Bylaws
Adopted December 3, 1999
Amended November 25, 2001
BYLAWS of
EVERGREEN BAPTIST CHURCH, INC.
An Oklahoma Not For Profit Corporation
ARTICLE I Name and Principal Office
The name of the Corporation is EVERGREEN BAPTIST CHURCH, INC. This Corporation will be further referred to in the Bylaws as the "Church". The Church maintains its principal office at 10301 E. 111th Street South, Bixby, OK, 74008. The Board of Trustees of the Church shall have full power and authority to change the principal office from one location to another by adopting a resolution. The Secretary of the Corporation shall record any change of this location on these Bylaws, or this ARTICLE may be amended to state the new location.
ARTICLE II
Purpose
The purpose of the Church is to glorify God by fulfilling the Great Commandment (Matthew 22:36-40) and the Great Commission (Matthew 28:18-20) in accordance with the following biblical principles:
l. WORSHIP - "To participate in public worship services together and to maintain personal daily devotions." (John 4:24)
EVANGELISM - "To share the good news of Jesus Christ with as many people as possible in our community and throughout the world." (Matthew 28:18-20; Acts 1:8; 2 Peter 3:9)
MINISTRY/MISSIONS - "To serve unselfishly in Jesus' name, meeting the physical, emotional, and spiritual needs of those in our Church, community and in the world." (l Peter 4:10, I l; Matthew 25:34-40; I Thessalonians 5:1 1; Galatians 5:13)
DISCIPLESHIP - "To help members develop toward full Christian maturity and train them for effective ministry. To promote personal, spiritual growth and discipleship through Bible teaching." (Ephesians 4:11-13; Matthew 18:20; 2 Timothy 2:1,2)
FELLOWSHIP - "To encourage, support and pray for each other as members of the family of God. To share our lives together." (1 John 1 :7•, Acts 2:44-47•, Hebrews 10:23-25•, Romans 1 5:5-7•, John
The Church also seeks to benefit everyone in the Tulsa Metropolitan Area by providing opportunities for spiritual, physical, intellectual, social and cultural development. (Luke 2:52)
ARTICLE III
Statement of Faith
We affirm the Holy Bible as the inspired Word of God, and as the only basis for our beliefs. This Church accepts "The Baptist Faith and Message," in its most recent form as adopted by the Southern Baptist Convention, as a general statement of our faith.
ARTICLE IV
Affiliation
This Church is autonomous and maintains the right to govern its own affairs, independent of any denominational control. Recognizing, however, the benefits of cooperation with other churches, this Church voluntarily affiliates with the Southern Baptist Convention, the Baptist General Convention of Oklahoma, and the Tulsa Metro Baptist Association.
ARTICLE V
Membership
SECTION 1: General
Membership in this Church shall consist of all persons who have met the qualifications for membership and are listed on the membership rolls.
SECTION 2: Qualifications for Membership
There shall be four qualifications for membership in the Church:
l. A personal commitment of faith in Jesus Christ for salvation;
Baptism by immersion as a testimony of salvation;
Completion of the Church's membership class; and
A commitment to abide by the Membership Covenant.
SECTION 3: Designation of Membership
To properly and accurately reflect the membership of the Church, three rolls shall be maintained as follows:
l. Voting Members All members who are currently active in the Church, and are eighteen years old or older.
Non-Voting Members All persons who have met all qualifications for membership but have not yet attained the age of eighteen years shall become non-voting members of the Church. Upon their eighteenth birthday, non-voting members shall automatically become voting members.
Inactive Members Members who have become inactive as determined by the Pastors.
Voting members will be, hereafter, referred to in these Bylaws as "Members". Any applicable reference to stockholders or members in the Oklahoma General Corporation Act shall be construed to refer to the voting members of the Church.
SECTION 4: Membership Covenant
The responsibilities of membership are described in the Membership Covenant as follows:
Membership Covenant
"Having received Christ as my Lord and Savior and been scripturally baptized, and being in agreement with Evergreen 's statements, strategy, and structure, I now feel led by the Holy Spirit to unite with the Evergreen Baptist Church family. In doing so, I commit myself to God and to the other members to do the following:
1. 1 WILL PROTECT THE UNITY OF MY CHURCH
...By acting in love toward other believers
"May the God who gives endurance and encouragement give you a spirit of unity among yourselves as you follow Christ Jesus," Rom 15:5
"Now that you have purified yourselves by obeying the truth so that you have sincere love for your brothers, love one another deeply, from the heart." I Peter 1:22
"Finally, all of you, live in harmony with one another; be sympathetic, love as brothers, be compassionate and humble." 1 Peter 3:8
...By refusing to gossip
"Do not let any unwholesome talk come out of your mouths, but only what is helpful for building others up according to their needs, that it may benefit those who listen." Eph. 4:29
...By following the leaders
"Obey your leaders and submit to their authority. They keep watch over you as men who must give an account. Obey them so that their work will be a joy, not a burden, for that would be of no advantage to you." Heb. 13:17
1 WILL SHARE THE RESPONSIBILITY OF MY CHURCH
.. .By praying for its growth
"'We always thank God for all of you, mentioning you in our prayers." I Thess.
