高贵林国语教会附则

(区会执行委员会于2018年3月18日批准)

序言

本附则、《加拿大宣道会地方教会宪章》《加拿大宣道会手册》是本堂治理教会之依据。

说明

除非另有明说,否则本附则中以下各词乃指:

年会:          指年度会友大会。
理事会:       指本堂理事会。
附则:          指本堂附则。
本堂:          指隶属加拿大宣道会的高贵林国语教会。
宪章:          指载于《加拿大宣道会手册》之《地方教会宪章》。
普通决议:   指仅需经由会友大会或理事会多数票表决通过之决议。
特别决议:   指必须经由会友大会或理事会三分之二以上表决通过之特别决议,适用于本堂在组织及管理方面重大之决议。

第一章:使命、异象、核心价值

理事会应确保本堂的使命宣言、异象宣言和价值宣言都合时到位、表达清楚。

第二章:会籍

1. 理事会负责处理一切没有成文规定的会籍事宜。

2. 会友资格遵照宪章及附则之规定。

3. 本堂会籍分三类:

3.1. 有效会友:

被正式确认符合宪章及附则所列之会友资格,并按会友誓约之要求,固定参加本堂聚会,积极支持本堂事工。

有效会友有权:

a) 投票;
b) 领导本堂事工;
c) 除非本附则另有限制,否则可以担任本堂公职。

3.2. 名誉会友:

有效会友若连续缺席本堂正常聚会超过三个月而希望保留会籍,可于理事会认可之理由下,转为名誉会友。
名誉会友不可在会友大会中投票,也不可担任本堂公职。

经理事会批准,名誉会友可恢复为有效会友。

3.3. 限权会友:

限权会友即不合格之会友,包括:

a) 被理事会视为已经不在本堂起到积极有效的作用,已经缺席本堂正常活动三个月以上,却没有表示要保留会籍的会友。或
b) 正在接受纪律处分之会友。

4. 要成为本堂之有效会友者,都必须经过正式申请与正式入会的程序。而且,申请者必须:

a) 理解并签署附有一切承诺要求的会友誓约。
b) 年满十八周岁。
c) 连续在本堂参加崇拜聚会三个月以上。

4.1. 申请者被理事会正式接纳后,即成为会友。

5. 会友将在以下情况下被终止会籍:

a) 已经通过邮寄、电邮或当面向理事会秘书递交书面退会信;
b) 已经去世;
c) 已经转会;
d) 已成为限权会友超过十二个月;
e) 已经因纪律处分被除名;
f) 因已不符合会友资格,或已经成为他堂会友,被理事会通过特别决议终止会籍。在此决议之前,当事人事先应有申辩的机会。

第三章:会友大会

1. 年会应由理事会决定于每年三月举行。

1.1. 年会议程和书面报告最晚应于年会之前的一个星期天公布。

1.2. 年会应根据理事会的推荐,委任一名审计员或财务审核员。

2. 为特殊或紧急之事而召开之特别会友大会:

a) 理事会可按需要,经多数票通过后而召开。或
b) 经超过半数有效会友提出书面申请后,由理事会召开。

3. 会议通知应于会前至少十四天,但不早于六十天,通过口头、书面或电子媒介(电子邮件、教会网站、社交媒体)等方式传达给有效会友,说明会议的目的。

4. 正式召开之会友大会的法定人数,至少应为有效会友人数百份之五十一。

4.1. 大会若因法定人数不足而终止,可于大会终止后一至十天内重新召开。届时出席大会之有效会友人数即算法定人数。

4.2. 除了选举大会主席、休会或终止会议三事以外,会友大会不可在法定人数不足情况下进行任何议程。

4.3. 会友大会过程中若出现法定人数不足,议程必须暂停,直到恢复法定人数、或休会、或终止会议。

5. 每个有效会友都拥有一票表决权,但不得委托他人代为投票。

5.1. 主席除了自己作为会友所拥有的一票之外,不可投第二次票,改变投票的结果。

6. 除非附则另有规定,最新版的《罗伯特议事规则(Robert’s Rules of Order)》是会友大会最权威的议事规则根据。

第四章:理事会

1. 理事会应该包括主任牧师和三至八名选举出来的理事。理事的数目应由理事会逐年决定。理事会成员(包括主任牧师在内)的数目必须是奇数。

1.1. 理事会成员每年都必须签署一份声明,表明自己并非是加拿大所得税法定义的不合格者。

1.2. 凡有效会友都有资格参与理事会事奉。

1.3. 当理事会成员除了主任牧师之外少于三人时,理事会就必须委任一位有效会友来替补,直至下次年会为止。

2. 理事每任两年,但如果需要,也可偶然接受一年的任期。

2.1. 理事最多可连任三期,之后必须停任一年,才可重新参选。理事连任的时间不可超过六年。

3. 理事任期始于年会宣布当选之时。

4. 理事会至少必须每季度开会一次。

5. 理事会会议的法定人数应为理事会成员的半数以上。

6. 理事会会议中的动议,并不需要附议。会议主席可提议表决决议。

6.1. 主席除了自己作为理事会成员之一的一票外,不可投第二次票,改变投票的结果。

7. 理事会必须从其成员中选出担任本堂公职者:副主席、秘书、财政。

7.1. 理事会主席应由主任牧师或其指定之理事会成员担任。

7.2. 主任牧师若不担任理事会主席,也仍算担任本堂公职者之一。

7.3. 在理事会批准下,任何两名担任公职者都可以代表本堂签署文件。

8. 理事会可在其认为必要的时候,将其部份权力授予一个由一位或多位理事参与的委员会。

8.1. 该委员会获得授权后,必须遵从理事会所定的规则,并于行使权力后向接下来最早召开的理事会会议提交详细报告。

9. 理事会是本堂各项政策之制定者及最终解释者。

10. 除非有附则或更高级别的法规规定,否则理事会必须决定是否需要使用特别决议。

11. 理事会必须定期检讨主任牧师的事工和薪酬

11.1. 作为制定年度预算过程的一部份,理事会必须检讨受聘员工的薪金与福利。

12. 理事会成员、担任本堂公职者、或其他已经或即将代表教会承担责任者,以及这些人的继承人、遗嘱执行人、信托管理人,动产及不动产,都必须分别随时能及始终能从本堂资金里获得补偿,以免遭受以下损失:

a) 理事会成员、担任本堂公职者或其他人士,若因任何与履行其职责或承担此类责任有关的行为、契约、事件,或任何他们所造成、完成或批准的事,而引发了针对他们的诉讼,为此所承担或招致的任何成本、收费、开支;
b) 除了故意忽视或违约之外,任何因此事而承担或招致的成本、收费、开支。

13. 理事会成员可能在下列情况下被理事会通过特别决议除名:

a) 无充分理由连续缺席三次会议;
b) 成为不合格者;
c) 没有尽到宪章所规定的职责。

13.1. 若理事会成员因附则第四章第13条被除名,理事会可通过普通决议选出或委任一位有效会友填补其空缺,直到下次年会。

14. 应理事会邀请,非理事会成员可列席某次理事会会议之全部或部份议程。

15. 除非附则另有规定,最新版的《罗伯特议事规则(Robert’s Rules of Order)》是理事会会议最权威的议事规则根据。

第五章:财务

1. 财政和理事会所委任的人,都是本堂银行账户的签署者。

1.1. 财政必须是教会所有账户的签署者之一。

2. 未经区会执行委员会批准,本堂除信用卡的赊欠之外,不得举债。

3. 凡超出财务预算百份之十的资本支出提案,都必须在正式召开的会友大会中通过特别决议批准。

4. 本堂财务年度为1月1日至12月31日。

5. 每年必须由一位与教会没有关系的独立审核员或审计师进行年度财务审计或审核。

5.1. 审计或审核报告应于年会上公布。

6. 理事会应设立审计或财务审核委员会,以监督财务报告的程序。

6.1. 委员会成员之间不可有任何影响各人的独立判断力的关联关系。

7. 审计或财务审核委员会必须:

a) 由理事会委任,向理事会报告;
b) 至少包括三名理事会成员,而且理事会成员必须占多数;
c) 至少每年开会一次;
d) 审核审计过或审核过的财务报表及发现报告;
e) 若必要,可与审计师或审核员进行私下的会谈;
f) 于财务年度结束后的第一次年会之前,向理事会报告其发现和建议;
g) 审核其他由理事会所指派的事项,包括但不限于:较大的项目和采购、财务政策、以及保险的妥当性。

第六章:教会事工

1. 理事会必须确保教会及所有事工都具备有效的组织架构。

2. 理事会必须确保有关确认、指派及解除教会各事工负责人的政策和程序都已被制定。

3. 各事工负责人或委员会都必须根据列明职责与要求之事工说明书开展工作。任何委任该事工负责人或委员会之小组或个人,都必须负责确保事工说明书清楚到位。

第七章:选举

1. 提名委员会必须包括主任牧师、至少两名由理事会指派的理事会成员、以及相同数目于年会或其他正式召开之会友大会中所选出来非理事会成员的有效会友。

1.1. 提名委员会任期至下一次年会为止。

1.2. 提名委员会任期内若出现空缺,理事会必须指派替补者。

2. 理事会每年都必须通知提名委员会以下各事:

2.1. 下一届理事会成员的人数,以确保领导层的延续性;

2.2. 提名委员会中非理事会成员的有效会友人数;

2.3 附则或理事会所设其他任何职位与候选人之数目。

3. 提名委员会应按附则或理事会之要求,为每个职位所需要的候选人征集提名,并向会友报告。

3.1.  若提名委员会有意提名他们当中之一员,则该委员必须在委员会讨论有关决定时退席。

4. 提名委员会必须制定审核被提名者的程序。

5. 提名委员会必须在所定年会之前至少二十一天以书面或电子媒介公布包括每个候选人简历之报告。

6. 任何三位合格之会友都有权在年会之前十四天,使用本堂批准的提名表,向主任牧师书面提交额外提名,并向会友公布。

6.1. 提名表在递交主任牧师之前,被提名者必须同意被提名。

7. 这类提名不必经过提名委员会审查,即可列入选票参选。

第八章:其他

1. 未经理事会批准,不可为本堂之外的机构募款。

2. 有效会友有权查询除了理事会会议记录和其他人的奉献记录之外的任何本堂档案。

3. 本附则以中英文书写,中英文间若有不一致之处,应以英文版为准。

第九章:修订

1. 附则之修订可由理事会提议,并提交区监督,由区会执行委员会批准。

2. 附则之修订,必须由区会执行委员会批准后,在为此正式召开的会友大会上经出席的有效会友通过特别决议采纳,才正式生效。

 

修订记录

采用:2017年5月28日于教会组织会议
修订:2018年3月18日于年度会友大会

 

Coquitlam Mandarin Church Bylaws

(Approved by DEXCOM on March 18, 2018)

Preamble

These bylaws, the Local Church Constitution, and the Manual of The Christian and Missionary Alliance in Canada constitute the governing documents of the church.

Interpretation

In these bylaws, unless the context otherwise requires:

“Annual Meeting”        means the Annual Meeting of the Membership.
“Board”                             means the Board of Counsellors of the church.
“bylaws”                           means the bylaws of the church.
“church”                          means Coquitlam Mandarin Church of The Christian and Missionary Alliance in Canada.
“Constitution”               means the Local Church Constitution contained in the Manual of The Christian and Missionary Alliance in Canada.
“ordinary resolution”       is a resolution that requires a simple majority of the votes cast at a general meeting by the members eligible to vote or at a meeting of the Board.

