Bylaws

Home Up Vision/Mission Bylaws Covenant of Right Relations

BYLAWS OF THE
LIVE OAK UNITARIAN UNIVERSALIST CHURCH
AUSTIN, TEXAS

Article 1: Name

The name of this religious society shall be "Live Oak Unitarian Universalist Church", hereinafter referred to as the "Church".

Article 2: Affiliations

The Church shall be a member of the Unitarian Universalist Association of Congregations and the Southwestern Unitarian Universalist Conference or their successors.

Article 3: Guiding Statements

Section 3.1   Vision

Live Oak Unitarian Universalist Church is a diverse consensus-based spiritual community in northwest Austin. Together, we create a non-judgmental, nurturing environment where people of all ages can develop spiritually and personally as we demonstrate our shared values, perspectives and concerns with the larger community.

Section 3.2   Mission

·          We offer a place where worship and religious education converge:

o         We provide a variety of worship experiences that meet the diverse needs of our church community.

o         We offer enriching lifespan religious education.

·          We express our Unitarian Universalist values through action in the larger community and work cooperatively with other faith communities to address social issues.

·          We govern ourselves by consensus, thereby involving the entire church community in our decision-making.

·          We covenant together in friendship to listen to, support and encourage each other in personal growth; to respect our differences; to create and sustain bonds of love, compassion and belonging; to share our lives' joys and sorrows; and to have fun together.

Section 3.3   Welcoming Congregation

As a Welcoming Congregation, Live Oak UU Church affirms and promotes the full
participation of persons in all of our activities, including membership, programming, hiring practices, and the calling of religious professionals, without regard to race, ethnicity, color, sex, gender identity, physical or mental ability, affectional or sexual orientation, age, economic status, national origin, or theology/spiritual practice.

Article 4: Membership

Section 4.1.    Voting Members

Membership in this Church is open to any person 18 years or older who is in sympathy with the purpose and program of the Church. To join, an individual shall meet with the minister and/or attend a membership orientation meeting, and/or receive membership orientation materials, make an annual pledge and sign the membership book. Individuals become Voting Members thirty (30) days after having met the obligations of joining. In order to remain a Voting Member, a member must participate in Church life, pledge, and make identifiable financial contributions each fiscal year.

Section 4.2   Associate Members

Individuals between the ages of fifteen (15) and eighteen (18) become "Associate Members" upon fulfilling the requirements for Voting Members. Such Associate Members will have full voting privileges and may be elected as a Trustee as described in Section 5.1. An Associate Member may not be elected as an officer as described in Section 6.1 and will not be included in the population count of the Church.

Section 4.3   Inactive Members

A member who for one year is voluntarily absent from participation in the life of the Church and has made no identifiable monetary contribution, or has submitted a letter of resignation to the Steering Committee, shall be considered inactive. An inactive member may not vote at a meeting or serve as an elected officer or be included in the Church population count. The Membership Committee shall update the active membership list thirty (30) days prior to the Congregational Meetings.

Article 5: Steering Committee

Section 5.1.  Composition of the Board of Trustees

The Board of Trustees of this Church shall be composed of ten (10) members, these being the four (4) Officers of the Church, each of whom shall be elected each year, the immediate past president, and five (5) additional Voting Members or Associate Members, each of whom shall be elected to serve a two (2) year term. The method of election shall be as provided for under Section 8.2 of these Bylaws. Board of Trustee terms are defined in section 10.1.

Section 5.2.  Limits to the Terms of Office

Elected officers may serve no more than two (2) consecutive terms in a given position, except for the Treasurer who may serve no more than four (4) consecutive terms in that position.  No member of the Board of Trustees may serve for more than eight (8) consecutive years. The Assistant Treasurer may serve no more than four (4) consecutive one-year terms in that position.

Section 5.3.  Vacancies

Unless specified otherwise in these Bylaws, any vacancy occurring in an elected position shall be filled by the Steering Committee after consultation with the Nominating Committee. Any person chosen to fill a vacancy shall serve until the next occurring Annual Election, at which time any such position(s) shall be filled by the method of selection as provided for under section 8.2 of these bylaws.

Section 5.4.  Steering Committee

The Steering Committee shall make short-term and long-range plans for the Church. The Committee is open to all who wish to participate. A quorum of at least five members of the Board of Trustees must be present at each Steering Committee meeting in order to conduct business. Decisions of the Committee shall be made by consensus of all members present at a meeting. The Church is committed to operating by consensus, which includes the following steps: 1.) The group reaches consensus on the definition of a proposal. 2.) An ample, defined time period is set for airing and discussing the proposal, including time for questions and clarifications. Each person is given an opportunity to discuss how he or she feels about the proposal during the discussion period. 3.) If the time for the discussion period is exhausted and consensus, for whatever reason (including blocking) has not been reached, one of two actions may be taken: a.) an ad hoc committee representing all points of view is appointed to discuss the proposal further and bring a recommendation to the next meeting; or b.) if three-quarters of the members of the group feel that an immediate decision must be made, the group reverts to voting. Any action requires a majority of three-quarters of the votes.

