REYNOLDA PRESBYTERIAN CHURCH
MINUTES OF STATED SESSION MEETING
MARCH 10, 2005
Elders present, (P), Absent (A), Excused (E):
P Senior Pastor – Alan D. Wright
P Associate Pastor – Jim Glasgow
P Dan Anthony P Kelly Barrett P George Hoyt
P Lacy Bellomy A Paul Davenport P Tom Hull
E Faron Humphrey P Bobby Edwards P Bill Rice
P Bob Roach E Bill Simmons P David Warf
P Jack Sherard – Clerk of Session P Mickey Thigpen – Executive Director
P Bruce Schleimer – Moderator, Board of Deacons
Visitors – Chris Lawson
Call to Order and Opening Prayer – Pastor Alan Wright
1) Approval of Agenda Approved
2) Omnibus Motion Approved
3) Clerk’s Report Approved
April Presbytery Meeting – Applications provided
June General Assembly Meeting – Applications will be provided to the Elders when received.
4) Moderator’s Report Approved
Chris Lawson’s role has been expanded and is now the staff liaison to Verge748. Chris is working on a new structure for his assignments.
5) Deacon’s Report
Bruce Schleimer, Moderator of the Board of Deacons, gave an excellent report on the work of the deacons and their objectives for this year. A report of the Diaconate Steering Committee was presented.
6) Executive Director’s Report
The Executive Director presented a detailed report on the Financial Report, Balance Sheet, Operating Income & Expense Statement and the Restricted Income and Expense Statement. The Elders received a copy of each report.
7) Executive Team Report
RECOMMENDATON – That the Summer School Enrichment Program be approved as proposed per the handout.
Motion PASSED
EXECUTIVE SESSION –
Two personnel problems were discussed extensively. Both problems are still open.
END EXECUTIVE SESSION
8) Amendments to Corporate By-Laws (see attached)
ARTICLE IV
Section 1. Annual Meeting. The Annual Meeting of the Board of Trustees shall be held in conjunction with or immediately following the first meeting of the Session of the church held after the annual meeting of the congregation of the church.
ARTICLE VI
Officers - Moderator of the Session President of the Corporation
Clerk of the Session Secretary of the Corporation
Executive Director Treasurer of the Corporation
A complete, official copy of the By-Laws is attached.
9) 40 Days of Community
MOTION TO RECONSIDER
The distribution of the donations received during the service as recommended in the February is hereby rescinded and the distribution will be by this recommendation to reconsider as follows: Ten Percent to Local Missions and Ninety Percent to the Building Fund.
Motion PASSED
10) Compensation Committee Report
Pastor Wright requested that Elder George Hoyt moderate the meeting and Mickey Thigpen, Chris Lawson and Pastors Wright and Glasgow excused themselves during this portion of the meeting.
EXECUTIVE SESSION
The Compensation Committee, composed of Lacy Bellomy, Tom Hull, Bobby Edwards and David Warf, presented their report on the Pastors Calls.
After a time of discussion, the Session accepted the committee’s report and approved the Calls unanimously for presentation to the Congregation.
END EXECUTIVE SESSION
The Compensation Committee Report and Pastor Wright and Pastor Glasgow Calls are attached. The Calls will be presented to the Congregation for approval on March 16, 2005.
MOTION
That the 2005 Spending Plan be increased by $24,104.00 to include the increases in salary compensation for the Senior Pastor, Associate Pastor and the Executive Director.
Motion PASSED
This Session meeting was opened and closed with prayer.
MEETING ADJOURNED AT 9:20 PM
Respectfully Submitted
John W. Sherard
Clerk of Session
_______________________
Alan Wright – Senior Pastor
Clerk’s Report
Stated Session Meeting of March 10, 2005
BIRTHS - NONE
INFANT BAPTISM - NONE
ADULT BAPTISM - NONE
WEDDINGS - NONE
DEATHS - Becky Rhyne – February 15, 2005
Reynolda Presbyterian Church
Clerk’s Report for Stated Session Meeting
March 10, 2005
1) Letters of Transfer from Reynolda Presbyterian Church requested by other churches:
NONE
2) Acknowledgement of Transfer from Reynolda Presbyterian Church received:
NONE
3) Acknowledgement of Transfer to Reynolda Presbyterian Church received:
NONE
4) Names placed on Inactive Roll with Sessional approval:
NONE
5) Names returned to Active Roll from Inactive Roll at member’s request:
NONE
6) Names removed from Reynolda Presbyterian Church’s roll at member’s own request:
NONE
7) NEW MEMBERS
NONE.
