Rules of Procedure Northwest Unitarian Universalist Church
Adopted January 29, 2012
Amended January 9, 2014
Amended June 8, 2014
Amended November 5, 2015
Amended January 31, 2016
Amended May 22, 2016
Amended March 9, 2017
TABLE OF CONTENTS
ARTICLE I – CHURCH MEETINGS..................................................................................................... 1
ARTICLE II – OPERATIONS OF THE BOARD OF GOVERNORS.......................................................... 2
ARTICLE III – ELECTIONS AND TERMS OF OFFICE........................................................................... 3
ARTICLE IV – COMMITTEES OF THE CHURCH................................................................................. 5
ARTICLE V – FINANCIAL MANAGEMENT........................................................................................ 8
ARTICLE VI – APPOINTMENT & RESPONSIBILITIES OF CHURCH PROFESSIONALS........................ 9
ARTICLE VII – AFFILIATED GROUPS............................................................................................... 11
ARTICLE VIII – MISCELLANEOUS RULES........................................................................................ 11
ARTICLE IX – AMENDMENTS......................................................................................................... 13
EFFECTIVE DATE............................................................................................................................ 13
NORTHWEST UNITARIAN UNIVERSALIST CHURCH
RULES OF PROCEDURE
ARTICLE I – CHURCH MEETINGS
TABLE 1: MEETING REQUIREMENTS
Type of Meeting
Type of Meeting Worship Service
Purpose As set forth in the Church’s Vision Statement
Scheduling Each Sunday according to schedule adopted by the Board
Type of Meeting Regular Meetings of the Association
Purpose Adopting the annual budget; election of officers; receive reports from Board members; conduct other business
Scheduling Three meetings per fiscal year, with the time and place to be designated by the Moderator. Third meeting may be canceled.
Quorum Requirements See footnote 1.
Voting Requirements Majority vote of qualified members present to carry any motion. (See footnote 4)
Notification Requirements See footnote 2.
Type of Meeting Special Meetings of the Association
Purpose See footnote 3.
Scheduling Shall be called by the Moderator at direction of the Board or upon written request of 15% or more of the Association members
Quorum Requirements See footnote 1.
Voting Requirements 66% vote of qualified members present to carry any motion, except that Regular Meeting business requires a majority vote. (See footnote 4)
Notification Requirements See footnote 2.
Type of Meeting Type of Meeting Emergency Meetings of the Association
Purpose Address issues of immediate importance
Scheduling By unanimous vote of the Board members participating in a Board meeting
Quorum and voting Requirements Determined by the action to be taken.
1 Quorum Requirements. The Clerk shall be responsible for deciding if a quorum is present. For the purpose of establishing quorum requirements, the active membership of the Association residing within fifty (50) miles of the church shall be considered as the base upon which the quorum is computed.
- Twenty percent (20%) of the membership, as defined in the Bylaws, shall constitute a quorum for all Regular Meetings of the Association.
- Thirty-three percent (33%) of the membership, as defined above, shall constitute a quorum for all Special Meetings of the Association.
- Quorum Not Present: If a quorum is not present at a meeting, action may nonetheless be taken on any question, including amendments, properly brought before the assembled members if such action is supported by the same absolute number of votes as would be required for action at a meeting at which a quorum is present. The Moderator may, in the absence of a quorum, designate a new meeting date and time, again notifying the membership as defined herein.
3 Purposes of Special Meetings of the Association. Special Meetings of the Association may be called for any of the following reasons, by way of example:
- To call or dismiss a Minister or an Assistant or Associate Minister.
- To purchase or sell real property.
- To recall an elected member of the Board.
- To give special recognition to the Minister or a Board member for excelling in his/her work.
- To amend the Constitution.
- To amend the Bylaws.
- To transact any other business that may require action by the membership before the next Regular Meeting.
