CONSTITUTION AND BYLAWS OF
The Northern Collective Whitehorse Church
(Submitted to Corporate Affairs Yukon on April 25, 2019)
1. NAME: The name of the society shall be “The Northern Collective Whitehorse Church” hereinafter referred to as “the Church.”
2. PURPOSES: The purposes of the Church shall be:
2.1. To advance religion by teaching the religious tenets, doctrines, and observances associated with the Christian faith.
2.2. To advance religion by preaching the teachings, and religious tenets, doctrines and observances, associated with the Christian faith.
2.3. To advance religion by establishing and maintaining a house of worship with services conducted in accordance with the tenets and doctrines of the Christian faith.
2.4. To advance religion by establishing a facility to be used for religious programs, workshops, music, and Bible studies.
2.5. To contribute to registered Canadian charitable organizations locally, nationally, and internationally, which carry out activities that are consistent with the purposes of the Church
PART 1 – INTERPRETATION
1. In these bylaws, unless the context otherwise requires:
1.1. “Bylaws” means the bylaws of the Church;
1.2. “Society” means the society known as the Northern Collective Whitehorse Church;
1.3. “Elders” means the elders of the Church who are elected by the members and who for all purposes serve as the directors (as defined and required by the Yukon Societies Act) of the Church for the time being;
1.4. “Officers” means those persons appointed by the directors from among their number to positions of Chair, Vice-Chair and Secretary, and the Treasurer;
1.5. “Professional Accountant” means a professional accountant as defined in the Yukon Societies Act from time to time in force and all amendments to it.
1.6. “Special resolution” means a resolution as defined in the Yukon Societies Act from time to time in force and all amendments to it, as being a special resolution;
1.7. “Business meeting” means the Annual General Meeting and any duly called Extraordinary Business Meeting;
1.8. “Societies Act” means the Yukon Societies Act from time to time in force and all amendments to it;
2. The definitions in the Yukon Societies Act on the date these bylaws become effective apply to these bylaws.
3. Words importing the singular include the plural and vice versa, and words importing a male person include a female person, but no reference to a person includes a corporation.
PART 2 – MEMBERSHIP
1. Membership Requirements – Those who desire to become members of the church must meet the following requirements:
1.1. Trusted Jesus Christ as Saviour and Lord.
1.2. Publicly expressed faith in Christ through baptism.
1.3. Agreement with the Statement of Faith of the Church.
2. Membership Responsibilities – Members of the Church will strive to live out these responsibilities:
2.1. To continually be taking next steps on their spiritual journey (Gal 5:22-26).
2.2. To express Jesus’ love in deeds and words, in the world in which they live (Mat 28:19-20).
2.3. To meet regularly with the church family (Psa 150:1, Eph 5:19-20).
2.4. To support the Church financially (2 Cor 9:6-15).
2.5. To be responsive and supportive to the leadership of the Church (Heb 13:17).
2.6. To love, encourage, support and pray for one another (Rom 12:10).
2.7. To grow as a servant (Mk 10:45).
3.1. Applications for membership must be made through the elders, with the exception of pastors and their spouses who have consented to be employed by the Church, and who, by nature of their call and subsequent approval by the vote of the membership are granted membership.
3.2. All applicants for membership shall be interviewed by two of the elders or by such members as are duly appointed by the elders as to their willingness to abide by the Church’s constitution and bylaws as a basis for their membership.
3.3. Upon a satisfactory interview, the interviewers shall make a recommendation to the elders regarding their acceptance into membership.
3.4. Upon unanimous approval by the elders, the names of the prospective members will be published or posted for at least two consecutive Sundays for the Church to consider, after which, assuming there are no objections, the applicants will be declared to be members. In the event of unresolved objections, a vote by the Church shall be required.
4. Membership Roll
4.1. The church membership roll shall be in two sections:
4.1.1. The Resident Roll – consisting of all members resident in the area who participate with frequency and support regularly the program and work of the church; and
4.1.2. The Non-Resident Roll – consisting of all members not resident in the area who for reasons acceptable to the elders wish to maintain their identification with the church. Non-resident members are not permitted to vote.