"I always pray with joy because of your partnership in the gospel from the first day until now Phil I
...By inviting the unchurched to attend
"Then the master told his servant, 'Go out to the roads and country lanes and make them come in, so that my house will be full"' Luke 14:23
.By warmly welcoming those who visit
"Accept one another, then, just as Christ accepted you, in order to bring praise to God." Rom 15: 7
1 WILL SERVE THE MINISTRYOFMYCHURCH
.By discovering my gifts and talents
"Each one should use whatever gift he has received to serve others, faithfully administering God's grace in its various forms." I Peter 4:10
.By being equipped to serve by my pastors
"It was He who gave some to be apostles, some to be prophets, some to be evangelists, and some to be pastors and teachers, to prepare God's people for works of service, so that the body of Christ may be built up" Eph. 4:11-12
.By developing a servant's heart
"Do nothing out of selfish ambition or vain conceit, but in humility consider others better than yourselves. Each of you should look not only to your own interests, but also to the interests of others. Your attitude should be the same as that of Christ Jesus...[who] made himself nothing, taking the vent' nature of a servant " Phil 2:3-5, 7
4. 1 WILL SUPPORT THE TESTIMONY OF MY CHURCH
.. .By attending faithfully
"Let us not give up meeting together, as some are in the habit of doing, but let us encourage one another-and all the more as you see the Day approaching." Heb. 10:25
.By living a godly life
"Whatever happens, conduct yourselves in a manner worthy of the gospel of Christ." Phil 1:27a
"As obedient children, do not conform to the evil desires you had when you lived in ignorance. But just as He who called you is holy, so be holy in all you do " I Peter l: 14-16
.By giving regularly
"A tithe of everything from the land, whether grain from the soil or fruit from the trees, belongs to the LORD; it is holy to the LORD." Lev 27:30
"On the first day of every week, each one of you should set aside a sum of money in keeping with his income, saving it up, so that when I come no collections will have to be made." I Cor. 16:2
SECTION 5: Voting Rights of Membership
Every Member shall have the right to vote on the following matters:
l. annual budget of the Church
election of the Trustees
disposition of all or substantially all of the Church's assets
merger or dissolution of the Church
acquisition of real property and related indebtedness
amendments to the Certificate of Incorporation or Bylaws of the Church
call or removal of the Senior Pastor
SECTION 6: Termination of Membership
Members shall be removed from the Church rolls for any the following reasons:
l. death
transfer of membership to another church by letter of recommendation which shall be granted after approval by the Pastors
by personal request of the member
dismissal according to the following conditions:
When the member's conduct, public or private, violates the Membership Covenant as determined by the Pastors, and
Such dismissal has been communicated to the Church in a timely manner by a Pastor, in accordance with Matthew 18:15-17.
SECTION 7: Restoration of Members
Members dismissed by the Pastors shall be restored to full membership privileges by the Pastors according to the spirit of 2 Corinthians 2:7,8 when their conduct is judged by the Pastors to be in accordance with the Membership Covenant. Pastors will communicate such restoration to the Church in a timely manner.
ARTICLE VI
Membership Meetings
SECTION 1: Place
Meetings of the Members shall be held at such place or places within the Tulsa Metropolitan Area as may be designated from time to time by the Pastors.
SECTION 2: General Meetings
A general meeting of the Members shall be held in November or December of each year at such time as determined by the Pastors. This general meeting shall be the annual membership meeting. The purpose of this meeting shall be to adopt an annual budget and to elect the Trustees for the upcoming calendar year. Any other proper business may be conducted at this meeting, when approved by the Senior Pastor or a majority of the Trustees, but only if the notice requirements of ARTICLE VI, SECTION 4 have been complied with in regard to said item(s) of business.
SECTION 3: Special Meetings
Special meetings may be called at any time and for any purpose by a majority of the Trustees or by the Senior Pastor, by giving notice to the Members in accordance with ARTICLE VI, SECTION 4.
SECTION 4: Notice Requirements for Membership Meetings
l . General Requirements. Whenever Members are required or permitted to take any action at a meeting, notice shall be given to Members no less than ten (10) days or more than sixty (60) days prior to a meeting. Notification of membership meetings shall be given in any of the following manners, any of which shall be deemed to be a reasonable method of calling a membership meeting:
distribution of written material to the congregation in attendance at a regular weekend service
oral announcement to the congregation at a regularly scheduled service
by United States mail to each Member identified on the membership roll using their last known address per the membership roll
2. Notice of Certain Agenda Items. Action by the Members on any of the following proposals is valid only if the notice specifies the general nature of the proposal:
disposition of all or substantially all of the Church's assets
merger or dissolution of the Church
acquisition of real property and related indebtedness
amendments to the Certificate of Incorporation or Bylaws of the Church
call or removal of the Senior Pastor
SECTION 5: Quorum
Those Members present at a meeting called pursuant to ARTICLE VI, SECTION 4, shall constitute a quorum of the membership for the transaction of business. All items of business will be conducted using simple majority rule except where otherwise specified in these Bylaws.
ARTICLE Vll
Pastoral Team (Elders)
SECTION 1: Establishment and Makeup of the Pastoral Team
There shall be a Pastoral Team, herein referred to as "Pastors", which shall be comprised of the Senior Pastor and the other Pastors of the Church. The Senior Pastor in his sole discretion from time to time shall determine the number and identity of such Pastors, as well as the various responsibilities of such Pastors. The Senior Pastor shall retain the sole authority and discretion to remove any Pastor for any cause deemed sufficient by the Senior Pastor.
SECTION 2: call or Removal of the Senior Pastor
The Senior Pastor may be called or removed only by a vote of at least 75% of the Members in attendance at a Membership meeting called for that purpose pursuant to ARTICLE VI, SECTION 4 of these Bylaws.