“special resolution”         means a resolution that requires a majority of not less than 2/3 of the votes cast at a general meeting of the members eligible to vote or meeting of the Board. It is required to make fundamental changes to the organization and governance of the church.

Article I – Mission, Vision, and Core Values

The Board will ensure that a current statement of mission, vision, and values exists for the church and is communicated appropriately.

Article II – Membership

1. In the absence of any other structure they approve, the Board is responsible for all matters related to membership.

2. Qualifications for membership are as stipulated in the Constitution and these bylaws.

3. There are three categories of membership:

3.1. Active Member

An Active Member is a member in good standing who has been officially confirmed as having met the requirements for membership outlined in the Constitution and these bylaws, and who regularly attends and actively supports the church in ways outlined in the membership covenant.

Active Members are eligible:

a) to vote;
b) to give primary leadership to church ministries; and
c) unless otherwise restricted in these bylaws, to hold office.

3.2. Associate Member

An Associate Member is a former Active Member who has been absent from the normal activities of the church for a period of three (3) months, and for reasons acceptable to the Board, desires to retain membership in the church.
Associate Members may not vote at meetings of members, nor hold office in the church.

An Associate Member may be returned to Active Member status at the discretion of the Board.

3.3. Member not in Good Standing

All members are in good standing except:

a) a member who, in the opinion of the Board, has failed to remain active in the church, meaning that the member has been absent from the normal activities of the church for a period of three (3) months or more and has not communicated an interest in remaining a member of the church; or
b) a member who is under discipline.

4. To become an Active Member of the church, an individual must participate in the church’s application and orientation process. In addition, applicants for membership shall:

a) be expected to sign a membership covenant that identifies the commitments being made;
b) have attained the age of eighteen (18) years old;
c) have regularly attended the church’s worship for more than three (3) months.

4.1. An applicant for membership becomes a member when officially confirmed by the Board.

5. A person ceases to be a member of the church:

a) by delivering their resignation in writing to the secretary of the Board by mail, email, or personal delivery to the address of the Board;
b) upon death;
c) by transfer to another church;
d) upon having not been a member in good standing for twelve (12) consecutive months;
e) upon being expelled as a result of any disciplinary process;
f) by the Board passing a special resolution which terminates membership upon the person failing to maintain the qualifications for membership or having accepted membership in another church; the person who is the subject of the special resolution for expulsion must be given an opportunity to be heard by the Board before the special resolution is put to a vote.

Article III – Meeting of Members

1. The Annual Meeting of the Members must be held within the month of March on a date set by the Board.

1.1. The proposed agenda and written reports for the Annual Meeting must be available on or before the Sunday prior to the Annual Meeting.

1.2. An auditor or financial reviewer must be appointed at the Annual Meeting upon recommendation from the Board.

2. Special meetings of members to consider special or urgent business may be called:

a) by the Board by majority vote when they see fit; or
b) by the Board upon a written request by the greater of 50% of the Active Members.

3. Notice of Meeting must be given to Active Members by verbal and/or print media and/or electronic media (e-mail, church web site, social apps etc.) at least fourteen (14) days and not more than sixty (60) days prior to any meeting of members. Such notice must indicate the purpose of the meeting.

4. The quorum for a duly-called meeting of members is fifty-one (51) percent of the Active Members.

4.1. If a meeting is terminated for lack of a quorum, the Active Members present at a meeting called for no earlier than one (1) day or later than ten (10) days following the terminated meeting, constitute a quorum.

4.2. Business other than the election of a Chair of the meeting and the adjournment or termination of the meeting must not be conducted at a general meeting at a time when a quorum is not present.

4.3. If at any time during a general meeting there ceases to be a quorum present, business in progress must be suspended until there is a quorum present or until the meeting is adjourned or terminated.

5. Each Active Member is entitled to one vote and voting by proxy is not allowed.

5.1. The Chair must not cast a second vote in addition to the vote to which they may be entitled to as a member, and thus change the outcome of a vote.