4.2. The church membership roll shall be reviewed annually by the elders who shall be responsible to see that all members who have not demonstrated their support of the church for a period of one year be contacted. If no satisfactory response is received, the members shall cease to be in good standing. This annual review shall also be used to encourage those who are on the Non-Resident Roll to join with a church of like faith in their area.
4.3. Placement on the Resident or Non-Resident Roll may be done by the elders.
4.4. All members are in good standing except:
4.4.1. A member who, in the opinion of the elders, has failed to remain active in the Church, provided that such inactivity shall arise only where a member is absent from the normal activities of the Church for a period of a year or more and does not communicate an interest in remaining a member of the Church;
4.4.2. A member who is under discipline or suspension.
5. Care and Discipline
5.1. The care of the members will be the particular concern of the elders and pastors. It should be understood that for this reason the lives and testimony of this local body of believers in Christ shall be of continuous interest to the elders and pastors. They may, therefore, from time to time elect to counsel members personally to more active service, to remind members of their responsibilities within this church family, or encourage members in areas of self-discipline which will strengthen their testimony and that of the church. This being done in the spirit of love and concern, it is to be received in a spirit of appreciation and self-examination.
5.2. When further discipline of church members is necessary, as an expression of the members’ care for one another and for the body of Christ, its object shall be the correction and leading of individual members to repentance with a clear view to their full restoration to fellowship within the body and the protection of the spiritual life and testimony of the corporate body of the church within the community.
5.3. In the event of a difference arising between members, the responsibility for reconciliation is incumbent upon both. The procedure to be followed is basically outlined in Matt 18:15-22 and the attitude in Matt 7:1-5; 1 Cor 6:1-11; 2 Cor 5:11-21; Gal 6:1.
6.1. A person shall cease to be a member of the Church:
6.1.1. By requesting in writing that his (or her) name be removed from the church membership roll;
6.1.2. On being expelled;
6.1.3. On having been a member not in good standing for twelve consecutive months; or
6.1.4. On death.
6.2. The elders may by special resolution expel, suspend or otherwise discipline any member who in their opinion is guilty of conduct which is improper or unbecoming for a member of the Church or is likely to endanger the interests or reputation of the Church or is in breach of these bylaws, but the elders shall first notify the member and give the member an opportunity to be heard. From time to time, by special resolution, the Church may provide for a process of discipline, expulsion and suspension, as well as dispute resolution between the Church and any member, or between or among any members, which process or processes shall be communicated to all members of the Church and thereafter be binding on all members.
6.3. Any person who ceases to be a member of the Church forfeits all rights, claims, privileges or interest arising from membership in the Church.
PART 3 – MEETINGS OF MEMBERS
1. Annual General Meeting – The Annual General Meeting shall be held after its fiscal year end and no later than the last day of its anniversary month, for the purpose of conducting the following business:
1.1. Report on and celebration of what God has been doing in and through the ministry of the Church
1.2. Election of the elders
1.3. Election of the treasurer
1.4. Election of the elders Nominating Committee
1.5. Acceptance of the financial statements
1.6. Approval of the budget for the ensuing year
1.7. Report of the Professional Accountant, if required
1.8. Other business as needed
2. Extraordinary Business Meetings
2.1. Extraordinary Business Meetings may be called by the elders as needed.
2.2. The elders must call an Extraordinary Business Meeting upon receiving a written request signed by at least ten percent of the resident members in good standing, with a specific statement of the purpose of the meeting and the business intended to be conducted.
2.3. Every business meeting, other than an Annual General Meeting is an Extraordinary Business Meeting.
2.4. The accidental omission to give notice of a meeting to, or the non-receipt of a notice by, any of the members entitled to receive notice does not invalidate proceedings at that meeting.
3. Notice of Meetings
3.1. Written notice of the date, time and location of an Annual General Meeting or an Extraordinary Business Meeting must be sent to every member and if applicable, the Professional Accountant, not less than 10 days or more then 60 days before the meeting. Notice of a meeting is deemed to have been sent if notice of the date, time and location of the meeting has been sent, to every member who has provided an email or mailing address to the church.