SECTION 3: Authority of the Senior Pastor
The Senior Pastor shall have the general oversight of the operations of the Church, and shall have the authority to take all actions that are necessary and proper to exercise his oversight responsibilities within the Certificate of Incorporation and within these Bylaws. Among other things, the Senior Pastor shall have the authority to appoint and remove all agents and employees of the Church and prescribe any powers and duties for them that are consistent with law, with the Certificate of Incorporation, and with these Bylaws.
ARTICLE Vlll
Lay Pastors (Deacons)
The Pastoral Care ministry of the Church shall be strengthened by a number of teams composed of a Lay Pastor and his wife. Lay Pastors and their wives shall be men and women who are members of the Church and meet the qualifications as set forth in I Timothy 3:8-13. Lay Pastors and their wives will be selected by the Pastors and will be commissioned as servant leaders. Each Lay Pastor and his wife will be responsible for the care and nurture of an assigned number of families.
ARTICLE IX
Trustees (Lay Management Team)
SECTION 1: Number, Qualification, Term and Election
The Board of Trustees shall be hereafter referred to as "Trustees". Other than the Senior Pastor, members of the Pastoral Team will not serve as Trustees.
The Trustees of the Corporation shall be Members of the Church recommended by the Pastors, and shall be elected individually for a one-year term by the Members during the annual membership meeting. The authorized number of Trustees shall be such number as may from time to time be authorized by the Pastors, provided that such number shall not be less than seven (7). Trustees may serve successive terms. Trustees may only be removed by a vote of the Members at a membership meeting called per ARTICLE VI, SECTION 4 of the Bylaws.
SECTION 2: Chairman of the Board of Trustees
The Senior Pastor will be the chairman of the Trustees.
SECTION 3: General Corporate Powers
Subject to the provisions and limitations of the Oklahoma General Corporation Act and to any limitations in the Certificate of Incorporation or these Bylaws, the activities, business and affairs of the Church shall be conducted and all corporate powers shall be exercised by or under the direction of the Trustees.
SECTION 4: Specific Powers
Without prejudice to the general powers set forth above, and subject to the same limitations, the Trustees shall have the power to:
l. provide financial counsel to the Pastors
determine the compensation of the Pastors and employees of the Church
borrow money and incur indebtedness on behalf of the Church and cause to be executed and delivered for the Church's purposes and in the Church's name, promissory notes and other evidences of debt and securities
function as a pastor search committee at such time that the office of Senior Pastor becomes vacant
conduct such other duties and activities as the Pastors may designate from time to time that are consistent with the Certificate of Incorporation and these Bylaws including those actions requiring a vote of the Members
SECTION 5: Place of Meetings
Regular or special meetings of the Trustees may be held at any place that has been designated from time to time by resolution of the Trustees. In the absence of such designation, meetings shall be held at the principal office of the Church. Notwithstanding the above provisions of this SECTION, a regular or special meeting of the Trustees may be held at any place consented to in writing by all of the Trustees, either before or after the meeting. If such consents are given, they shall be filed with the minutes of the meeting. Any meeting, regular or special, may be held by conference telephone or similar communication equipment, as long as all Trustees participating in the meeting can hear one another. All such Trustees shall be deemed to be present in person at such meeting.
SECTION 6: Regular Meetings
Regular meetings of the Trustees may be held without notice if the time and place of such meetings have been fixed previously by resolution of the Trustees.
SECTION 7: Special Meetings
l . Authority to Call. Special meetings of the Trustees may be called for any purpose and at any time by the Senior Pastor or any Trustee who is an Officer of the Corporation,
2. Notice. Notice to the Trustees will be provided as follows:
Manner. Notice of the time and place of special meetings shall be given to each Trustee by one of the following methods: (l) personal delivery of written notice; (2) first class mail, postage prepaid; (3) telephone, or (4) e-mail to the Trustee's home or office.
Time Requirements. Notices sent by first class mail shall be deposited in the United States mail at least four (4) days before the time set for the meeting. Notices given by personal delivery, telephone, or e-mail shall be delivered to the Trustee at least twenty-four (24) hours before the time set for the meeting.
Notice Contents. The notice shall state the time and place for the meeting. However, the notice does not need to specify the place of the meeting if the special meeting is to be held at the Church's principal office. The notice must specify the purpose of the meeting.
SECTION 8: Quorum
A majority of current Trustees present at the beginning of a meeting duly called and noticed shall constitute a quorum for the transaction of business. Every action taken or decision made by a majority of the Trustees shall be the act of the Trustees.
SECTION 9: Waiver ofN0tice
The transactions of any meeting of the Trustees, however called and noticed or wherever held, shall be as valid as though taken at a meeting duly held after regular call and notice, if a quorum is present, and either before or after the meeting, each of the Trustees not present signs a written waiver of notice, a consent to holding the meeting, or approves the minutes, by signing the original copy. The waiver of notice or consent shall specify the purpose of the meeting. All waivers, consents and approvals shall be filed with the corporate records or made a part of the minutes of the meeting. Notice of a meeting need not be given to any Trustee who attends the meeting without protesting before or at its commencement about the lack of notice.
SECTION 10: Action Without Meeting
Any action required or permitted to be taken by the Trustees may be taken without a meeting, if all of the Trustees, individually, or collectively, consent in writing to the action. Such action by written consent shall have the same force and effect as the unanimous vote of the Trustees. Such written consent or consents shall be filed with the minutes of the proceedings of the Trustees.