4 Voting Requirements. The voting requirements may vary from those specified depending on the action to be taken.
ARTICLE II – OPERATIONS OF THE BOARD OF GOVERNORS
- Meetings of the Board of Governors (the ‘Board’) shall be held once each month. Special meetings of the Board may be called by the Moderator or by any three (3) Board members. Special meetings of the Board require 24 hour notice delivered via email or telephone to all members of the Board and Association in advance. The notice shall include date, time, place as well as reason for the meeting. Board meetings are open to all members of the Association.
- The Clerk shall keep a permanent record of its meetings and shall report thereon at the Regular Meeting of the Association held in January.
- A majority of the total voting members of the Board shall constitute a quorum. A majority of the total voting members shall be required to carry any motion except as noted in the Bylaws.
- If a vacancy in any elected position occurs, except the Moderator, the Leadership Development Committee shall identify at least one (1) member to fill the position. The position shall be filled within thirty (30) days or as soon as possible thereafter by vote of the Board, and the appointee shall hold office until a successor takes office. If the vacancy occurs in a term greater than one year duration, there shall be an election at the Regular Meeting of the Association in January (the ‘Election meeting’) to serve the remainder of the outstanding term. In the event that the Leadership Development Committee cannot identify an individual to fill a governor position within 2 months, the Moderator and Board shall develop a plan to execute duties. The respective committee(s) may provide representation at the Board meeting. That representative shall have voting rights at the Board meeting. That representation shall rotate to the extent feasible amongst committee members.
- A vacancy in the office of Moderator shall be filled by the Associate Moderator until a successor takes office on the following February 1st.
- In the event that any elected officer or a person serving in any other elected position of the Association fails, without showing good cause, to be present at three (3) consecutive meetings that he or she is required to attend, or is otherwise considered derelict in duties to the Association, that person may be asked to resign his/her position or be subject to recall proceedings as noted in the following paragraph b.
c.A petition to recall an elected officer or any other person serving in an elected position may be brought before the Association for a vote, provided that (i) the petition enunciates the reason(s) for the proposed recall, and (ii) the petition is signed by at least ten (10) active Association members.
ARTICLE III – ELECTIONS AND TERMS OF OFFICE
SECTION A. ELECTIONS
- Persons serving in elected positions shall be elected by the members at the Regular Meeting of the Association in January. Names of the candidates shall be included in the call to the meeting.
- Candidates shall be elected by means of a secret ballot, except that a voice vote may be used when only one candidate has been nominated for each position.
- A candidate must receive a majority of the votes of the qualified members voting to be elected.
- The term of office of all elected positions shall begin on the day of election.
SECTION B. NOMINATIONS
- The Leadership Development Committee shall present at the Regular Meeting of the Association in January a slate of one or more candidates for each of the elective offices to be filled.
- The Leadership Development Committee shall have secured the assent of all nominees on the slate. Assenting nominees need not be present to be elected.
- Nominations may be made from the floor if the candidate is present and accepts the nomination or if written assent has been secured before the meeting and filed with the Clerk at the meeting.
- All candidates must be active members of the Association.
SECTION C. BALLOTING
The order of balloting for officers and vacancies in office shall be as follows:
- Associate Moderator
- Board members
- Committee on Ministry and Right Relationships (affirmation only)
SEC TION D. TERMS OF OFFICE
Terms of Board members shall be as noted in the following table:
TABLE 2: TERMS OF OFFICE
Moderator, Associate Moderator, Governor of Committee on Ministry and Right Relationships
Term of Office
Maximum No. of Terms
A person who has been appointed to office, or elected to a partial term to fill a vacancy, shall not be considered to have served such term for the purposes of determining whether the person is eligible to succeed him or herself.
SECTION E. SEQUENCE OF ELECTIONS
- Board members representing the following service areas shall be elected in even-numbered years: Finance, Physical Plant, and Outreach.
- Board members representing the following service areas shall be elected in odd-numbered years: Worship and Lifespan Education, Membership and Clerk.