6. The current edition of Robert’s Rules of Order is the definitive resource on procedures at meetings of the members unless another procedure is otherwise provided by these bylaws.

Article IV – Board of Counsellors

1. The Board must consist of the Lead Pastor, and at least three (3) and up to a maximum of eight (8) elected members. The number of members must be set annually by the Board. The number of Board members must be an odd number (including the Lead Pastor).

1.1. Board members must annually sign a declaration of not being ineligible as defined by the Canada Income Tax Act.

1.2. All Active Members are eligible to serve on the Board.

1.3. If the number of elders falls below three (3) plus the Lead Pastor, the Board must appoint an eligible Active Member to serve until the next Annual Meeting.

2. The length of term will be two (2) years; however, an occasional term of one (1) year is acceptable.

2.1. A Board member may serve a maximum of three (3) consecutive terms and will be eligible for election after a break of one year. The total length of consecutive service must be no longer than six (6) years without a break.

3. The term of office begins at the conclusion of the Annual Meeting at which the member is elected.

4. The Board must meet at least once per quarter.

5. The quorum for meetings of the Board is a majority of the serving members.

6. A motion proposed at a Board meeting need not be seconded and the Chair of a meeting may move or propose a resolution.

6.1. The Chair must not cast a second vote in addition to the vote to which they may be entitled to as a member, and thus change the outcome of a vote.

7. The Board must elect the officers of the church – the Vice-Chair, Secretary, and Treasurer from among its members.

7.1. The Lead Pastor or a member of the Board appointed by him must be the Chair of the Board.

7.2. If the Lead Pastor is not the Chair of the Board, he retains the position of an officer of the church.

7.3. Any two officers may sign documents on behalf of the church with the approval of the Board.

8. The Board may delegate any, but not all, of their powers to committees consisting of one or more Board members as they see fit.

8.1. A committee so formed in the exercise of powers so delegated must conform to any rules imposed on it by the Board, and must report every act done in exercise of those powers to the earliest meeting of the Board after the act has been done.

9. The Board must set and be the final interpreter of church policies.

10. Unless stipulated in higher precedence legislation or these bylaws, the Board must determine the requirement for a special resolution.

11. The Board must regularly review the Lead Pastor’s ministry and remuneration.

11.1. As part of the annual budget process, the Board must review staff salaries and benefits.

12. Every member of the Board and officer of the church or other person who has taken or is about to undertake any liability on behalf of the church and their heirs, executors, and administrators, and estate and effects, respectively, must from time to time and at all times, be indemnified and saved harmless, out of the funds of the church from and against:

a) all costs, charges, and expenses whatsoever which the Board member, an officer, or other person sustains or incurs in or about any action, suit, or proceeding which is brought, commenced, or prosecuted against them in respect of any act, deed, matter, or thing whatsoever made, done, or permitted by them in or about the execution of the duties of their office or in respect of any such liability;
b) all other costs, charges, or expenses which are sustained or incur in or about in relation to the affair thereof, except the costs, charges, or expenses occasioned by willful neglect or default.

13. Board member may be removed from office by special resolution of the Board if the member:

a) is absent for three (3) consecutive meetings without sufficient reason;
b) becomes ineligible;
c) fails in their responsibilities as stipulated in the Constitution.

13.1. If a Board member is removed from office under Article IV, 13, an Active Member may be elected or appointed, by ordinary resolution of the Board, to serve as a member until the next Annual Meeting.

14. Persons who are not Board members may be present at a Board meeting or portion thereof at the invitation of the Board.

15. The current edition of Robert’s Rules of Order is the definitive resource on procedures at meetings of the members unless another procedure is otherwise provided by these bylaws.

Article V – Finances

1. The Treasurer and those appointed by the Board are the signing officers for the church bank accounts.

1.1. The Treasurer must be one of the signing officers of all church-related accounts.

2. The church will not incur debt, with the exception of church credit card debt, without the approval of the District Executive Committee.