SECTION 11: Vacancies on Board
A vacancy on the Board of Trustees, because of death, resignation, removal, disqualification or any other cause shall be filled only in the manner prescribed in these Bylaws for regular appointments to the Board of Trustees. Such vacancies shall be filled for the remainder of the one-year term at a Membership meeting called in accordance with ARTICLE VI of the Bylaws.
ARTICLE X
Officers
SECTION 1: Officers
The officers of the Corporation shall be President, Vice President, Treasurer, and Secretary, who shall have the duties and responsibilities normally attendant upon such corporate officers. The Senior Pastor shall serve as the President of the Corporation and shall act as the moderator of the Church. All other Corporate Officers shall be drawn from the Trustees. The Vice President of the Corporation shall act as the moderator of the Church in the absence of the President. The Treasurer of the Corporation shall act as moderator in the absence of both the President and the Vice President. The Secretary of the Corporation shall act as moderator in the absence of the President, the Vice President, and the Treasurer. The President may not serve concurrently as the Treasurer of the Corporation.
SECTION 2: Election and Term of Officers
All officers of the Corporation, other than the President, shall be recommended by the Pastors, and shall be elected individually, for a one-year term, by the Members at a membership meeting called per ARTICLE VI, SECTION 4 of the Bylaws.
SECTION 3: Removal of Officers
All officers of the Corporation, other than the President, may be removed by majority vote of the Members at a membership meeting called per ARTICLE VI, SECTION 4 of the Bylaws.
SECTION 4: Vacancies in Offices
A vacancy in any corporate office because of death, resignation, removal, disqualification or any other cause shall be filled only in the manner prescribed in these Bylaws for regular appointments to that office. Such vacancies shall be filled for the remainder of the one-year term at a Membership meeting called in accordance with ARTICLE VI of the Bylaws. The Vice President of the Corporation shall fulfill the corporate duties of President if there is a vacancy in the Senior Pastor role.
ARTICLE Xl
Indemnification of Trustees Officers
Employees and Other Agents
SECTION 1: Indemnity by Church
The Church shall indemnify any person who comes within the scope of ARTICLE XV of the Certificate of Incorporation.
SECTION 2: scope of Indemnification
The scope, terms, and rights of the various parties with relation to the indemnification provided by the preceding SECTION shall be those set forth by law in 18 OS § 1031, as amended from time to time, or of any successor statute. Said statute is incorporated into this SECTION 2 by reference, as if fully set forth herein. Provided, however, that this SECTION 2 shall not be construed to require indemnification of any person who is not entitled to indemnification under ARTICLE XV of the Certificate of Incorporation.
ARTICLE Xll
Records and Reports
The Church shall maintain the following records and reports:
l. correct books and records of accounts (financial records)
written minutes of the proceedings of its membership and Corporate Trustee meetings
the membership rolls specified in ARTICLE V, SECTION 3 of these Bylaws, which rolls shall set forth the members' names and addresses
contribution statements for contributors
All such records shall be kept at the Church's principal office. The Church may also maintain any other records as may from time to time be deemed necessary or useful in the pursuit of its purposes.
Any Member of the Church may inspect the records (reports from completed quarterly cycles) of the Church, as specified in items 1-3 in this ARTICLE XII, within normal business hours, in the offices of the Church, upon written request delivered to any Officer of the Corporation or Trustee of the Church. The written request shall state the time at which inspection is desired and shall be delivered to the Officer of the Corporation or Trustee of the Church at least five (5) business days prior to the proposed date of inspection. Copies of any disclosed records of the Church shall be made available to the Member upon payment of a reasonable charge per page for such copies. However, individual records of contributions and personnel records shall be confidential and not subject to disclosure.
ARTICLE Xlll
Construction and Definition
Unless the context requires otherwise, Oklahoma law shall govern the construction of these Bylaws.
ARTICLE XIV
Amendments to the Bylaws
These Bylaws, or any part thereof, may be altered, amended or repealed, and/or new Bylaws may be adopted, by a vote of two-thirds majority of the Members present at any special or regular membership meeting called according to ARTICLE VI, SECTION 4 hereof, at which a quorum is present.
CERTIFICATE OF ADOPTION
Adopted at Tulsa, Oklahoma, by the Initial Board of Trustees for Evergreen Baptist Church, Inc. on the 3rd day of December 1999.
Michael D. Pollard, Trustee
Acknowledgment
STATE OF OKLAHOMA
COUNTY OF TULSA
Before me, a Notary Public in and for the above County and State, on this 3rd day of December 1999, personally appeared Robert D. Bonham, Michael D. Gabbert, Fred H. Gibson, Henry F, McCabe, and Michael D. Pollard, to me known to be the identical persons who executed the foregoing Bylaws, and acknowledged to me that they executed the same as their free and voluntary act and deed for the uses and purposes therein set forth.
My Commission
12
AMENDMENTS TO THE BYLAWS
November 25, 2001
In a special membership meeting, on this date, called according to ARTICLE VI, SECTION 4 the following Amendment to the Bylaws was approved by a unanimous vote of the members present.
ARTICLE VI (Membership Meetings); SECTIONS 2 (General Meetings):
The first sentence of this section was revised to read:
"A general meeting of the Members shall be held in November or December of each year at such time as determined by the Pastors."
Discussion: The words "or December" were inserted into this SECTION of the Bylaws to permit the conducting of the annual membership meeting to coincide with the anniversary of Evergreen Baptist Church, which is the first Sunday of December.
