Bylaws

BYLAWS  OF ST.  BATHOLOMEW’S PARISH

WICHITA, KANSAS

Adopted the 13th day of July, 1986

Amended the 17th day of January, 1993

Amended the 25th day of January, 2009

THESE BYLAWS ARE ADOPTED TO PROVIDE FOR THE ORDERLY ADMINISTRATION OF THE TEMPORAL BUSINESS AND OTHER AFFAIRS OF THIS CHURCH, PARISH AND CORPORATION WITH THE SOLE EXCEPTION, OF MATTERS OF WORSHIP AND SPIRITUAL JURISDICTION WHICH ARE UNDER THE EXCLUSIVE CONTROL OF THE ECCLESIASTICAL AUTHORITY, WHICH IS REPRESENTED BY THE Rector or Priest in charge.

Article I – Affiliation: Name: Legal Identity

SECTION 1:   St. Bartholomew’s Episcopal Church, adopts these Bylaws to govern its corporate and temporal affairs under the laws of the State of Kansas, and to conform its conduct with requirement of the Constitution and Canons of the Episcopal Diocese of Kansas (the “Diocese”) and the Constitution and Canons of the Protestant Episcopal Church in the United States of America (the “Episcopal Church”).

SECTION 2:   The name of this church shall be St. Bartholomew’s Episcopal Church of Wichita, Kansas.  The principal office of this church shall be in Wichita, Kansas, and all books and records shall be kept in the church office, or another designated location within the City of Wichita, or the office of the Episcopal Diocese of Kansas, as the vestry may designate.

SECTION 3:   The proper title for legal transactions of this parish shall be “St. Bartholomew’s Episcopal Church of Wichita, Kansas.”  In all matters where the secretary of a corporation would sign, the Clerk of the Vestry shall act in that capacity.

SECTION 4:  All real and personal property of St. Bartholomew’s Episcopal Church is held in an irrevocable trust for the Parish and the Diocese, provided that the trust does not in any way limit the power and authority of the Parish, otherwise existing over such property, while it remains a part of and subject to the Church and its Constitution and Canons.  For real and personal property requiring signatures, the property shall be conveyed by the Bishop, Priest-in-charge, and one Warden; or, if the Priest-in-charge is incapacitated, then by the signature of the Bishop, one Warden and a majority of the Vestrypersons.

ARTICLE II – Priest-in-charge

SECTION 1: The Bishop is the rector of the parish. The Priest-in-charge is appointed by the Bishop, after consultation with the Vestry. The Priest-in-charge shall exercise the duties of Rector outlined in the Canons of the Diocese and Canons of the Episcopal Church. (Canon III.9.3.b)

SECTION 2:   In cases where the bylaws of this parish my conflict with the powers and duties of the Priest-in-charge as set forth in the Canons of the Diocese of Kansas, or of the Episcopal Church, then such Canons shall prevail.

ARTICLE III – Members of Corporation

SECTION 1.   Member – All persons who qualify, pursuant of Canon 1.1, (as restated by the 136th Convention; as amended through the 149th Convention), all persons who have received the sacrament of holy baptism with water in the name of the Father and of the Son and of the Holy Spirit, whether in this Church or in another Christian Church, and whose baptisms have been duly recorded in this Church, are members.  Members shall be listed on the parish register of one parish in this Diocese with which they are associated pursuant to the provision of General Canon.

Member of Governing Board – A member elected to one of the governing bodies in the church, which shall include parish Vestries, Diocesan Convention, Provincial Synod and General Convention.  Unless this requirement is specifically excused by the Ecclesiastical Authority, it shall be a prerequisite to such election that the member be confirmed in accordance with General Canon.

SECTION 2.   Except as hereinafter provided, any member is eligible for election to any office in this parish church and in this corporation.  Both the corporation and the parish church have the same offices and their incumbents shall be officers of both.

SECTION 3.   Should any question arise as to the right of any person to vote, the person presiding and the credentials committee appointed by the Vestry shall decide it.  Election shall be by ballot and electors shall not vote by proxy.

SECTION 4.   Twenty-five percent (25%) of the persons entitled to vote shall constitute a quorum for the transaction of business at any Parish Meeting.