3.2. Where a special resolution is to be voted on at a general meeting, notice of the general meeting shall be given or sent to each member entitled to vote at the meeting not less than 21 days or more than 60 days before the meeting, and the notice shall include the text of the special resolution to be submitted to the meeting.
3.3. The accidental omission to give notice of a meeting to, or the non-receipt of a notice by, any of the members entitled to receive notice does not invalidate proceedings at that meeting.
4. Rules of Order
4.1. The current version of “Robert’s Rules of Order” shall apply for all business meetings.
5.1. Twenty five percent of the total resident voting membership shall form a quorum at any business meeting of the Church.
5.2. No business, other than the election of a chair and the adjournment or termination of the meeting, shall be conducted at a business meeting at a time when a quorum is not present.
5.3. If within thirty minutes from the time appointed for a business meeting a quorum is not present, the meeting, if convened on the requisition of members, shall be terminated; but in any other case, it shall stand adjourned to the same day in the next week, at the same time and place, and if, at the adjourned meeting, a quorum is not present within thirty minutes from the time appointed for the meeting, the members present shall constitute a quorum, providing there is never less than three members present at all times.
6.1. Only members eighteen years of age or older are eligible to vote at any church business meeting.
6.2. Contested offices shall be filled by ballot vote.
6.3. Proxy voting is not permitted.
7.1. In the event of a resignation of a church officer the elders may appoint a member to fill the vacancy in this position until the next business meeting.
PART 4 – ELDERS
1. Except as set out in these bylaws, the elders may by majority vote exercise all the powers and do all acts and things that the Church may exercise and do, and which are not by these bylaws or by statute or otherwise lawfully directed or required to be exercised or done by the Church in a business meeting, but subject, nevertheless, to:
1.1. All laws affecting the Church;
1.2. These bylaws, and
1.3. Rules, not being inconsistent with these bylaws, which are made from time to time by the Church in a business meeting.
2. Each elder must be a member in good standing and must meet the spiritual requirements set out in 1 Tim 3:1-7. He shall:
2.1. Be a man prepared by God who clearly possesses the qualifications given in 1 Tim 3:1-7.
2.2. Be in harmony with the Church’s Statement of Faith. If at any time he is at variance with it, he shall resign.
2.3. Perform the biblical duties of an elder in specified areas of ministry.
3. Elders will serve for a term of three years. The nominees for election as an elder shall be selected by a nominating committee comprised of five members, two of which are appointed by the elders and three of which are elected by the members present at a business meeting.
4. A person is eligible for election as an elder for a maximum of two consecutive terms, after which a period of one year must pass before that person is eligible for re-election as an elder.
5. Elders shall be elected at the Annual General Meeting by special resolution of the members present.
6. The election of elders shall be by ballot vote.
7. The term of an elder shall terminate:
7.1. On the effective date specified in his notice in writing to the registered address of the Church resigning his eldership pursuant to the relevant section of this Article or on the date he is deemed to have resigned pursuant to the relevant section of this Article;
7.2. If he is found to be incapable of managing his own affairs by reason of mental infirmity;
7.3. If he is an undischarged bankrupt;
7.4. If he is convicted within or without the Yukon an indictable offence or felony and the other elders resolve to remove him; or
7.5. If he ceases to be a member in good standing.
8. An elder may resign by delivering a notice in writing to the registered address of the Church.
9. Any elder who is expelled from membership in the Church or who ceases to be a member in good standing is deemed to have resigned as elder.
10. The members, by majority ballot vote, may remove an elder before the expiration of his term of office, and a successor to complete the term of office may be elected by special resolution at a business meeting.
11. No elder shall be remunerated for being or acting as an elder but an elder shall be reimbursed for all expenses necessarily and reasonably incurred by the elder while engaged in the affairs of the Church.