Joe Fears, Secretary
Amended November 25, 2001
BYLAWS of
EVERGREEN BAPTIST CHURCH, INC.
An Oklahoma Not For Profit Corporation
ARTICLE I Name and Principal Office
The name of the Corporation is EVERGREEN BAPTIST CHURCH, INC. This Corporation will be further referred to in the Bylaws as the "Church". The Church maintains its principal office at 10301 E. 111th Street South, Bixby, OK, 74008. The Board of Trustees of the Church shall have full power and authority to change the principal office from one location to another by adopting a resolution. The Secretary of the Corporation shall record any change of this location on these Bylaws, or this ARTICLE may be amended to state the new location.
ARTICLE II
Purpose
The purpose of the Church is to glorify God by fulfilling the Great Commandment (Matthew 22:36-40) and the Great Commission (Matthew 28:18-20) in accordance with the following biblical principles:
l. WORSHIP - "To participate in public worship services together and to maintain personal daily devotions." (John 4:24)
EVANGELISM - "To share the good news of Jesus Christ with as many people as possible in our community and throughout the world." (Matthew 28:18-20; Acts 1:8; 2 Peter 3:9)
MINISTRY/MISSIONS - "To serve unselfishly in Jesus' name, meeting the physical, emotional, and spiritual needs of those in our Church, community and in the world." (l Peter 4:10, I l; Matthew 25:34-40; I Thessalonians 5:1 1; Galatians 5:13)
DISCIPLESHIP - "To help members develop toward full Christian maturity and train them for effective ministry. To promote personal, spiritual growth and discipleship through Bible teaching." (Ephesians 4:11-13; Matthew 18:20; 2 Timothy 2:1,2)
FELLOWSHIP - "To encourage, support and pray for each other as members of the family of God. To share our lives together." (1 John 1 :7•, Acts 2:44-47•, Hebrews 10:23-25•, Romans 1 5:5-7•, John
The Church also seeks to benefit everyone in the Tulsa Metropolitan Area by providing opportunities for spiritual, physical, intellectual, social and cultural development. (Luke 2:52)
ARTICLE III
Statement of Faith
We affirm the Holy Bible as the inspired Word of God, and as the only basis for our beliefs. This Church accepts "The Baptist Faith and Message," in its most recent form as adopted by the Southern Baptist Convention, as a general statement of our faith.
ARTICLE IV
Affiliation
This Church is autonomous and maintains the right to govern its own affairs, independent of any denominational control. Recognizing, however, the benefits of cooperation with other churches, this Church voluntarily affiliates with the Southern Baptist Convention, the Baptist General Convention of Oklahoma, and the Tulsa Metro Baptist Association.
ARTICLE V
Membership
SECTION 1: General
Membership in this Church shall consist of all persons who have met the qualifications for membership and are listed on the membership rolls.
SECTION 2: Qualifications for Membership
There shall be four qualifications for membership in the Church:
l. A personal commitment of faith in Jesus Christ for salvation;
Baptism by immersion as a testimony of salvation;
Completion of the Church's membership class; and
A commitment to abide by the Membership Covenant.
SECTION 3: Designation of Membership
To properly and accurately reflect the membership of the Church, three rolls shall be maintained as follows:
l. Voting Members All members who are currently active in the Church, and are eighteen years old or older.
Non-Voting Members All persons who have met all qualifications for membership but have not yet attained the age of eighteen years shall become non-voting members of the Church. Upon their eighteenth birthday, non-voting members shall automatically become voting members.
Inactive Members Members who have become inactive as determined by the Pastors.
Voting members will be, hereafter, referred to in these Bylaws as "Members". Any applicable reference to stockholders or members in the Oklahoma General Corporation Act shall be construed to refer to the voting members of the Church.
SECTION 4: Membership Covenant
The responsibilities of membership are described in the Membership Covenant as follows:
Membership Covenant
"Having received Christ as my Lord and Savior and been scripturally baptized, and being in agreement with Evergreen 's statements, strategy, and structure, I now feel led by the Holy Spirit to unite with the Evergreen Baptist Church family. In doing so, I commit myself to God and to the other members to do the following:
1. 1 WILL PROTECT THE UNITY OF MY CHURCH
...By acting in love toward other believers
"May the God who gives endurance and encouragement give you a spirit of unity among yourselves as you follow Christ Jesus," Rom 15:5
"Now that you have purified yourselves by obeying the truth so that you have sincere love for your brothers, love one another deeply, from the heart." I Peter 1:22
"Finally, all of you, live in harmony with one another; be sympathetic, love as brothers, be compassionate and humble." 1 Peter 3:8
...By refusing to gossip
"Do not let any unwholesome talk come out of your mouths, but only what is helpful for building others up according to their needs, that it may benefit those who listen." Eph. 4:29
...By following the leaders
"Obey your leaders and submit to their authority. They keep watch over you as men who must give an account. Obey them so that their work will be a joy, not a burden, for that would be of no advantage to you." Heb. 13:17
1 WILL SHARE THE RESPONSIBILITY OF MY CHURCH
.. .By praying for its growth
"'We always thank God for all of you, mentioning you in our prayers." I Thess.