3. Any non-budgeted proposed capital expenditure exceeding 10% of the annual budget must be approved by special resolution a duly called meeting of the members.

4. The fiscal year of the church is from January 1st to December 31st.

5. There must be an annual financial audit or review conducted by an independent (non-church related) auditor or reviewer.

5.1. The audited or reviewed annual financial report must be presented at the Annual Meeting of the members.

6. The Board will establish an Audit / Financial Review Committee that will provide oversight of the financial reporting process.

6.1. Committee members must be at arms-length from each other – free of any relationship that could interfere with their independent judgment.

7. The Audit / Financial Review Committee must:

a) be appointed by the Board and report to the Board;
b) consist of a minimum of three (3) Board Members, with the majority of Committee members being Board members;
c) meet at least annually;
d) review the audited / reviewed financial statements and the findings letter;
e) if necessary, meet in camera with the Auditor / Reviewer;
f) report its findings and recommendations to the Board prior to the first Annual Meeting following the end of the fiscal year;
g) review other matters assigned by the Board such as, but not limited to, larger projects and purchases, financial policies, and adequacy of insurance.

Article VI – Church Ministries

1. The Board must ensure that there is an effective organizational structure for the church and its ministries.

2. The Board must ensure that policies and procedures are established for the affirmation, appointment and potential removal of leaders in all church ministries.

3. Each ministry leader or committee must function with a ministry description that describes both responsibilities and accountability. The group or individual that appoints the person or committee must be responsible to ensure the ministry description is in place.

Article VII – Elections

1. The Nominating Committee must consist of the Lead Pastor, a minimum of two (2) board members appointed by the Board, and an equal number of Active Members, who are non-Board members, elected at the Annual Meeting or other duly called meeting of the membership.

1.1. The Nominating Committee will serve until the next Annual Meeting.

1.2. The Board must appoint replacements for any vacancy that should occur in the Nominating Committee membership during the term of office.

2. The Board must annually inform the Nominating Committee of:

a) the number of Board members desired for the next term, ensuring a continuity of leadership;
b) the number of eligible members who are not Board members to be elected to the Nominating Committee; and
c) the positions and number of candidates for any other office that are established by the bylaws or the Board.

3. The Nominating Committee will place in nomination, and report to the members, the candidates required for each position as specified by the bylaws or the Board.

3.1. If the Nominating Committee wishes to consider one of its members for nomination, that person must withdraw from the Nominating Committee meeting while the decision is being made regarding the nomination.

4. The Nominating Committee must establish its process for considering potential nominees.

5. The Nominating Committee must post its report via print and/or electronic media at least twenty-one (21) days prior to the date set for the Annual Meeting. Such report must include biographical information of each candidate.

6. Additional nominations may be made by any three (3) eligible members by submitting the name in writing on the approved Nomination Form to the Lead Pastor for posting at least fourteen (14) days prior to the Annual Meeting.

6.1. The proposed nominee must consent to being nominated before the Nominating Form is submitted to the Lead Pastor.

7. Such nomination must be included on the ballot without being vetted by the Nominating Committee.

Article VIII – General

1. No offering for outside agencies will be solicited without the approval of the Board.

2. Active Members may inspect the records of the church with the exception of the proceedings (minutes) of the Board and individual donor records other than the member’s own.

3. The Bylaw is written in both Chinese and English, and in case of discrepancy between the two versions, the English version shall prevail.

Article IX – Amendments

1. Bylaw amendments may be proposed by the Board and submitted to the District Superintendent for approval by the District Executive Committee.

2. Amendments will be valid only after being approved by the District Executive Committee and adopted by special resolution of the Active Members present at a duly called meeting for such purpose.

Amendment Record

Adopted: May 28th, 2017, Organizational Meeting
Amended: Mar 18th, 2018, AGM