board Council Workgroup shall meet weekly when needed, to do all work assigned by the Executive Board Council.

                                The Executive Board Council Workgroup shall supply the Council a written report of all activity related to their work assignments at the next Council meeting.

 

 

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