"I always pray with joy because of your partnership in the gospel from the first day until now Phil I
...By inviting the unchurched to attend
"Then the master told his servant, 'Go out to the roads and country lanes and make them come in, so that my house will be full"' Luke 14:23
.By warmly welcoming those who visit
"Accept one another, then, just as Christ accepted you, in order to bring praise to God." Rom 15: 7
1 WILL SERVE THE MINISTRYOFMYCHURCH
.By discovering my gifts and talents
"Each one should use whatever gift he has received to serve others, faithfully administering God's grace in its various forms." I Peter 4:10
.By being equipped to serve by my pastors
"It was He who gave some to be apostles, some to be prophets, some to be evangelists, and some to be pastors and teachers, to prepare God's people for works of service, so that the body of Christ may be built up" Eph. 4:11-12
.By developing a servant's heart
"Do nothing out of selfish ambition or vain conceit, but in humility consider others better than yourselves. Each of you should look not only to your own interests, but also to the interests of others. Your attitude should be the same as that of Christ Jesus...[who] made himself nothing, taking the vent' nature of a servant " Phil 2:3-5, 7
4. 1 WILL SUPPORT THE TESTIMONY OF MY CHURCH
.. .By attending faithfully
"Let us not give up meeting together, as some are in the habit of doing, but let us encourage one another-and all the more as you see the Day approaching." Heb. 10:25
.By living a godly life
"Whatever happens, conduct yourselves in a manner worthy of the gospel of Christ." Phil 1:27a
"As obedient children, do not conform to the evil desires you had when you lived in ignorance. But just as He who called you is holy, so be holy in all you do " I Peter l: 14-16
.By giving regularly
"A tithe of everything from the land, whether grain from the soil or fruit from the trees, belongs to the LORD; it is holy to the LORD." Lev 27:30
"On the first day of every week, each one of you should set aside a sum of money in keeping with his income, saving it up, so that when I come no collections will have to be made." I Cor. 16:2
SECTION 5: Voting Rights of Membership
Every Member shall have the right to vote on the following matters:
l. annual budget of the Church
election of the Trustees
disposition of all or substantially all of the Church's assets
merger or dissolution of the Church
acquisition of real property and related indebtedness
amendments to the Certificate of Incorporation or Bylaws of the Church
call or removal of the Senior Pastor
SECTION 6: Termination of Membership
Members shall be removed from the Church rolls for any the following reasons:
l. death
transfer of membership to another church by letter of recommendation which shall be granted after approval by the Pastors
by personal request of the member
dismissal according to the following conditions:
When the member's conduct, public or private, violates the Membership Covenant as determined by the Pastors, and
Such dismissal has been communicated to the Church in a timely manner by a Pastor, in accordance with Matthew 18:15-17.
SECTION 7: Restoration of Members
Members dismissed by the Pastors shall be restored to full membership privileges by the Pastors according to the spirit of 2 Corinthians 2:7,8 when their conduct is judged by the Pastors to be in accordance with the Membership Covenant. Pastors will communicate such restoration to the Church in a timely manner.
ARTICLE VI
Membership Meetings
SECTION 1: Place
Meetings of the Members shall be held at such place or places within the Tulsa Metropolitan Area as may be designated from time to time by the Pastors.
SECTION 2: General Meetings
A general meeting of the Members shall be held in November or December of each year at such time as determined by the Pastors. This general meeting shall be the annual membership meeting. The purpose of this meeting shall be to adopt an annual budget and to elect the Trustees for the upcoming calendar year. Any other proper business may be conducted at this meeting, when approved by the Senior Pastor or a majority of the Trustees, but only if the notice requirements of ARTICLE VI, SECTION 4 have been complied with in regard to said item(s) of business.
SECTION 3: Special Meetings
Special meetings may be called at any time and for any purpose by a majority of the Trustees or by the Senior Pastor, by giving notice to the Members in accordance with ARTICLE VI, SECTION 4.
SECTION 4: Notice Requirements for Membership Meetings
l . General Requirements. Whenever Members are required or permitted to take any action at a meeting, notice shall be given to Members no less than ten (10) days or more than sixty (60) days prior to a meeting. Notification of membership meetings shall be given in any of the following manners, any of which shall be deemed to be a reasonable method of calling a membership meeting:
distribution of written material to the congregation in attendance at a regular weekend service
oral announcement to the congregation at a regularly scheduled service
by United States mail to each Member identified on the membership roll using their last known address per the membership roll
2. Notice of Certain Agenda Items. Action by the Members on any of the following proposals is valid only if the notice specifies the general nature of the proposal:
disposition of all or substantially all of the Church's assets
merger or dissolution of the Church
acquisition of real property and related indebtedness
amendments to the Certificate of Incorporation or Bylaws of the Church
call or removal of the Senior Pastor
SECTION 5: Quorum
Those Members present at a meeting called pursuant to ARTICLE VI, SECTION 4, shall constitute a quorum of the membership for the transaction of business. All items of business will be conducted using simple majority rule except where otherwise specified in these Bylaws.
ARTICLE Vll
Pastoral Team (Elders)
SECTION 1: Establishment and Makeup of the Pastoral Team
There shall be a Pastoral Team, herein referred to as "Pastors", which shall be comprised of the Senior Pastor and the other Pastors of the Church. The Senior Pastor in his sole discretion from time to time shall determine the number and identity of such Pastors, as well as the various responsibilities of such Pastors. The Senior Pastor shall retain the sole authority and discretion to remove any Pastor for any cause deemed sufficient by the Senior Pastor.
SECTION 2: call or Removal of the Senior Pastor
The Senior Pastor may be called or removed only by a vote of at least 75% of the Members in attendance at a Membership meeting called for that purpose pursuant to ARTICLE VI, SECTION 4 of these Bylaws.
