BY - LAWS
Saint John's Church, Sandwich, Massachusetts
(Also known as: Sandwich Village Episcopal Church, Inc.)
Preamble
Saint John’s Church, Sandwich, Massachusetts, having associated as a Parish for the purpose of maintaining the worship of Almighty God according to the faith and usage of the Protestant Episcopal Church in the United States of America, otherwise known as and hereafter referred to as The Episcopal Church, has adopted the Articles attached hereto as its By-laws
Article I
Authority Acknowledged
The Parish accedes to the doctrine, discipline and worship and the constitution and Canons of the Episcopal Church in the United States of America, and to the constitution and Canons of the Protestant Episcopal Diocese of Massachusetts, otherwise known as The Episcopal Diocese of Massachusetts (hereafter referred to as “the Diocese”), and acknowledges their authority.
Article II
Membership
Any baptized person of the age of sixteen (16) years or more, who acknowledges the authority of the By-laws of the Parish, and by declaring his or her intention to support the Parish by regular attendance at public worship and by financial aid, shall be considered a member of the Parish and entitled to vote in its affairs. Any member who, for one year, shall have refrained from regular worship, and from contributing toward the support of the Parish. May, after due notice and an opportunity to be heard thereon, by vote of the Vestry be removed from the list of members of the Parish.
Article III
Officers, Delegates and Elections
Section 1 Officers
The officers of the parish, all of whom shall be members of the Parish and at least eighteen (18) years of age, shall include two Wardens who shall be communicants of the Episcopal Church, a Treasurer, Assistant Treasurer(s), a Clerk, and nine (9) Vestry persons. The officers, together with the Rector, shall constitute the Vestry of the Parish.
Section 2 Delegates
The Parish shall also have such Delegates to the Diocesan Convention and to the Deanery Assembly as it may be entitled to under the relevant Canons and rules. Delegates also may be members of the Vestry
Section 3 Elections
Wardens, Treasurer, Clerk, Delegates, three (3) Vestry persons, and two (2) members of the Nominating Committee shall be elected at each Annual Meeting of the Parish. The Wardens, Treasurer, Clerk and Delegates shall hold office until the next Annual Meeting following their elections, and the Vestry persons until the third Annual Meeting following their election. All shall hold office until their successors are elected and qualify: provided, however, that at the Annual Meeting at which the article takes effect, one-third of the Vestry persons shall be elected to hold office until the next Annual Meeting, one-third until the second Annual Meeting, and one-third until the third Annual Meeting following their election, and in each case until their successors are elected and qualify. Any Vestry persons whose three-year terms, and any Warden whose sixth successive one-year term expires at any Annual Meeting shall be ineligible until the next succeeding Annual Meeting for reelection to the same office. Vacancies may be filled at any meeting of the Parish. Unless so filled, they may be filled by the Vestry until the next Annual Meeting of the Parish.
Article IV
Nominations
At each Annual Meeting of the Parish, two (2) members of the Nominating Committee shall be elected to serve three (3) year terms. The Rector shall serve ex officio on the Nominating Committee. The function of the Nominating committee of six (6) members shall be to prepare a slate of proposed members for presentation at the next Annual Meeting. The slate shall consist of the Wardens, Treasurer, Clerk, one-third of the members of the Vestry, one-third of the members of the Nominating Committee, Delegates to the Diocesan Convention and Delegates to the Deanery. The slate of nominees shall be posted with the notice of the Annual Meeting. Nominations for any office to be filled at an Annual Meeting may also be made at such meeting by any member of the Parish authorized to vote.
Article V
Meetings of the Parish
Section 1 Annual and Special Meetings
a) The Annual Meeting shall be held on the third Sunday in January. or at such date hour and place as shall be determined by the Vestry or Wardens.
b) Special meetings may be called at any time by the Wardens or Vestry. or whenever so requested in writing by the Rector, or membership petition equal to the Parish meeting minimum quorum.
Section 2 Warrant
All meetings of the Parish shall be announced by posting an attested copy of the Warrant calling the meeting, at a public entrance of the church or place of worship occupied by the Parish. The Warrant shall be posted at least fourteen (14) days before the date fixed for the Annual Meeting. and at least seven (7) days before a special meeting. No actions shall be taken at any meeting of the Parish other than those set forth in the Warrant for such meeting.
Section 3 Presiding Officer
The Rector, or, in the Rector’s absence, one of the Wardens shall preside over the Annual Meeting: in the absence of all three, a moderator shall be chosen by the meeting. Twenty-eight (28) members present shall constitute a quorum, and a majority vote of those present shall determine any matter presented, except as provided in Article XIV, respecting the amendment of these by-laws.
Article VI
The Rector
Section 1 Election
The Rector shall be elected by the Parish at a meeting duly called for that purpose by the Vestry, provided that the Rector may be elected by the Vestry if a Parish meeting has so authorized. Such election shall not take place, however, until after all the steps required in Section 1 of Canon 15 have been taken. No person shall be eligible for the office of Rector unless he or she is a qualified ordained Minister of the Episcopal Church in good standing. The Rector shall have jurisdiction over the spiritual affairs of the Parish and shall supervise and direct the Parish staff.
Section 2 Vacancy
If the office of Rector becomes vacant, or the Rector becomes incapacitated, the Vestry shall appoint an Interim after consultation with the Bishop, until such time as a new Rector is elected. as provided under this Article, in case of a vacancy, or the Rector can resume his or her duties in case of incapacity.
ARTICLE VII
Wardens
It shall be the duty of the Wardens, when the Parish has no Rector, or in the Rector’s absence, to provide for the temporary performance of the Rector’s duties. In the absence or incapacity of either Warden, or of a vacancy, the powers and duties of the Wardens shall devolve upon the remaining Warden.