Section 5.5.  Regular Steering Committee Meetings

The Steering Committee shall hold at least ten (10) monthly meetings per year at such time as the Steering Committee shall determine. Notice of these meetings shall be made public to the congregation at least forty-eight (48) hours in advance of these meetings.

Section 5.6   Special Steering Committee Meetings

Special meetings of the Steering Committee may be called by or at the request of any two (2) Trustees. The persons so authorized to call a special meeting of the Steering Committee may stipulate the place, time and purpose for any such meeting.

Section 5.7.  Meeting Facilitator

The President or President's appointee shall preside at all Regular and Special Meetings of the Board.

Section 5.8   Executive Sessions

All meetings of the Steering Committee shall be open to all interested parties, except that the Board of Trustees shall have the authority to determine that it is in the best interests of the Church that a particular item, or particular items, of a confidential nature, such as confidential personnel issues, be considered in executive session ("Executive Session"). The Trustees may decide in an open meeting by a majority vote of at least a quorum to enter into such Executive Session. All persons other than elected Board Members will be excluded from such Executive Session unless specifically invited to attend by Trustees present at the meeting. It is the intent of the Church to conduct its business in as open a manner as possible with the recognition that on rare occasions some items must be discussed in confidence.

Section 5.9   Minutes

Complete and accurate typed minutes shall be kept of all regular and special Steering and Congregational meetings, excluding Executive Sessions, and copies of the minutes distributed to Trustees and Minister, and posted in the Church. A record set of final approved minutes shall be kept in a bound and indexed form at a place determined by the Steering Committee to be safe from loss or damage. All recorded minutes shall be approved by the Steering Committee, and shall be signed by the Secretary certifying that such minutes are as approved by the Steering Committee.

Section 5.10  Removal

Three absences during one year by a member of the Board of Trustees from Steering Committee meetings without prior notification to the President or Secretary shall be tantamount to resignation. After written notification, elected officials may be removed according to the Church consensus process at a special meeting of the Congregation for breach of trust or gross misconduct.

Section 5.11. General Duties and Authority

The duties of the Steering Committee on behalf of the membership shall include the general custody of the property of the Church, the conduct of all business and financial affairs of the Church, and ensuring that all assets of the Church are fully dedicated to performing the organization's religious function. The Steering Committee shall have the authority to enter into contracts, the authority to engage or delegate the engagement of all employees except the minister, to appoint temporary committees in connection with its responsibilities, to make regular evaluation of the insurance programs, recommending changes where necessary, to maintain an active membership list, to coordinate the use and rental of the building by non-Unitarian groups, and to maintain communication between the Steering Committee and the committees of the Church.

Section 5.12. Limits to Power

The Steering Committee shall have no power to call, settle, or remove a Minister or to determine the minister's salary. It may not, without consent of the 2/3 vote of those voting at a Congregational Meeting, as described in article 10, in person or by absentee ballot, mortgage any real property, or buy or sell property.

Article 6: Officers

Section 6.1.  Officers

The officers of the Church are the President, the Vice President, the Treasurer and the Secretary. All officers shall represent the Church on appropriate occasions and perform all duties incident to the office and such other duties as may be requested by the Membership or Minister from time to time. Because the Church has a goal of shared leadership rather than functioning under a traditional hierarchy, officers have limited responsibilities. Officers will be elected to handle dealings with federal and state offices and financial institutions because they are accustomed to doing business with an organization's President, Treasurer or Secretary.

Section 6.2.  The President

The President shall be the executive officer of the Church, serve as a member of the Board, be responsible for organizing the agenda for all Regular and Special Steering Committee Meetings, and have authority to sign on behalf of the congregation any deeds, mortgages, bonds, contracts or other legal instruments which the Steering Committee has authorized to be executed, except in those instances where the signing and other execution of such instruments shall have been expressly delegated by the Steering Committee or by these bylaws or by statute to some other officer or agent of the Church.

Section 6.3.  The Vice-President

The Vice-President shall work with the President and assume the duties of the President in his or her absence, and be Moderator at all Congregational Meetings.

Section 6.4   Treasurer

The Treasurer shall receive and safely keep all money and other property of the church entrusted to his or her care, make disbursements as directed or approved by the Steering Committee, keep a complete account of the finances of the Church in books belonging to the Church, including direction and coordination of any public accounting firm employed by the Church, render a current statement at each regular meeting of the Steering Committee, ensure that all federal, state or local returns, reports or other items required by law are properly prepared and filed with the appropriate authorities in a timely manner, perform the duties of the President in the event of the simultaneous absence or incapacity of both the President and Vice President, and may be bonded at the expense of the Church.