ARTICLE IV – COMMITTEES OF THE CHURCH
SECTION A. LEADERSHIP DEVELOPMENT COMMITTEE
The Leadership Development Committee shall recommend members to be appointed by the Board to the Committee. The Committee shall consist of five (5) members appointed to terms of two (2) years by the Board, with two (2) members appointed one year and three (3) members appointed the next year. Appointments shall be subject to affirmation by the voting members of the Association. Terms of office shall commence on February 1.
- At its first meeting following February 1 of each year, the Committee shall elect a Chair from among the five members.
- The Committee shall begin the task of identifying candidates for future vacancies on the Board no later than October 1.
- Minutes of the Leadership Development Committee meetings shall be available for members of the Board of Governors.
- The Endowment Fund Committee shall consist of five (5) active members of the Association, who shall be appointed by the Board to three (3) year terms, with one (1) or (2) members appointed each year as the terms expire.
- The Minister and Moderator shall be advisory members of the Committee.
- The Committee shall elect from its membership a Chairperson, a Financial Secretary, and a Recording Secretary. The Chairperson or a member designated by the Chairperson shall preside at committee meetings.
- The Committee may enlist the aid of other members of the Association to serve as advisory members. Also, the Committee may obtain professional counseling on investments and legal matters, at the expense of the Endowment Fund.
- The Recording Secretary shall maintain minutes of all meetings, and provide a copy to each member of the committee. Minutes shall be available for members of the Board of Governors and Leadership Development Committee.
- The Financial Secretary shall maintain a complete and accurate record of financial accounts for the Fund, and shall authorize or sign checks and all necessary documents on behalf of the Association in furtherance of the purposes of the Fund. The books and records of the Fund shall be audited or reviewed annually by a person with sufficient financial expertise to be able to issue a report on their accuracy and completeness. This person shall not be a member of the committee.
- The Committee shall meet semi-annually or more frequently if needed.
- A quorum shall consist of four (4) members, and majority present and voting shall carry any motion or resolution.
- The Committee shall meet with or report to the Finance Committee on a quarterly basis. Also, the Committee shall present a full and complete account of the administration of the Fund during the preceding calendar year at each Budget Meeting of the Association.
SECTION C. CONSTITUTION AND BYLAWS COMMITTEE
- The Constitution and Bylaws Committee shall consist of four (4) members and the Chairperson.
- The Associate Moderator shall be the Chairperson. When the Associate Moderator position is vacant, the remaining members of the Committee may choose an active Member of the Congregation to be the Chairperson until the Associate Moderator Position is filled.
- Each January, the Moderator shall appoint two (2) active members of the Association to serve two (2) year terms, subject to affirmation by the voting members of the Association.
- The Constitution and Bylaws Committee shall meet at least twice annually.
- Proposed amendments to the Constitution, Bylaws, and Articles I through III of the Rules of Procedure shall be submitted to the Constitution and Bylaws Committee as outlined in Article IX of the Constitution and ByLaws.
- Minutes of the Constitution and Bylaws Committee meetings shall be available for members of the Board of Governors and Leadership Development Committee.
SECTION D. COMMITTEE ON MINISTRY AND RIGHT RELATIONSHIPS
- The Committee on Ministry and Right Relationships shall be composed of four (4) active Association members. Two (2) members shall be appointed each year at the Regular Election Meeting and shall serve two (2) year terms. The Minister and the Moderator shall jointly nominate the candidates and present the names to the voting members of the Association for affirmation. Committee members may succeed themselves only once.
- If a member of the Committee is unable to complete the term of office for which he/she was appointed, such vacancy shall be filled within thirty (30) days by the Board from a nomination made jointly by the Moderator and the Minister. Such an appointment shall be for the remainder of the vacated term.