SECTION 3: Authority of the Senior Pastor
The Senior Pastor shall have the general oversight of the operations of the Church, and shall have the authority to take all actions that are necessary and proper to exercise his oversight responsibilities within the Certificate of Incorporation and within these Bylaws. Among other things, the Senior Pastor shall have the authority to appoint and remove all agents and employees of the Church and prescribe any powers and duties for them that are consistent with law, with the Certificate of Incorporation, and with these Bylaws.
ARTICLE Vlll
Lay Pastors (Deacons)
The Pastoral Care ministry of the Church shall be strengthened by a number of teams composed of a Lay Pastor and his wife. Lay Pastors and their wives shall be men and women who are members of the Church and meet the qualifications as set forth in I Timothy 3:8-13. Lay Pastors and their wives will be selected by the Pastors and will be commissioned as servant leaders. Each Lay Pastor and his wife will be responsible for the care and nurture of an assigned number of families.
ARTICLE IX
Trustees (Lay Management Team)
SECTION 1: Number, Qualification, Term and Election
The Board of Trustees shall be hereafter referred to as "Trustees". Other than the Senior Pastor, members of the Pastoral Team will not serve as Trustees.
The Trustees of the Corporation shall be Members of the Church recommended by the Pastors, and shall be elected individually for a one-year term by the Members during the annual membership meeting. The authorized number of Trustees shall be such number as may from time to time be authorized by the Pastors, provided that such number shall not be less than seven (7). Trustees may serve successive terms. Trustees may only be removed by a vote of the Members at a membership meeting called per ARTICLE VI, SECTION 4 of the Bylaws.
SECTION 2: Chairman of the Board of Trustees
The Senior Pastor will be the chairman of the Trustees.
SECTION 3: General Corporate Powers
Subject to the provisions and limitations of the Oklahoma General Corporation Act and to any limitations in the Certificate of Incorporation or these Bylaws, the activities, business and affairs of the Church shall be conducted and all corporate powers shall be exercised by or under the direction of the Trustees.
SECTION 4: Specific Powers
Without prejudice to the general powers set forth above, and subject to the same limitations, the Trustees shall have the power to:
l. provide financial counsel to the Pastors
determine the compensation of the Pastors and employees of the Church
borrow money and incur indebtedness on behalf of the Church and cause to be executed and delivered for the Church's purposes and in the Church's name, promissory notes and other evidences of debt and securities
function as a pastor search committee at such time that the office of Senior Pastor becomes vacant
conduct such other duties and activities as the Pastors may designate from time to time that are consistent with the Certificate of Incorporation and these Bylaws including those actions requiring a vote of the Members
SECTION 5: Place of Meetings
Regular or special meetings of the Trustees may be held at any place that has been designated from time to time by resolution of the Trustees. In the absence of such designation, meetings shall be held at the principal office of the Church. Notwithstanding the above provisions of this SECTION, a regular or special meeting of the Trustees may be held at any place consented to in writing by all of the Trustees, either before or after the meeting. If such consents are given, they shall be filed with the minutes of the meeting. Any meeting, regular or special, may be held by conference telephone or similar communication equipment, as long as all Trustees participating in the meeting can hear one another. All such Trustees shall be deemed to be present in person at such meeting.
SECTION 6: Regular Meetings
Regular meetings of the Trustees may be held without notice if the time and place of such meetings have been fixed previously by resolution of the Trustees.
SECTION 7: Special Meetings
l . Authority to Call. Special meetings of the Trustees may be called for any purpose and at any time by the Senior Pastor or any Trustee who is an Officer of the Corporation,
2. Notice. Notice to the Trustees will be provided as follows:
Manner. Notice of the time and place of special meetings shall be given to each Trustee by one of the following methods: (l) personal delivery of written notice; (2) first class mail, postage prepaid; (3) telephone, or (4) e-mail to the Trustee's home or office.
Time Requirements. Notices sent by first class mail shall be deposited in the United States mail at least four (4) days before the time set for the meeting. Notices given by personal delivery, telephone, or e-mail shall be delivered to the Trustee at least twenty-four (24) hours before the time set for the meeting.
Notice Contents. The notice shall state the time and place for the meeting. However, the notice does not need to specify the place of the meeting if the special meeting is to be held at the Church's principal office. The notice must specify the purpose of the meeting.
SECTION 8: Quorum
A majority of current Trustees present at the beginning of a meeting duly called and noticed shall constitute a quorum for the transaction of business. Every action taken or decision made by a majority of the Trustees shall be the act of the Trustees.
SECTION 9: Waiver ofN0tice
The transactions of any meeting of the Trustees, however called and noticed or wherever held, shall be as valid as though taken at a meeting duly held after regular call and notice, if a quorum is present, and either before or after the meeting, each of the Trustees not present signs a written waiver of notice, a consent to holding the meeting, or approves the minutes, by signing the original copy. The waiver of notice or consent shall specify the purpose of the meeting. All waivers, consents and approvals shall be filed with the corporate records or made a part of the minutes of the meeting. Notice of a meeting need not be given to any Trustee who attends the meeting without protesting before or at its commencement about the lack of notice.
SECTION 10: Action Without Meeting
Any action required or permitted to be taken by the Trustees may be taken without a meeting, if all of the Trustees, individually, or collectively, consent in writing to the action. Such action by written consent shall have the same force and effect as the unanimous vote of the Trustees. Such written consent or consents shall be filed with the minutes of the proceedings of the Trustees.