ARTICLE IV – Parish or Membership Meetings

SECTION 1:   All parish meetings shall be membership meetings of this corporation and all membership meetings of this corporation shall be parish meetings.

SECTION 2:   There shall be an Annual Parish Meeting held during the month of January each year. The purpose of the meeting is to elect officers and other Vestry members to new and any other Vestry members to new and any unexpired terms, elect lay delegates and alternate lay delegates to diocesan convention, receive the budget and reports, and conduct such other business as may properly come before the meeting.

SECTION 3:   Notice of such Annual Meetings shall be given during public service upon the two Sundays next before such meeting and/or said notice shall be sent by mail, or by such other means as the Priest-in-charge or Vestry may find available, to each family and individual member of the parish at least ten days before said meeting.

SECTION 4:   There shall be presented to the Annual Parish Meeting financial reports, reports of the delegates to the Diocesan Convention and Southwest Convocation Board and such reports, statements and other matters from the Priest in charge, parish officers and parish organizations as are necessary to transact the business of the meeting and /or are called for by the Priest-in-charge or the Vestry.

SECTION 5:   Special parish meetings may be called by the Priest-in-charge and shall be called upon request of the Vestry.  Special parish meetings shall also be called upon written request signed by twenty percent (20%) of the qualified electors.  All such requests shall specifically state the business to be transacted.  Twenty-five (25%) of the qualified electors shall constitute a quorum to transact business at said special parish meetings. Written notice shall be provided to the Bishop.

SECTION 6:   The Priest-in-charge shall preside at all parish meetings.  In the absence of the Priest-in-charge, the Senior Warden and Junior Warden, in succession, shall preside.  Should none of the foregoing officers be present, the parish meeting shall elect one of its members to preside at the meeting.

SECTION 7:   The presiding officer of each meeting shall appoint a clerk of the meeting, who shall keep, or cause to be kept, accurate minutes of such meeting.  The presiding officer may appoint the Clerk of the Vestry for this duty.

SECTION 8:   Twenty-five percent (25%) of the electors shall constitute a quorum at the annual meeting.  Decision made by vote and the majority of the valid votes cast by qualified electors shall determine the issue at hand.  Abstentions and, where voting by written ballot, blank ballots shall not be counted as valid votes.

SECTION 9:   There shall be available for the inspection and reference by qualified electors at each meeting true copies of the Articles of Incorporation and of the Bylaws of this parish church and corporation, The Constitution and Canons of both the Diocese of Kansas and The Episcopal Church, an accurate list of qualified electors of this parish church and corporation and all documents and other records pertaining to and necessary to transaction of business of the meeting.

ARTICLE V – Nomination for Parish Office

SECTION 1.   Each year, on or before November 1, there shall be established a Nominating Committee consisting of one elector of the parish appointed by Priest-in-charge, who shall be the chairperson of the Nominating Committee, and two (2) members selected by the Vestry.  In the event of a vacancy in the Nominating Committee, the Vestry shall fill each vacancy.

SECTION 2.   The Nominating Committee shall meet not later than December 1 next preceding the Annual Meeting and complete its work not later than December 15.  It shall nominate at the Annual Parish meeting a slate of candidates more than or equal to the number of the offices to be filled at the Annual Meeting.

SECTION 3.   It shall also be proper, and the Priest-in-charge of presiding officer shall give every opportunity to those qualified voters present, to make nominations from the floor for any of the offices to be filled at the Annual Meeting.

ARTICLE VI – Elections

SECTION 1.   Election for Vestry persons and Parish Officers at each annual meeting shall be in this order:

Vestrypersons to three-year terms.

  1. Vestrypersons elected to unexpired terms, if any.
  2. Election of Delegates and Alternates to Convention and to the Southwest Convocation Board. One (1) member shall be elected for each year to serve a three- (3) year term, consisting of the first year as an alternate and the last two- (2) years as a voting delegate.  Elected persons are expected to attend Convention and Southwest Convocation Board Meetings.
  3. No vestryperson shall be elected for more than one consecutive 3-year term.

SECTION 2.   Voting shall be secret and by written ballot; each qualified elector being entitled to a vote for each office to be filled.  There shall be separate ballots for Vestrypersons to fill unexpired terms and for Delegates and Alternates to Convention and to the Southwest Convocation Board.