Reynolda Presbyterian Church
Omnibus Motion for Stated Session Meeting
March 10, 2005
Minutes of previous Sessions Meetings be approved:
NONE
Minutes of previous Diaconate Meetings be approved:
NONE
PAL REPORTS
1) Outreach Larry Reavis Received as Information
2) Worship Bob Bruce NO REPORT
3) Fellowship George Hoyt NO REPORT
4) Discipleship NO REPORT
5) Ministry Jeff Deaton/Jim Glasgow NO REPORT
6) Program Staff/PALS report February 17, 2005 – Received as Information
February 24, 2005 – Received as Information
March 3, 2005 – Received as Information
BYLAWS
OF
REYNOLDA PRESBYTERIAN CHURCH WINSTON-SALEM, NORTH CAROLINA
ARTICLE I.
Objectives and Purpose
Section 1. Purpose. The purpose for which the
Corporation is formed is for the “gathering and perfecting of His saints” as
set out in the Book of Order (1-3 B.O.G.), The the Evangelical
Presbyterian Church and in the Articles of Incorporation. *
Section 2. Authority. In carrying out such purpose, the Trustees and the Corporation shall be under the authority of the Session and the congregation and shall in all respects conform to the Constitution of the Evangelical Presbyterian Church. (7-7 B.O.G.). *
Section 3. Limitation of Powers and Duties. The
powers and duties of the Corporation and its Trustees shall not infringe upon
the powers and duties of the Session or and/or of the Board of
Deacons of the church.
ARTICLE II.
Members
Section 1. Eligibility For Membership. All persons on the active roll of the church shall be members of the Corporation.
Section 2. Active Members. The roll of active
members established and maintained by the Session as prescribed by the Book of
Government (9-1,2 9-2, B.O.G.) shall determine those individuals
who are active members from time to time.
ARTICLE III.
Trustees
Section 1. Qualification: Number of Trustees. The Trustees shall be those persons elected, installed and serving as active Elders of the church. The number of Trustees of the church shall be at all times the same as the number of members of the Session in active service.
Section 2. Election. The initial Board of Trustees
shall be those persons named in the Articles of Incorporation. Thereafter, the
membership of the Board of Trustees shall be identical to the membership of the
Session in active service. Election by the congregation and installation as
Elder of the church shall constitute a person make said Elder a
Trustee of the Corporation and termination . Termination for any
cause of the active service of a person an Elder shall
automatically terminate such person as Trustee of the Corporation.
Section 3. Property Held Pursuant to Trust. Any
properties held for the benefit of the church (whether the larger or the
particular church) pursuant to an instrument or to other directions creating a
trust, express or implied, shall be held and administered according to the
intent of the creator of the trust, and the . The Trustees of
the Corporation shall have power to act as the trustees of any such
trust and be charged with all duties of trustees to implement and carry out the
trust purposes.
ARTICLE IV.
Meetings of the Board of Trustees
Section 1. Annual Meeting. The annual meeting of the Board of Trustees shall be held in conjunction with or immediately following the first meeting of the Session of the church held after the annual meeting of the congregation of the church. Special meetings may be held at any time upon the call of the Session, the President or Vice President, or of not less than one-third of the Trustees then in office.
Section 2. Notices. Notice of the time and place
and in case of a special meeting the purpose of every meeting of the
Board of Trustees shall be in writing and shall be duly sent, mailed or
otherwise delivered to each Trustee not less than ten (10) days before the
meeting; provided, that no notice of any regularly scheduled or adjourned
meeting need be given.
Meetings may be held at any time without notice if all of the Trustees are present or if those not present waive notice of the time, place and purpose of the meeting, either before or after the holding thereof.
Section 3. Quorum. A majority of the Trustees shall constitute a quorum for the transaction of business, and the action of a majority of the Trustees present at any meeting at which a quorum is present shall be the action of the Board of Trustees; provided, that if the Trustees shall severally and/or collectively consent in writing to any action to be taken by the Corporation, such action shall be valid as corporate action as though it had been authorized at a meeting of the Trustees. If at any meeting of the Board of Trustees there shall be less than a quorum present, a majority of those present may adjourn the meeting from time to time until a quorum shall have been obtained.
Section 4. Special Meetings. Special meetings of the Board of Trustees may beheld simultaneously with meetings of the congregation or immediately thereafter.
Section 5. Power and Authority. The Board of
Trustees shall have power and authority to carry out the affairs of the
Corporation and in so doing may elect or appoint all necessary officers or
committees; may employ all such employees as shall be requisite for the conduct
of the affairs of the Corporation; may fix the compensation of such persons;
may prescribe the duties of such persons; and may dismiss any appointive
appointed officer or agent without previous notice. The Board of Trustees
may, in the absence of an officer, delegate his powers and duties to any other
officer or a director for the time being.
Section 6. Executive Committee. The Board of Trustees, by resolution passed by a majority of the whole Board, may designate two or more of their number to constitute an Executive Committee who, to the extent provided in said resolution, shall have and exercise the authority of the Board of Trustees in the management of the business of the Corporation between the meetings of the Board; and the Board of Trustees may appoint such other committees, including therein persons who are not members of the Board of Trustees, as in the judgment of the Trustees will be helpful in carrying on the work of the Corporation.
