Statement of Faith & By-Laws

ARTICLE 1 – NAME AND PURPOSE

SECTION 1.01 — NAME

This congregation of believers shall be known as ELMWOOD BAPTIST CHURCH. It is incorporated as a non-profit Corporation under the laws of the state of COLORADO.

SECTION 1.02 — PURPOSE

This congregation is organized as a church exclusively for charitable, religious, and educational purposes within the meaning of Section 501 (c) (3) of the Internal Revenue Code of 1986 (or the corresponding provision of any future United States Revenue Law), including, but not limited to, for such purposes, the establishing and maintaining of religious worship, the building of churches, parsonages, schools, chapels, radio stations, television stations, rescue missions, print shops, daycare centers, and camps; the evangelizing of the unsaved by the proclaiming of the Gospel of the Lord Jesus Christ; the educating of believers in a manner consistent with the requirements of Holy Scripture, both in Sunday and weekday schools of Christian education; and the maintaining of missionary activities in the United States and any foreign country.

ARTICLE 2 – STATEMENT OF FAITH and COVENANT

SECTION 2.01 — AUTHORITY OF STATEMENT OF FAITH

The Statement of Faith does not exhaust the extent of our faith. The Bible itself is the only source and Authority of all that we believe and practice. We do believe, however, that the following Statement of Faith accurately represents the teaching of the Bible and, therefore, is binding upon all members. All literature used in the church shall be in complete agreement with the Statement of Faith. All literature, whether print or electronic, used in the church shall be in complete agreement with the Statement of Faith. All activities permitted or performed in any facilities owned, rented or leased by this church, or engaged in by any member of the church staff (volunteer or paid), and all decisions of the administration of this church shall not conflict with the Statement of Faith.   In all conflicts regarding interpretation of the Statement of Faith, the Pastor on behalf of the church, shall have the final Authority.

SECTION 2.02 — COVENANT

1. Having been led, as we believe, by the Spirit of God, to receive the Lord Jesus Christ as our Savior, and on profession of our faith, having been baptized in the name of the Father, and of the Son, and of the Holy Ghost, we do now, in the presence of God, angels, and this assembly, most solemnly and joyfully enter into covenant with one another, as one body in Christ.
2. We engage, therefore, by the aid of the Holy Spirit, to walk together in Christian love; to strive for the advancement of this church in knowledge, holiness and comfort; to promote its prosperity and spirituality; to sustain it’s worship, ordinances, discipline and doctrines; to give a sacred preeminence over all institutions of human origin; and to contribute cheerfully and regularly to the support of the ministry, the expenses of the church, the relief of the poor, and the spread of the Gospel through all nations.
3. We also engage to maintain family and private Bible devotions; to train up our children from the Bible, teaching in the way they should go; to witness and share the Gospel of salvation with our family members and friends, and all others.
4. To live our lives in this world in a wise, godly and Biblical way, bringing honor to the Lord Jesus Christ in all that we say and do; to live our Christian life in such a way as to protect our Christian testimony from shame and hypocrisy; to always be careful not to be a spiritual stumbling block to another Christian, or to a lost person, in word or deed. Proverbs 22:6; 1 Corinthians 8:9,12; 1 Corinthians 10:31-32; 2 Corinthians 6:3; Philippians 1:10; Romans 12:1-2; 1 Corinthians 6:18-20; Ephesians 5:15; Proverbs 20:1
5. We further engage to watch over one another in brotherly love; to remember each other in prayer; to aid each other in sickness and distress; to cultivate Christian love in word and in action or deed; to be slow to take offense, but always ready for reconciliation, and mindful of the teachings of our Savior, and to seek reconciliation without delay. Ephesians 4:29-32; 2 Corinthians 5:18-19; Galatians 6:10
6. We moreover believe, that when we move from this place, we will as soon as possible unite with another Bible believing and practicing church where we can carry out the spirit of this covenant and the principles of God’s Word. Galatians 6:9; 1 Corinthians 15:58

SECTION 2.03 — STATEMENT OF FAITH

The following comprise the Scriptural beliefs of this church and its members. 