ARTICLE VIII
Treasurer
Section 1 Duties
It shall be the duty of the Treasurer to receive and disburse all monies collected under the authority of the Vestry, to keep a true record of receipts and disbursements, and to present a full statement of these and of the financial condition of the Parish at Annual Meetings and at other times required by the Vestry. The Treasurer shall also maintain the records of all trusts and permanent funds belonging to the Parish, listing the source and date of such trusts and funds the terms governing the use of principal and income, to whom and how often accounts are to be made, and how the trusts and funds are invested.
Section 2 Voting of Securities
Except as the Vestry may otherwise designate, the Treasurer may act or appoint any members of the Vestry (with or without power of substitution) to act as proxy or attorney in fact for the Parish at any meeting of stockholders of any corporation, the securities of which may be held by the Parish.
Section 3 Treasurer(s)
The Vestry may appoint Assistant Treasurer(s) whose term(s) shall be coterminous with that of the Treasurer, who shall have a seat and voice on the Vestry and whose duties shall be such as may be assigned to him or her by the Vestry or the Treasurer.
ARTICLE IX
Clerk
It shall be the duty of the Clerk to maintain the records of the Parish, of the Vestry, and to keep a roll of the members entitled to vote in its affairs. The Clerk shall make available a membership list for any member to inspect as long as the purpose of the inspection is related to the general affairs of the Parish.
ARTICLE X
Bonds
The Treasurer and other custodians of funds as designated by the Vestry shall be bonded under a blanket bond maintained by the Diocese for that purpose. lf such a blanket bond is at any time not available, adequate bonds shall be procured by the Parish, and each bond shall be placed in the custody of some officer other than the person who is bonded. (See Canon 17, Section 3).
ARTICLE XI
Vestry
Section I Authority and duties
The Vestry shall exercise all its powers in accordance with the usage and discipline of the Episcopal Church, in compliance with the statutes of the Commonwealth and the provisions of these By-laws. It shall be the duty of the Vestry to manage the prudential affairs and to care for the property of the Parish; to provide for the furniture, books. vestments, and all things necessary for the due celebration of public worship; to see that all buildings and personal property belonging to the Parish are adequately insured (see Canon 17, Section 3); to supervise the investment of funds of the Parish (see Diocesan Canon 17. Section. 1): to authorize and direct such purchases and sales as the Vestry may from time to time deem wise, and any and all transfers, assignments, contracts, deeds, leases, bonds, notes, checks and other instruments which may be necessary or proper in this connection; and to supervise and direct the officers in the discharge of their duties. The Vestry, in consultation with the Rector, shall authorize staff positions and the terms of employment.
The handling of all and any of the investments, including their purchase, custody, sale and transfer may be delegated by the Vestry to the Wardens, Treasurer, or Assistant Treasurer(s). The Vestry may delegate to the Wardens, Treasurer, or Assistant Treasurer(s) generally or in particular cases, the authority to execute contracts, deeds, leases, bonds, notes, checks and other instruments which may be necessary or proper. The Vestry may appoint or authorize the appointment of any committee that it deems desirable. All such committees shall be accountable to the Vestry.
Section 2 Annual Audit
The Vestry shall cause to be made an annual audit of the accounts of the Treasurer and other custodians of funds of the Parish. The audit shall be made by a certified or independent public accountant or by any agency permitted by the Office of Treasurer of the Diocese. Such auditor shall be appointed by the Vestry at least thirty (30) days before the end of the year. (Canon 17, Section 2).
Section 3 Restrictions on Alienation or Encumbrance of Real Estate
No consecrated church or chapel, nor any church or chapel which has been used solely for divine service, nor any property which is being used as a Parish House or Rectory, nor any and incidental to or regularly used in connection with any of the foregoing shall be alienated or encumbered without the previous written consent of the Bishop, acting with the advice and consent of the Standing Committee (Canon 18).
Section 4 Meetings
Meetings of the Vestry may be called by the Rector or either Warden, or any two members of the Vestry. The Vestry may schedule regular meetings and determine the manner of notifying it members. The Rector, or such other member of the Vestry designated by the Rector, shall preside. The records of the Vestry shall be open to the members of the Parish at its meetings. A majority of the members shall constitute a quorum and a majority vote of those present shall determine any matter presented.
ARTICLE XII
Organizations
All formal organizations connected with the Parish shall be responsible to the Rector. Each organization shall present at the Annual Meeting of the Parish a report containing a summary of its activities and finances and list of its officers.
ARTICLE XIII
Gifts and Memorials
No object intended as a permanent addition to the Church or Parish property, or to be used therein during public worship, shall be accepted as a gift or memorial without the approval of the Rector and the Vestry. All objects so accepted may be removed when deemed necessary by the Vestry. The names of the donors of such gifts and memorials, the terms and conditions, and the dates of acceptance shall be recorded in the permanent records of the Parish.
Article XIV
Amendments
These By-laws may be amended in the following manner first, the proposed change shall be approved by a vote of two-thirds of the members of the Parish present at a properly called meeting; next, the proposed change shall be submitted to the Bishop and Standing Committee with a copy of the By-laws: and if approved by them without substantial revision. the change as so approved shall become immediately effective upon receipt by the Parish. If the Bishop and Standing Committee shall approve subject to a substantial revision affecting the intent or meaning of the proposed change, the matter shall be resubmitted to a properly called meeting of the members of the Parish and shall become immediately effective upon approval by vote of two-thirds of the members of the Parish present.
Ratified on January 30, 2000
Attested by /s/ Christie Lowrance Clerk Christie Lowrance, Clerk
Approved by Standing Committee of the Diocese on December 14, 2000