- When a new Minister is called, the existing Committee shall be augmented by two (2) members chosen by the new Minister and the Moderator. This six (6) member Committee shall serve until the next Regular Election Meeting, at which time the two (2) recently added members shall continue for one (1) year terms. The terms of the other four (4) members shall end and two (2) new members will be appointed.
- The Committee shall meet with the Minister once a month, except in July and August.
- Meetings are intended to be conducted in the spirit of cooperation and with the goal of understanding each other’s needs, concerns and issues related to the ministry of the church.
- On an annual basis, the Committee shall complete an evaluation to determine the Minister’s performance in relation to expectations, and the Association’s performance in relation to goals.
- The Committee shall annually recommend the Minister’s compensation package to the Personnel Committee for inclusion in the budget.
- Because of the confidential nature of the subjects discussed by the Committee on Ministry and Right Relationships, meetings of the Committee shall be closed to those not currently serving on the Committee.
- The Committee on Ministry and Right Relationships will choose one of its members to act as governor on the Board for a term of one year. The appointment will be subject to affirmation by majority vote of the board at a regular Board Meeting. The representative will have full rights and responsibilities on the Board.
- The Committee on Ministry and Right Relationships board member with the input of the committee and minister shall offer and promote opportunities for education on the subject of Right Relationships.
- The Committee on Ministry and Right Relationships and minister under the leadership of the Governor of the COMRR will facilitate mediations to resolve conflicts within the congregation.
SECTION E. MEMORIAL GARDEN COMMITTEE
- The Memorial Garden Committee shall consist of up to three (3) members who shall be appointed by the Executive Committee.
- The term of office shall be five (5) years. Members may serve more than one (1) term.
- The Memorial Garden Committee shall meet as needed or as requested, but shall meet at least once per year, in September, to review records and conditions of the Garden.
- The Committee shall report to the Executive Committee once per year, in September.
SECTION F. PERSONNEL COMMITTEE
The Committee shall fulfill the duties ascribed to it in the Personnel Policies Manual, including:
a.Updating the Personnel Policies Manual.
b.Implementing conflict resolution involving employees, when needed. An employee involved in conflict resolution may bring an advocate to any meeting that may be scheduled on the matter, provided that the advocate is a member of the Association.
c.Ensuring that performance evaluations of employees take place, working with program committees
d.Making salary recommendations for employees, after conferring with program committees.
ARTICLE V – FINANCIAL MANAGEMENT
SECTION A. FINANCE COMMITTEE
- Finance Committee will ensure the income, expenditures, and balance of each of the funds of the Church is tracked, and that the records are kept secure.
- The Finance Committee will ensure reports are prepared on the Income, Expenses, and Financial Position of the funds, and reports are provided as requested by the Board of Governors.
- The Finance Committee shall ensure a member of the Committee attends each meeting of the Board of Governors in the event the Finance Governor is unable to attend.
- The Finance Committee may choose appoint a Treasurer to oversee financial recordkeeping.
- The Finance Committee shall ensure all expenditures of the Church funds have been duly authorized.
- The Chair of the Finance Committee shall be appointed by the Finance Governor subject to confirmation by the Board of Governors, for one-year term coinciding with the fiscal year; multiple terms are permissible.
- The Finance Committee shall conduct a self-audit at least annually between formal audits. The Finance Committee guidelines shall specify minimum required audit procedures and qualifications for the person conducting the audit. The Audit Report shall be delivered directly to the Moderator and Board.
SECTION B. ENDOWMENT FUND
- All assets are to be held in the name of the Northwest Unitarian Universalist Church Endowment Fund. Cash assets may be held with church monies provided the assets are accounted for separately and accrue interest.
- The Endowment Fund Committee shall determine what is principal and what is income, according to accepted accounting principles.
- Recommendations to accept gifts, hold, sell, exchange, rent, lease, transfer, convert, invest, and in all other respects to manage and control the assets of the Fund, including stocks, bonds and other securities, are to be made by the Committee with subsequent execution by the delegated member of the Committee.
- Investments shall be consistent with Unitarian Universalist principles.