ARTICLE 3 – MEMBERSHIP

SECTION 3.01 — QUALIFICATIONS FOR MEMBERSHIP

Upon a majority voice affirmation of the members present at any church service or meeting, membership shall be extended to all who by their testimony have had a genuine experience of regeneration through faith in and acceptance of the Lord Jesus Christ as personal Savior; who fully subscribe to the Statement of Faith contained herein; who enter into the church covenant contained herein; who agree to submit to the Authority of the church and its leaders as set forth herein; and upon compliance with any one of the following conditions:

• By baptism (immersion) as a true believer in Christ Jesus as personal Savior;
• By letter of transfer from another Bible-believing church of like Faith and Practice, or other written statement of good standing from the prior church if the applicant has been baptized by immersion subsequent to a profession of faith;
• By testimony of faith, having been baptized by immersion; or
• By restoration, if having been removed from membership, upon majority vote of the congregation after confession is made publicly before the church membership of the sin or sins involved, and satisfactorily evidencing repentance to the Pastor or the Board of Deacons if the office of Pastor is vacant.

SECTION 3.02 — DUTIES OF A MEMBER

On becoming a member of this church, in addition to the covenant contained in Article 2, Section 2.02, each one further covenants to love, honor, and esteem the Pastor; to pray for him; to recognize his Authority in spiritual affairs of the church; to cherish a brotherly love for all members of the church; to support the church in prayer, tithes, offerings and with other financial support as the Lord enables; and in accordance with Biblical commands, to support through a lifestyle walk affirming the beliefs and practices of the church.

SECTION 3.03 — PRIVILEGES OF MEMBERSHIP

• Only members at least (18) eighteen years of age who are physically present at a duly called meeting of the church shall be entitled to vote. There shall be no proxy or absentee voting. The eligible membership of the church may only exercise voting privileges in those areas that are defined and limited by these By-Laws.  Members may not vote to initiate any church action, rather the vote of a member is to confirm and ratify the direction of the church as determined by the Pastor and the Board of Deacons.
• This congregation functions not as a pure democracy, but as a body under the headship of the Lord Jesus Christ and the direction of the Pastor as the under shepherd, with the counsel of the Board of Deacons. Determinations of the internal affairs of this church are ecclesiastical matters and shall be determined exclusively by the church’s own rules and procedures. The Pastor shall oversee and conduct all aspects of this church. The Board of Deacons shall give counsel and assistance to the Pastor as requested by him.
• Membership in this church does not afford the members with any property, contractual, or civil rights based on principles of democratic government. Although the general public is invited to all of the church’s worship services, the church property remains private property. The Pastor, or in his absence, an individual designated by the Board of Deacons has the Authority to suspend or revoke the right of any person, including a member, to enter or remain on church property. If, after being notified of such a suspension or revocation, the person enters or remains on church property, the person may, by the discretion of the Pastor, or in his absence, an individual designated by the Board of Deacons, be treated as a trespasser.
• A member may inspect or copy the prepared financial statements of the church and the minutes of the proceedings of church and committee meetings, provided he shall have made a written request upon the church and the church has received the written request at least five business days before the requested inspection date. Board of Deacons meeting minutes and discipline committee meetings, as well as other information involving privacy interests, such as, but not limited to, donor records, lists of names and addresses of church members, individual benevolence, individual salaries, health information, background checks, and social security numbers, are exempt from this provision and are not subject to inspection or copy without a court order.
• The church may impose a reasonable charge, covering the costs of labor and materials, for copies of any documents provided to the member before releasing the copies to the member.

SECTION 3.04 — AUTOMATIC TERMINATION OF MEMBERSHIP

• The membership of any individual member shall be automatically terminated without notice if the member in question has not attended a regular worship service of the church in the preceding four (4) months. Upon good cause being shown to the Pastor, this provision for termination may be waived in the case of any individual member at the discretion of the Pastor. Termination may also be waived for College students, Military personnel, shut-ins, Missionaries, Evangelists, and or others who are legitimately unable to regularly attend services.
• The membership of any individual shall automatically terminate without notice if the member adopts opinions—verbally, in print, or in any other manner or medium—that are in direct contravention to the church’s Statement of Faith. Since agreement with the church’s Statement of Faith is a requirement for membership in this church, the member’s non-conforming statements will be treated as the member’s resignation by the Pastor and the Board of Deacons.
• The membership of any individual member shall automatically terminate without notice if the member unites in membership with another church.
• The membership of any individual member shall automatically terminate without notice if a member files a lawsuit in violation of Section 2.03 (U).
• The membership of an individual will automatically terminate upon his or her death.
• For any memberships terminated in accordance with the above provisions, with the exception of memberships terminated under (D) above, the church may send a letter informing the prior member of the termination, but this is not required.