Section 6.5. The Secretary

The Secretary shall keep all minutes of all Regular and Special Steering Committee meetings and Congregational Meetings of the Church as described in Section 5.9, issue all notices and conduct the correspondence of the Steering Committee.

Article 7: Committees

Section 7.1. Establishment of Committees

All committees of the Church except the Steering Committee shall be created as either Standing Committees or Special Committees. Standing Committees shall be established under these Bylaws. Special committees shall be as created from time to time by the Steering Committee, which committees, once established, shall cease to exist once the purpose for which they were formed has been accomplished, unless specifically extended by the Steering Committee. Any three or more people wishing to compose a new committee may petition the Steering Committee.

Section 7.2.  Committee Membership

Each committee shall determine its method of organization and method of communicating with the Steering Committee. Membership of all committees with the exception of the Nominating Committee, the Ministerial Relations Committee and Search Committees shall be open to all interested persons. The coordinator(s) and a majority of the members of each committee shall be voting members of the Church.

Section 7.3.  Church Affiliated Organizations

Organizations whose activities and practices are consistent with those of the Church may be recognized by the Steering Committee as "Affiliated Organizations." Such organizations will be given special consideration and support by the Steering Committee. Any three (3) or more Voting Members or Associate Members may petition the Steering Committee to establish such an Affiliated Organization. These organizations are responsible to the Steering Committee, which has the authority to revoke affiliation of any organization which no longer fits the above guidelines.

Article 8: Nominating Committee

Section 8.1.  Selection of Nominating Committee Members

The members of the Nominating Committee shall be elected at the May Semi-Annual Meeting of the Church. This committee shall be composed of five (5) Voting Members of the Church who shall be elected for two (2) year terms. Immediately after the election, the committee will select a chair for a one (1) year term. The Chair shall call an organizational meeting of the Committee no later than February 1 of each year. Three (3) members of the Nominating Committee shall constitute a quorum required to conduct any business of the Committee. In the event that any vacancy occurs on the Committee, the Trustees shall appoint a person from among the eligible voting Members to fill the unexpired term of the position until the next regular election, at which time a permanent replacement shall be elected by the Congregation.

Section 8.2.  Annual Election Nominations

For each annual election to be held at the May Semi-Annual Meeting of the Congregation, the Nominating Committee shall submit one (1) nominee for the following available positions:

(a) President
(b) Vice President
(c) Treasurer
(d) Secretary
(e) Board of Trustees (in accordance with Section 5.1)
(f) Nominating Committee (in accordance with Section 8.1)
(g) Assistant Treasurer (a non-Trustee position)

Nominations also shall be submitted at each annual election to fill the remainder of terms of office for Board of Trustee positions in which vacancies have occurred since the last annual election, the normal terms for such positions being then unexpired. Because the Church is committed to the concept of shared leadership and the ideal of developing the leadership potential of all its members, the nominating committee is strongly encouraged to present a slate of officers and trustees each year that includes people who have not previously been active in those positions. We appreciate the worth of continuity and experience among our chosen representatives, but also need and welcome the fresh perspectives and valuable ideas that new people bring to our group.

Section 8.3.  Publication of Nominations

The Nominating committee shall issue a list of nominations no later than 30 days prior to the May Semi-Annual Meeting of the Congregation. This list shall be published in the Church newsletter and posted at the then current place of meeting of the Church.

Article 9: The Minister

Section 9.1.  The Search Committee

In the event of a vacancy in the position of minister, a Search Committee shall be established as a Special Committee in accordance with Section 7.1. for the purpose of identifying, screening and bringing to the Church for consideration a candidate for the position of Minister. The Search Committee shall consist of seven (7) Voting Members including at least one (1) Trustee. The Nominating Committee shall submit the nominees to be voted upon at a Congregational Meeting called for such purpose.

Section 9.2.  Calling a Minister

The Minister of the Church shall be called by 90% of those members voting in person or by absentee ballot at a Congregational Meeting called for such purpose. Half (1/2) of the Voting Members and Associate Members eligible to vote shall constitute a quorum at such Congregational Meeting.

Section 9.3.  Tenure

Tenure shall be indefinite.

Section 9.4.  Duties of the Minister

The duties of the Minister shall be negotiated between the Steering Committee and the Minister and approved by the Congregation. In general the Minister shall provide overall religious leadership and guidance in accordance with the established purposes of this Church, and shall be guaranteed freedom of the pulpit. The Minister may be a member of any Committee other than the Nominating Committee, Ministerial Relations Committee and the Search Committee. The Minister will be employed under written contract, which clearly stipulates the duties, roles, compensation and other conditions of employment.