2.Distribution of Income
- Gifts and bequests to the Endowment Fund plus earned interest shall accumulate until the principal amount of $10,000 is achieved, after which the income generated from the investment may be expended. Principal shall be retained and only income expended.
- Income from the Fund and earned interest may be used for capital improvements, a building program, scholarships, for church-related camping or leadership conferences, and for outreach into the community or to the wider mission of the UUA.
- No portion of the income generated by the Fund shall be used for the annual operating budget of the Association, except in particular, temporary, and difficult circumstances, and where gift restrictions permit. The members of the Association may, by action at a Regular Meeting of the Association, use a portion of the Fund for its own support services.
- Programs for supports shall be recommended by the Endowment Fund Committee and approved by the Board of Governors.
- If Northwest Unitarian Universalist Church ceases to exist, either through merger or dissolution, disposition or transfer of the Fund shall be made in the same manner as the other church assets.
SECTION A. MINISTER
The Minister shall be chosen in accordance with the guidelines established by the Unitarian Universalist Association, using Search Committee composed of seven (7) voting members of the Association. Candidates for the Search Committee shall be nominated by the Leadership Development Committee, subject to approval by a majority vote of qualified members present at a regular or special meeting to carry any motion. Candidates for Minister shall hold fellowship in the Unitarian Universalist Association. When the Search Committee has recommended a candidate and initial compensation package, a special meeting of the Association shall be scheduled to vote to call the Minister. The terms of hire shall be pursuant to a Letter of Call and Continuing Letter of Agreement.
The Minister shall be in charge of public worship services, shall perform the duties set forth in the Employment Contract, and shall perform such other duties as are customary in liberal churches, or as may reasonably be prescribed by the Board of Governors. The Minister shall be responsible for supervising employees and, where appropriate, working with program committees to evaluate employees. The Executive Committee shall be responsible for appointing and dismissing employees with the input of the Minister.
The Minister shall attend all meetings of the Board of Governors and the Executive Committee. The Minister shall be a non-voting member of the Board of Governors and of all committees.
4.Freedom of the Pulpit
The Minister shall have freedom of the pulpit as well as freedom to express personal opinions outside of the pulpit.
The Letter of Call and Continuing Letter of Agreement shall govern all aspects of termination of the Minister.
SECTION B. DIRECTOR OF RELIGIOUS EDUCATION
The Governor of Worship & Lifespan Committee, in consultation with the Youth Programs Committee and the Minister, shall be responsible for recommending the appointment and/or dismissal of a Director of Religious Education (DRE). The recommendation shall be subject to ratification by the Executive Committee. In cooperation with the Personnel Committee, the Worship & Lifespan Governor shall develop a job description, terms of employment, and initial salary recommendation, for approval of the Board of Governors.
The Worship & Lifespan Governor, in consultation with the Youth Programs Committee and the Minister, shall conduct an evaluation and make a salary recommendation to the Personnel Committee for the DRE.
The DRE shall be responsible for administering the policies and curriculum established by the Worship & Lifespan Governor, in consultation with the Youth Programs Committee and the Minister, as well as perform the duties set forth in the Employment Contract.
SECTION C. ACCOMPANIST
The Worship & Lifespan Governor, in consultation with the Music Committee, shall be responsible for recommending the appointment and/or dismissal of a Accompanist. The recommendation shall be subject to ratification by the Board of Governors. In consultation with the Personnel Committee and Music Committee, the Worship & Lifespan Governor shall develop a job description, terms of employment, and initial salary recommendation, for approval of the Board of Governors.
The Worship & Lifespan Governor, in consultation with the Music Committee, shall conduct an evaluation and make a salary recommendation for the Accompanist.
The Accompanist shall provide music services required by the Association.