SECTION 3.05 — TRANSFER OR RESIGNATION OF MEMBERSHIP

• Members not under the disciplinary process of Section 3.06 may request that letters of transfer be sent to another church.
• A member may resign at any time, but no letter of transfer or written statement of good standing will be issued upon such resignation, except at the discretion of the Pastor.

SECTION 3.06 — DISCIPLINE OF A MEMBER 

• When a member becomes aware of an offense of such magnitude that it hinders the spiritual growth and testimony of an individual in the local church or the body as a whole, he is to go alone to the offending party and seek to restore his brother. Before he goes, he should first examine himself. When he goes, he should go with a spirit of humility and have the goal of restoration.
• If reconciliation is not reached, one or two other members are to accompany the one seeking to resolve the matter. This second step should also be preceded by self-examination and exercised in a spirit of humility with the goal of restoration.
• If the matter is still unresolved after the steps outlined in subsections (A) and (B) have been taken, the two members aware of the offense shall bring the issue before the Pastor and the Board of Deacons, to be presented to the church body in keeping with Matthew 18.
• No matter may be heard by the church unless the steps outlined in subsections (A), (B)  have been taken.
• If an unrepentant offending party is removed from the church membership, all fellowship with unrepentant offending party from that point forward (except by family members) must be discontinued for the sake of restoration.
• The Board of Deacons shall be entitled to the same steps as other church members and be subject to the same discipline.
• For any memberships terminated in accordance with this provision, the Pastor may cause a letter to be written informing the prior member of the termination, although he is not required to do so.
• The procedures provided in this section are based on 18:15-20; Rom. 16:17-18; 1 Cor. 5:1-13; 2 Cor. 2:1-11; Gal. 6:1; 1 Thess. 5:14; 2 Thess. 3:6, 10-15; 1 Tim. 5:19-20; and Titus 3:10-11.

ARTICLE 4 – OFFICERS

SECTION 4.01 — DESIGNATION OF CORPORATE OFFICERS

As an accommodation to legal relationships outside the church, the Pastor shall serve as President of the Corporation; the Chairman of the Board of Deacons shall serve as Vice President of the Corporation the church; the Vice Chairman of the Board of Deacons shall serve as Secretary of the Corporation of the church; and the Church Treasurer shall serve as Treasurer of the Corporation of the church.

SECTION 4.02 — CHURCH OFFICERS

The two (2) offices, which the New Testament recognizes in a local church, are the Pastor and Deacon.  These offices shall be established and operate under the principles of the Lordship of Jesus Christ, who is head of the church.

SECTION 4.03 — ELIGIBILITY FOR CHURCH DEACONS, STAFF AND WORKERS

The church shall not install or retain any appointed Deacon, Staff member or worker who fails to adhere to, or expresses disagreement with the Statement of Faith. All church Deacons, Staff members or workers, upon request of the Pastor, shall affirm their agreement with the Statement of Faith (as set forth in Article 2).

• All church Deacons, Staff members or workers must be approved initially and thereafter annually by the Pastor in order for them to commence or continue in their offices.
• Only church members are eligible for nomination and/or appointment to any church office or position.

SECTION 4.04 — PASTORAL OVERSIGHT

• The Pastor, with assistance and counsel from his Pastoral staff (if applicable), and Deacons and/or Trustees, will appoint or hire other necessary, staff members such as Assistant Pastors, Secretaries, Church Treasurers, Church Clerks, Head Usher, Choir Director, Sunday School Superintendent, School Administrator / Principal, Church Administrator to assist the Pastor in carrying out his God-given responsibilities. (I Tim.3; Titus 1:5-9; Eph. 1:22; 4:15; Col. 1:18).
• All church staff, whether paid or volunteer, shall be under the supervision of the Pastor, who has the sole Authority to dismiss the same. No employee or volunteer shall be hired, appointed, or retained, who fails to adhere to or expresses disagreement with the Church Statement of Faith.

SECTION 4.05 — APPOINTMENT OF DEACONS

Upon review of all nominations from EBC members for the office of Deacon, the Pastor shall appoint Biblically – qualified men to serve as deacons for a period of one (1) year. Such appointments shall occur during the month of February at the annual State of the Church business meeting.