SECTION 11: Vacancies on Board
A vacancy on the Board of Trustees, because of death, resignation, removal, disqualification or any other cause shall be filled only in the manner prescribed in these Bylaws for regular appointments to the Board of Trustees. Such vacancies shall be filled for the remainder of the one-year term at a Membership meeting called in accordance with ARTICLE VI of the Bylaws.
ARTICLE X
Officers
SECTION 1: Officers
The officers of the Corporation shall be President, Vice President, Treasurer, and Secretary, who shall have the duties and responsibilities normally attendant upon such corporate officers. The Senior Pastor shall serve as the President of the Corporation and shall act as the moderator of the Church. All other Corporate Officers shall be drawn from the Trustees. The Vice President of the Corporation shall act as the moderator of the Church in the absence of the President. The Treasurer of the Corporation shall act as moderator in the absence of both the President and the Vice President. The Secretary of the Corporation shall act as moderator in the absence of the President, the Vice President, and the Treasurer. The President may not serve concurrently as the Treasurer of the Corporation.
SECTION 2: Election and Term of Officers
All officers of the Corporation, other than the President, shall be recommended by the Pastors, and shall be elected individually, for a one-year term, by the Members at a membership meeting called per ARTICLE VI, SECTION 4 of the Bylaws.
SECTION 3: Removal of Officers
All officers of the Corporation, other than the President, may be removed by majority vote of the Members at a membership meeting called per ARTICLE VI, SECTION 4 of the Bylaws.
SECTION 4: Vacancies in Offices
A vacancy in any corporate office because of death, resignation, removal, disqualification or any other cause shall be filled only in the manner prescribed in these Bylaws for regular appointments to that office. Such vacancies shall be filled for the remainder of the one-year term at a Membership meeting called in accordance with ARTICLE VI of the Bylaws. The Vice President of the Corporation shall fulfill the corporate duties of President if there is a vacancy in the Senior Pastor role.
ARTICLE Xl
Indemnification of Trustees Officers
Employees and Other Agents
SECTION 1: Indemnity by Church
The Church shall indemnify any person who comes within the scope of ARTICLE XV of the Certificate of Incorporation.
SECTION 2: scope of Indemnification
The scope, terms, and rights of the various parties with relation to the indemnification provided by the preceding SECTION shall be those set forth by law in 18 OS § 1031, as amended from time to time, or of any successor statute. Said statute is incorporated into this SECTION 2 by reference, as if fully set forth herein. Provided, however, that this SECTION 2 shall not be construed to require indemnification of any person who is not entitled to indemnification under ARTICLE XV of the Certificate of Incorporation.
ARTICLE Xll
Records and Reports
The Church shall maintain the following records and reports:
l. correct books and records of accounts (financial records)
written minutes of the proceedings of its membership and Corporate Trustee meetings
the membership rolls specified in ARTICLE V, SECTION 3 of these Bylaws, which rolls shall set forth the members' names and addresses
contribution statements for contributors
All such records shall be kept at the Church's principal office. The Church may also maintain any other records as may from time to time be deemed necessary or useful in the pursuit of its purposes.
Any Member of the Church may inspect the records (reports from completed quarterly cycles) of the Church, as specified in items 1-3 in this ARTICLE XII, within normal business hours, in the offices of the Church, upon written request delivered to any Officer of the Corporation or Trustee of the Church. The written request shall state the time at which inspection is desired and shall be delivered to the Officer of the Corporation or Trustee of the Church at least five (5) business days prior to the proposed date of inspection. Copies of any disclosed records of the Church shall be made available to the Member upon payment of a reasonable charge per page for such copies. However, individual records of contributions and personnel records shall be confidential and not subject to disclosure.
ARTICLE Xlll
Construction and Definition
Unless the context requires otherwise, Oklahoma law shall govern the construction of these Bylaws.
ARTICLE XIV
Amendments to the Bylaws
These Bylaws, or any part thereof, may be altered, amended or repealed, and/or new Bylaws may be adopted, by a vote of two-thirds majority of the Members present at any special or regular membership meeting called according to ARTICLE VI, SECTION 4 hereof, at which a quorum is present.
CERTIFICATE OF ADOPTION
Adopted at Tulsa, Oklahoma, by the Initial Board of Trustees for Evergreen Baptist Church, Inc. on the 3rd day of December 1999.
| Robert D. Bonham, | Trustee |
Acknowledgment
STATE OF OKLAHOMA
COUNTY OF TULSA
Before me, a Notary Public in and for the above County and State, on this 3rd day of December 1999, personally appeared Robert D. Bonham, Michael D. Gabbert, Fred H. Gibson, Henry F, McCabe, and Michael D. Pollard, to me known to be the identical persons who executed the foregoing Bylaws, and acknowledged to me that they executed the same as their free and voluntary act and deed for the uses and purposes therein set forth.
My Commission
12
AMENDMENTS TO THE BYLAWS
November 25, 2001
In a special membership meeting, on this date, called according to ARTICLE VI, SECTION 4 the following Amendment to the Bylaws was approved by a unanimous vote of the members present.
ARTICLE VI (Membership Meetings); SECTIONS 2 (General Meetings):
The first sentence of this section was revised to read:
"A general meeting of the Members shall be held in November or December of each year at such time as determined by the Pastors."
Discussion: The words "or December" were inserted into this SECTION of the Bylaws to permit the conducting of the annual membership meeting to coincide with the anniversary of Evergreen Baptist Church, which is the first Sunday of December.
Joe Fears, Secretary