ARTICLE VII – AFFILIATED GROUPS
Voluntary organizations of Association members, designed to further the interests of the Association, may be formed with the consent of the Board of Governors. Such groups shall be considered as integral parts of the Association, and shall function in accordance with the following guidelines:
- The Board of Governors may appoint a liaison to the affiliated group for the purposes of information exchange.
- Upon approval of the Board of Governors, the affiliated group may use the church facilities.
- Each affiliated group shall submit a written report to the Board of Governors annually, in September. Upon request of the Board of Governors, the affiliated group shall submit financial records for review.
ARTICLE VIII – MISCELLANEOUS RULES
SECTION A. RESOLUTIONS FOR THE GENERAL ASSEMBLY
Resolutions to be submitted to the UUA General Assembly in the name of the church must be first adopted by the Association.
SECTION B. EARMARKED DONATIONS
The church shall not accept money earmarked for a specific purpose unless a fund is already established or the Board of Governors has given prior approval for the donation. Donations of tangible goods valued in excess of $500.00 must be approved by the Board of Governors.
SECTION C. TOBACCO AND SMOKING
Tobacco products may not be used within the church building or within fifteen (15) feet of the church building at any time.
SECTION D. ALCOHOL
The consumption of alcoholic beverages that exceed 20% alcohol by volume (40 proof) is prohibited. The use of alcoholic beverages for worship services and other ceremonial functions shall be at the discretion of the Minister.
The consumption of alcoholic beverages (punch, beer, wine) on church premises during church functions or events by or on behalf of a church member requires the approval of the Executive Committee.
Non-affiliated groups may not consume alcoholic beverages on the church premises, except that non-affiliated religious organizations may request approval of the minister for use during religious ceremonies.
SECTION E. EXPRESSIONS OF OPINION
- Each individual has the right to express his or her personal beliefs or opinions.
- The Minister shall have freedom of the pulpit and freedom to express personal opinions outside of the pulpit.
- The Board of Governors or Committees thereof may express opinions or positions on societal issues on behalf of the Association, the Board, or a Committee, provided that: a) an opportunity has been given for discussion at a Meeting of the Association; b) the meeting has been held not less than seven (7) days following notice to the Association by first class mail; and c) At least seventy-five percent (75%) of those in attendance approve a motion in favor of expressing the opinion or position.
- The splitting of the offertory with an organization shall not be considered an Expression of Opinion, provided that: a) the organization is disclosed in the order of service and announced prior to the offertory; and b) the organization is a 501(c)(3). As part of the annual report to the congregation, the Outreach Governor shall provide a list of the organizations that have benefitted from the offertory.
SECTION F. UNITARIAN UNIVERSALIST TRUSTEE
The Board of Governors shall be responsible for voting for UUA Trustee, provided advance notice of the vote is published in the Newsletter.
SECTION G. CONFLICT OF INTEREST
No officer, Governor, Vice Governor, committee member or Board member, shall vote or take action on any matter on which he or she has a conflict of interest.
- A conflict of interest is defined as a situation in which an individual or family member is in a position for personal gain which is in conflict with the individual’s position within the church.
- Family member is defined as a spouse, parent, sibling or child, or any other person with a substantially equivalent relationship, though not related by sanguinity or law.
ARTICLE IX – AMENDMENTS
The Rules of Procedure may be amended by including the proposed amendment in the Call to a Meeting of the Board of Governors and a majority of the total voting members of the Board of Governors approve the change, except that a majority vote of the qualified members of the Association shall be required to make changes to the following Articles:
Article I – Church Meetings
Article II – Operations of the Board of Governors
Article III – Elections and Terms of Office
Article IX – Amendments
ADOPTION. These Rules of Procedure were adopted in their original form by the Association of Northwest Unitarian Universalist Church on October 23, 2011.
EFFECTIVE DATE. These Rules of Procedures in their original form shall go into effect at 1:00 a.m. on February 1, 2012.
 To seek affirmation, the Moderator shall pose the following question to the Congregation: “Do you affirm that these appointments are valid and confirmed?”