SECTION 3.   A nominee for Vestry vacancy receiving the greatest number of votes shall be declared elected.  If there be more than one vacancy, the appropriate number of nominees receiving the greatest number of votes shall be declared elected.

SECTION 4.   Election of Vestry persons to unexpired terms shall be by one ballot and each elector may cast as many ballots as there are position to be filled.  If there is only one vacancy for an unexpired term, the candidate receiving the highest number of votes shall be declared elected.  If there is more than one vacancy, the appropriate number of nominees receiving the greater number of votes shall be declared elected with the nominees receiving the highest number of votes being elected to the longest term.

SECTION 5.   In case of a tie vote, a second ballot shall be cast between the tying candidates if the same is required for election.

SECTION 6.   At the time of incorporation, all officers currently serving St. Bartholomew’s Parish shall assume all corresponding offices of the corporation.

ARTICLE VII – The Vestry

SECTION 1.   The Vestry shall consist of the Priest-in-charge and six- (6) elected vestrypersons: should the Senior Warden as selected in accordance in Section 3 of this Article not be among the elected vestrypersons he or she will serve as a vestry person during his or her tenure as Senior Warden.  Elected vestrypersons shall serve for a term of three- (3) years.

Vestry members shall be adult confirmed voting members of the Parish, 18 years or older.

SECTION 2.   The Bishop, in consultation with the Vestry, appoints a Priest-in-charge.  A suitable and proper compensation agreement shall comply with Canons of the Episcopal Diocese of Kansas and/or the Constitution and Canons of the Episcopal Church.

SECTION 3.   Each year, the Priest-in-charge shall nominate from the confirmed adult membership, 18 years or older, a Senior Warden, subject to election by the Vestrypersons.  The Vestrypersons shall elect from their number a Junior Warden.

SECTION 4.   The Executive Committee shall consist of the or Priest-in-charge, Past Senior Warden, Senior Warden, Junior Warden and one (1) other Vestryperson selected by the Wardens to implement policies as established by the Vestry.

SECTION 5.   If the office of a Vestryperson becomes vacant, the Vestry shall appoint a successor who shall hold office until the next Annual Parish Meeting, at which time the unexpired tern of such office shall be filled by election at the parish meeting.

SECTION 6.   A Clerk shall be elected by the Vestry for a period of one (1) year who may, but need not, be a member of the Vestry.

SECTION 7.   A Treasurer shall be elected by the Vestry for a period of one (1) year who may, but need not, be a member of the Vestry.

SECTION 8.   The Treasurer and the Assistant Treasurer, if there be one, shall give good and sufficient bond for the faithful discharge of the duties of his or her office provided, however, the bond provided by the Diocese shall suffice unless otherwise directed by the Vestry.

SECTION 9.   All moneys of the Parish shall be deposited with the Treasurer who, in turn, shall deposit them in a bank selected by the Vestry.  All funds of the Parish shall be paid out by checks signed by those authorized by the resolution of the Vestry or from a “Petty Cash Fund” established and controlled by the Vestry.

SECTION 10. Four (4) Vestrypersons shall constitute a quorum for the transaction of business.  The term “Vestryperson” as used in this section and as herein elsewhere used includes the Wardens.  The Vestry shall meet at least once each month and shall hold as many special meetings as may be necessary.

SECTION 11. Meetings of the Vestry may be called by the Priest-in-charge or, in the case of a vacancy, by the Wardens at any time that he or they may deem expedient; and he or they shall call such meetings when requested in writing by a majority of the members of the Vestry, which writing shall be declare the object or objects of such meeting.

SECTION 12. Should a Vestryperson miss three (3) consecutive monthly Vestry Meetings, the Vestry shall notify said persons by writing that his of her office shall be declared vacant and that election for said vacancy shall be scheduled at the next meeting unless sufficient and good cause for extended absences are declared by such Vestryperson and accepted by the Vestry.

ARTICLE VIII – Diocesan Delegates

SECTION 1.   If the position Diocesan Delegate or alternate should become vacant, the Vestry shall appoint a successor who shall hold office until the next annual parish meeting, at which time the unexpired term of office shall be filled through the normal process of election.