PART 5 – PROCEEDINGS OF ELDERS
1. The elders may meet together at the places they think fit to dispatch business, adjourn and otherwise regulate their meetings and proceedings.
2. The quorum necessary to transact business shall be a majority of the elders then in office.
3. The chair shall be chairperson of all meetings of the elders, but if at a meeting the chair is not present within thirty minutes after the time appointed for holding the meeting, the vice chair shall act as chairperson; but if neither is present the elders present may choose one of their number to be chairperson at that meeting.
4. An elder may at any time, and the chair, on the request of an elder shall, convene a meeting of the elders.
5. Questions arising at a meeting of the elders shall, unless otherwise prescribed in these bylaws, be decided by majority vote, recognizing that all decisions should be made, to the extent possible, by consensus.
6. A resolution passed in writing, signed by all the elders and placed with the minutes of the elders is as valid and effective as if regularly passed at a meeting of elders.
PART 6 – OFFICERS AND EMPLOYEES
1. Officers Appointed by the Elders
1.1. The elders shall appoint such persons from within their number as they see fit to hold the offices of chair, vice-chair, secretary and treasurer. Such offices are to be held for a term of one year.
1.2. The chair, vice-chair and secretary shall retire from office at each Annual General Meeting and their successors shall be appointed following the Annual General Meeting.
1.3. A retiring officer is eligible for re-appointment.
1.4. The chair, or failing him the vice-chair, shall preside at all meetings of the elders.
1.5. The secretary shall carry out or cause to be carried out the:
1.5.1. Conduct of the correspondence of the Church;
1.5.2. Issuance of notices of meetings of the Church and elders;
1.5.3. Keeping of minutes of all meetings of the Church and elders;
1.5.4. Custody of all Church records to be kept or secured; and
1.5.5. Maintenance of the membership roll.
1.6. In the absence of the secretary from a meeting, the elders shall appoint another person to act as secretary at the meeting
1.7. The treasurer shall be responsible for proper administration of church funds.
1.7.1 The treasurer will be responsible to administer, with integrity, the financial processes and records of the Church.
1.7.2 Render financial statements to the directors, members and others when required
2.1. Except for the position of Lead Pastor, the elders shall have exclusive power to appoint and promote all employees of the Church and to suspend or terminate the employment of employees of the Church, and may delegate those powers in the manner determined by the elders from time to time in writing.
2.2. The elders shall have exclusive power to fix the remuneration of all employees of the Church, and may delegate that power in the manner determined by the elders from time to time in writing.
2.3. The Lead Pastor shall be accountable to the elders.
2.4. All employees of the Church shall be accountable to, and come under the leadership of, the Lead Pastor.
2.5. The Lead Pastor shall have the qualifications and be appointed (and their services terminated) as set out below:
2.5.1. He shall be a man prepared by God who clearly possesses the qualifications given in 1 Tim 3:1-7.
2.5.2. He shall be in harmony with the Church’s Statement of Faith. If at any time he is at variance with it, he shall resign.
2.5.3. He shall be charged with the duties of ruling (1 Tim 5:17), shepherding the flock (1 Pet 5:2), defending, preaching and teaching the truth of God's Word (Tit 1:9), setting a Christ-like example (1 Pet 5:3), administering the ordinances of baptism and communion, and prayer (Acts 6:4).
2.5.4. He shall be an ex-officio member of all committees of the Church except the elders’ board and the nominating committee.
2.5.5. He shall become and remain a member in good standing.
2.6. Calling and Dismissal of the Lead Pastor
2.6.1. The calling of a Lead Pastor shall be done in all cases upon the recommendation of the elders to the Church, and approved by the members at a business meeting by special resolution by ballot vote.
2.6.2. The dismissal of a Lead Pastor shall be upon the recommendation of the elders to the Church, and approved by the members at a business meeting by a majority ballot vote.
PART 7 – SEAL
1. The elders may adopt a seal for the Church and substitute a new seal.
2. The seal shall be affixed only when authorized by resolution of the elders and then only in the presence of the persons prescribed in the resolution, or if no other persons are prescribed, in the presence of the chair and a) vice chair or b) secretary.