ARTICLE V.
Meetings of Members
Section 1. Annual Meeting. There shall be an annual meeting of the members of the Corporation.
Section 2. Place and Time. Such meeting shall be held at the same place and time as the annual meeting of the congregation or immediately thereafter.
Section 3. Notices. Notice of all meetings of members of the Corporation shall conform in all respects to the notice requirements of meetings of the congregation.
Section 4. Procedural Requirements. The meetings of the members shall be conducted to conform to the procedural requirements of meetings of the congregation. (8-1, B.O.G.). *
ARTICLE VI.
Officers
Section 1. Officers. The Board of Trustees, as
soon as may be after the election of Trustees in each year, shall elect from
their number a Moderator of the Session shall be the President of
the Corporation, and shall also elect a the Clerk of the Session
shall be the Secretary and a the Executive Director shall be the
Treasurer of the Corporation. and The Board may from time
to time select elect or appoint one or more Vice Presidents,
Assistant Secretaries and Assistant Treasurers. The same person may hold any
two offices except those of President and Secretary. The Board may also elect
or appoint such other officers and agents as may be deemed necessary for
the transaction of the affairs of the Corporation.
Section 2. Members of Board of Trustees. No elected
or appointed officer, other than the President and Secretary, need
be a member of the Board of Trustees.
Section 3. Term. The term of office for all
officers shall be one (1) year or until their respective successors are chosen but.
However, any officer may be removed from the office at any meeting of the
Board of Trustees by the affirmative vote of a majority of the Trustees then in
office, whenever in their judgement judgment the interest of the
Corporation will be served thereby. The Board of Trustees shall have full power
to fill any vacancies in any offices occurring for any reason whatsoever.
Section 4. Powers and Duties. The officers of the Corporation shall respectively have such powers and perform such duties in the management of the property and affairs of the Corporation, subject to the control of the Trustees, as generally pertain to their respective offices, as well as such additional powers and duties as may from time to time be conferred by the Board of Trustees. No action taken by the officers shall infringe upon the authority of the Session of the church or of the Board of Deacons and shall be in conformity with the Constitution of the Evangelical Presbyterian Church. *
Section 5. Checks, Notes, Drafts, etc. The Board of Trustees may, from time to time, prescribe the manner of making signature or endorsements of bills of exchange, notes, drafts, checks, acceptances, obligations and other negotiable paper or other instruments for the payment of money and designate the officer or officers, agent or agents, who shall from time to time be authorized to make, sign or endorse the same on behalf of the Corporation.
ARTICLE VII.
Fiscal Year; Seal
Section 1. Fiscal Year. The fiscal year of the Corporation shall be the calendar year.
Section 2. Seal. The Board of Trustees shall provide a suitable corporate seal for use by the Corporation if deemed appropriate.
ARTICLE VIII.
Amendments
The Bylaws of the Corporation may be amended, added to, repealed or new Bylaws may be adopted in lieu thereof by the affirmative vote of a majority of the Board of Trustees of the Corporation.
ARTICLE IX.
Liquidation
Section 1. Dissolution by Presbytery. If the church is formally dissolved by the Presbytery of which it is a member, or has become extinct by reason of the dispersal of its members, the abandonment of its work, or other cause, such property as the Corporation may have shall be held, used and applied for such uses, purposes and trust as the Presbytery may direct, limit and appoint, or such property may be sold or disposed of as the Presbytery may direct in conformity with the Constitution of the Evangelical Presbyterian Church (5-4, B.O.G.).
Section 2. Other Dissolution. If the Corporation is dissolved or otherwise ceases to exist under circumstances not enumerated in the immediately preceding paragraph, in such event the property of the Corporation shall be disposed of in accordance with directions of the Session of the church with respect to personal property and with respect to the directions of the congregation with respect to real property.
Section 3. Property Held by Trust. If any property, real or personal, is held by the Corporation upon a special trust in which the donor of said property has prescribed a particular alternative use in the event the primary use has failed, the intent of the donor with respect to such alternative use and with respect to administration of the property shall be observed.
ARTICLE X.
Indemnification of Trustees and Officers
Each Trustee and officer of the Corporation
shall be indemnified by the Corporation against expenses reasonably incurred by
him said Trustee in connection with any action, suit or
proceeding to which he said Trustee may be made a party by reason
of his said Trustee being or having been a Trustee or officer of
the Corporation (whether or not he said Trustee continues to be a
Trustee or officer at the time of incurring such expenses), except in relation
to matters as to which he said Trustee shall finally be adjudged
in such action, suit or proceeding to be personally liable. The foregoing right
of indemnification shall not be exclusive of other rights to which any Trustee
or officer may be entitled as a matter of law. *