Article IX – Standing Committees

SECTION 1.   The Senior Warden and Priest-in-charge shall be ex-officio members of all standing and special committees.

ARTICLE X – Special Committees

SECTION 1.   Special Committees may be established for specific purposes, either by the Priest in charge or by the Vestry.  Such Committees shall be disbanded when the tasks assigned to them have been accomplished or prior to the Annual Parish Meeting next following their establishment, whichever comes first.

ARTICLE XI – Guilds and Societies

SECTION 1.   Guilds, Societies and other organizations in this parish church shall be under the full direction and control of the Priest in charge.  The Priest in charge is entitled to speak and vote on all questions before these bodies.

SECTION 2.   The Constitution and/or Bylaws of such organizations shall not be inconsistent with these Bylaws, the Articles of Incorporation of this parish church or the Constitutions and Incorporation of this parish church of the Constitutions and Canons of both the Diocese of Kansas and the Episcopal Church.

ARTICLE XII – Use of parish Buildings

SECTION 1.   The buildings of this parish church may be opened for all services, rites, ceremonies or other purposes at such times as the Priest in charge and Wardens may deem proper.

ARTICLE XIII – Amendment of Articles and Bylaws

SECTION 1.   Neither these Bylaws nor the Articles of Incorporation of this parish shall be amended without the written consent of the Bishop.

SECTION 2.   Amendments to these Bylaws may be initiated by the Vestry or may be proposed in writing, sponsored by at least twenty percent (20%) of the qualified voters and presented to the Vestry at least thirty (30) days in advance of either the Annual Parish Meeting of a special meeting to be called for that purpose.  On any proposed amendment, all qualified electors shall be given notice thereof and of the time, date and place of the parish meeting at which the proposed amendment shall be the first item of business and a quorum shall be twenty-five percent (25%) of qualified electors before this first item shall be voted upon.

SECTION 3.   A majority of ballots cast shall be required to amend these Bylaws.

ARTICLE XIV – Rules of Order

SECTION 1.   The Constitution and Canons of the Protestant Episcopal Church in the United States of America, the Constitution and Canons of the Diocese of Kansas and these Bylaws shall govern all meetings of the parish and of the Vestry.  On any matters of parliamentary procedure not covered by any of the above-mentioned Constitutions, Canons and Bylaws, the rules laid down in the Roberts Rules of Order, revised, current edition, shall be observed.

ARTICLE XV:  OTHER CHURCH RECORDS

SECTION 1.  The Parish prepares annually a report for the year ended December 31, in the form required by the Diocese. The preparation and delivery of this Annual Parochial Report is the joint duty of the Priest-in-charge and Vestry. After approval, the Vestry submits its Annual Parochial Report to the Bishop of the Diocese by March 1. The Annual Parochial report includes the following:

  1. The number of baptisms, confirmation, marriages and burials during the year; the total number of adult baptized member, baptized members under 16 year of age, and total number of baptized members; the total number of adult communicants in good standing, the total number of communicants in good standing under 16 years of age, and the total number of communicants in good standing, and the total number of confirmed adult communicants.
  1. Financial information in the form required by the Church, including a summary of all receipts and expenditures, from whatever source derived and for whatever purpose used;
  1. A schedule of the property held by the Parish, whether real or personal, with an appraisal of the value, together with a statement of indebtedness of the Parish, if any, and of the amount of insurance carried;
  1. A report stating whether the Parish has conducted the mandatory annual review of compensation and indicating levels of clergy compensation.

SECTION 2.  The Priest-in-charge shall maintain a Parish Register, in the form adopted by the General Convention, to record all baptisms, confirmations, marriages, and burials. The Priest-in-charge is the custodian of the Parish Register. When a new Register is begun the old Register is sent to the Registrar of the Diocese for safekeeping.

CERTIFICATE OF SECRETARY

I, the undersigned do hereby certify:

  • That I am the duly elected and acting clerk of St. Bartholomew’s Episcopal Church of Wichita, Kansas;
  • That the foregoing bylaws, comprising (8) pages, constitute the revised bylaws, as duly adopted at the Annual Meeting held January 25, 2009.

IN TESTIMONY WHEREOF, I have hereunto subscribed my name and this_______ day of ___________________, 2009.

_________________________________________

Clerk – Cheryl L. Miescher