PART 8 – BORROWING
1. The Church may from time to time, raise or borrow any sum of money for the purpose of the Church by resolution of a business meeting of the Church provided that such sums so raised or borrowed are not secured.
2. The Church may by special resolution from time to time, raise or borrow and secure the payment of any sum or sums of money for the purpose of the Church and for that purpose may execute mortgages, debenture or bonds or give or execute any other form of security whatsoever of real property of the Church or any part thereof.
PART 9 – PROFESSIONAL ACCOUNTANT
1. If the Societies Act Regulations require the Church to appoint a Professional Accountant or if the Church has resolved to appoint a Professional Accountant, then the elders may appoint a Professional Accountant between one annual general meeting and the next[V1] .
2. A Professional Accountant may be removed by ordinary resolution.
3. The elders may appoint a Professional Accountant to fill a vacancy occurring in that office between one annual general meeting and the next.
4. No director and no employee of the society shall act as a professional accountant.
PART 10 – GENERAL REGULATIONS
1. Affiliation – The Church will be affiliated with the Fellowship of Evangelical Baptist Churches in British Columbia and Yukon, as well as with the Fellowship of Evangelical Baptist Churches in Canada.
2. Doctrinal Statement – The Statement of Faith of this Church shall be that of the Fellowship of Evangelical Baptist Churches in British Columbia and Yukon as of the date these bylaws come into effect. Changes to that statement shall not change the Church’s statement without a special resolution.
3. Books and Records – With the exception of the personal giving records of donors, all the books and records of the church may be inspected by any member during normal business hours at the place where the records of the Church are kept, but the elders may determine that no member may inspect minutes of a meeting of the elders.
4. Amendments – No alterations shall be made to the constitution or these bylaws except by special resolution at a business meeting called for that purpose. All amendments shall be presented to the Secretary, and notification given to the membership, in writing at least 21 days in advance of the meeting. The society may amend its bylaws by special resolution but the change is not effective until filed with and approved by the registrar.
5. Charitable Purposes – The Church shall be carried on without purpose of gain for its members and any profits or other accretions to the Society shall be used for promoting its purposes.
6. Organic Division – In the event of organic division within the membership, the assets will belong to those members who abide by the constitution and Statement of Faith and bylaws of the Church. In the case where two or more parties claim to abide by the constitution and bylaws, the elders will request that the Fellowship of Evangelical Baptist Churches in British Columbia and Yukon (or its successor by name change) arbitrate the dispute and its decision will be final.
7. Dissolution – Upon dissolution of the Church the assets remaining after payment of all costs, charges and expenses properly incurred in the dissolution, and after payment to the employees of any arrears of salaries or wages including severances, and after payment of any other debts of the Society (the “Assets”), shall be distributed to the Fellowship of Evangelical Baptist Churches in British Columbia and Yukon (or its successor by name change), a charitable organization registered under the provisions of the Income Tax Act.
If the Fellowship of Evangelical Baptist Churches in British Columbia and Yukon (or its successor by name change) ceases to exist upon the dissolution of the Church, then the Assets shall be distributed to the Fellowship of Evangelical Baptist Churches in Canada (or its successor by name change). If the Fellowship of Evangelical Baptist Churches in Canada (or its successor by name change) ceases to exist, then the Assets shall be distributed to one or more incorporated Yukon societies as is determined by a special resolution.
8. The elders will request that the Fellowship of Evangelical Baptist Churches in British Columbia and Yukon (or its successor by name change) arbitrate any dispute concerning the interpretation or application of the bylaws, and any dispute concerning the rights of a member or the powers of an elder or officer. The decision of the Fellowship of Evangelical Baptist Churches in British Columbia and Yukon (or its successor by name change) shall be final. If the Fellowship of Evangelical Baptist Churches in British Columbia and Yukon (or its successor by name change) declines to arbitrate the dispute then the dispute shall be submitted to and decided by arbitration under the Arbitration Act of the Yukon from time to time in force and all amendments to it.