Section 9.5.  Contract Termination

The contractual relationship between the Minister and the Church may be dissolved by either party for any reason upon three (3) months written notice. Such provision shall be incorporated in any contractual agreement.

Section 9.6.  Triennial Evaluation

The Steering Committee shall direct the evaluation by the Church Membership of the ministry of the Church no less frequently than every 3 years. The results of such evaluation shall be in writing and made part of the permanent Church records.

Article 10: Congregational Meetings

Section 10.1  Semi-Annual Meetings

Semi-Annual Meetings of the Congregation shall be held in May and December of each year to conduct necessary Church business, with the dates to be determined by the Steering Committee. At these meetings, the Vice President shall preside as Moderator. At the May meeting, Trustees to the Board, Officers, and Nominating Committee members shall be elected to begin their terms June 1. At the December meeting, a budget for the ensuing year shall be presented by the Steering Committee for discussion, changed if necessary and adopted by the Congregation. The date, time, place and agenda of the Semi-Annual Meetings shall be posted on the Church bulletin board not less than thirty (30) days prior to the meetings, and publicized in the Church newsletter and announced at Sunday worship services.

Section 10.2. Special Meetings of the Congregation

Special Meetings of the Congregation may be called by the Steering Committee with at least two (2) weeks notice to members. No business other than that announced for any such Special Meeting shall be transacted at that particular meeting.

Section 10.3. Notice of Meetings

Written or printed notice stating the place, day and hour of any Congregational meeting shall be delivered either personally or by mail to each member entitled to vote at such meeting not less than ten (10) days nor more than fifty (50) days before the date of such meeting, by or at the direction of the Steering Committee. In case of a called Special Meeting, the purpose or purposes for which the meeting is called shall be stated in the notice.

Section 10.4  Voting Quorum and Determining Vote

A quorum of the Congregation for purposes of voting shall be constituted of thirty percent (30%) of the Members eligible to vote either in person, by proxy, or by absentee ballot. A simple majority of those votes cast shall be sufficient to either approve or disapprove matters submitted for determination by vote, except for those votes taken relating to the election of a Minister as described in Section 9.2.

Section 10.5. Voting by Absentee Ballot

Absentee ballots shall be on such form as may be stipulated by the Steering Committee and shall be processed for consideration in such manner as may be prescribed by the Board. If the Steering Committee decides absentee ballots are not to be allowed for a given meeting, such decision must be included in the notice of meetings as described in Section 10.3.

Section 10.6. Nominations from the Floor

Any three (3) members eligible to vote may submit a nomination for any elected position at any meeting of the Congregation at which Officers, Board members, Nominating Committee members or Search Committee members are elected.

Article 11: Dissolution and Distribution of Assets

Section 11.1. Dissolution

Any action to dissolve the Church must be approved by a two-thirds (2/3) vote of eligible Voting Members of the Church present at a meeting called to specifically consider such action, for which meeting written notice has been issued to all Members eligible to vote in accordance with the provisions of Section 10.3 of these Bylaws.

Section 11.2. Distribution

If the Church at its own option shall cease to exist, all property real or personal shall be transferred to the Southwestern Unitarian Universalist Conference or its successors.

Article 12: Adoption of Bylaws

The initial adoption of these Bylaws shall be by majority vote of those persons attending a meeting called and held for such purpose, without regard to any voting qualifications or requirements provided for in these Bylaws.

Article 13: Amendments to Bylaws

These Bylaws may be amended at any Congregational meeting by a two-thirds (2/3) vote of the members of the Church eligible to vote at the meeting at which such matter is considered, provided, however, that the text of any proposed changes has been published in the newsletter and mailed to all members of record at least thirty (30) days prior to such meeting. The Steering Committee may submit to the congregation any proposed amendment which the Steering Committee has approved to such submission by a majority vote of its members. In addition, the Steering Committee shall submit to the Congregation any amendment received by the Board which shall have been proposed by a petition signed by at least ten percent (10%) members of the Church eligible to vote.

Article 14: Indemnification

The Church shall indemnify any person who is or was an employee, agent, representative, member of the Board of Trustees, other elected official, or Steering Committee volunteer of the Church against any liability asserted against such person and incurred in the course and scope of his or her duties or functions within the Church to the maximum extent allowable by law, provided the person acted in good faith and did not engage in an act or omission that is intentional, willfully or wantonly negligent, or done with conscious indifference or reckless disregard for the safety of others. The provisions of this article shall not be deemed exclusive of any other rights to which such person may be entitled under any bylaw, agreement, insurance policy, vote of members or otherwise.

These Bylaws include amendments adopted at the December 18, 2005 Congregational Meeting, mailing address 3315 El Salido Pkwy, Cedar Park, TX  78613-5537.

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