SECTION 4.06 — TERMS OF SERVICE FOR OFFICERS

• The relationship between the Pastor and the church shall be permanent unless dissolved at the option of either party by the giving of a month’s notice, or less by mutual consent. The severance of the relationship between the Pastor and the church may be considered at any regular or special church business meeting by following the procedures outlined in Article 6, provided notice of the meeting shall have been given from the pulpit to the church two Sundays prior to the meeting.
• A three-fourths majority of the eligible members present and voting shall be required to call a Pastor or to sever the relationship between the Pastor and the church. Disciplinary removal of the Pastor from office automatically terminates his membership. A restoration to membership after disciplinary removal will be subject to the requirements of Section 3.01(D).
• The term of service for all offices and positions in the church, except the Pastor and other staff members, shall be one year, at the expiration of which the officers may be re-appointed.
• A vacancy occurring in the deacon Board of Deacons may be filled, if necessary, by appointment by the Pastor.
• All appointed Deacons shall serve until their successors are duly appointed by the Pastor.
• Members of the Board of Deacons may be removed from office for unbiblical conduct.  Upon recommendation of the Pastor, and upon a majority vote of the remaining members of the Board of Deacons, the erring Deacon shall be removed.

1. In the event the Office of Pastor is vacant, a majority vote of remaining Deacons will be required to remove the erring Deacon.

SECTION 4.07 — CALLING A PASTOR

• Upon the resignation, death or dismissal of the Pastor, the church shall seek a candidate who subscribes to the Statement of Faith and bylaw provisions of the church, and whose life aligns with the qualifications of a Pastor as described in I Timothy 3:1-7 and Titus 1:6-9. The church shall abide by the following guidelines for calling a Pastor:
• Upon the resignation, death or dismissal of the Pastor, the Associate Pastor, shall serve as the Interim Pastor, and perform all the duties of the Pastor as outlined in these By-Laws, until a new Pastor has been called by the church.
• In the absence of an Associate Pastor, the Board of Deacons shall by majority vote choose an Assistant Pastor to serve as the interim Pastor, and perform all the duties of the Pastor as outlined in By-Laws until a new Pastor has been called by the church.
• In the absence of any Pastoral Staff, the Board of Deacons shall be responsible to invite speakers from within the membership or outside the church membership to preach in a manner consistent with the beliefs articulated in the Statement of Faith.
• The Board of Deacons shall serve as the pulpit committee.  They shall interview potential candidates and will only consider men who have read these By-Laws and completely subscribe to the Statement of Faith.
• The interview process for selecting a Pastoral candidate shall include, at a minimum, the following: a background check, a credit check, a reference check, and the filling out of a detailed application that explains the potential candidate’s philosophy of ministry as well as his positions on issues of doctrinal significance.
• Any man being considered as a Pastoral candidate must preach at least one Sunday service, after which the candidate will be available for a church-wide question/answer time. Notice from the pulpit must be given 2 consecutive Sundays prior to a formal candidate’s preaching services.
• After the Candidate has preached, a Church vote will be announced for 2 consecutive Sundays prior to the vote.
• The candidate must be called as Pastor by a three-fourths majority vote of members present and qualified to vote. Because Elmwood Baptist Church accepts the Scriptures as their only Authority for Faith and Practice rather than tradition, all voting at Elmwood Baptist Church will be by voice vote to determine a majority.  John 7:4; John 18:20; Acts 26:26; James 5:12
• If at any time the voice vote is called into question by any member standing and stating so, the Interim Pastor/moderator shall call for a hand vote or a standing vote of church members present and voting to determine a majority.
• The pulpit committee will only present for consideration to the membership one candidate at a time. An down vote must be cast prior to consideration of other potential candidates.
• The Church will pay all travel and living expenses for the candidate during his candidacy, as well as an honorarium.

ARTICLE 5 – DUTIES AND POWERS OF OFFICERS

SECTION 5.01 — THE PASTOR

(A) Definition – There are three (3) New Testament words used to describe the purpose and duties of the pastor.

PASTOR – Describes the duties which this man will perform. The literal meaning is “Shepherd”. (Eph.4: 11; I Pet.5:1-4).

BISHOP – Describes the office in the church which the pastor holds. The literal meaning is “Overseer”. He is responsible for the direction and business of the church. (Acts 20:28; I Pet. 5:1-4).

ELDER – Describes the person in the office of the overseer doing the work of a Pastor. The literal meaning is “Presbyter”. (Acts 20:17, 28; I Pet.5:1-4).

• The Pastor shall preach the Gospel regularly and shall be at liberty to preach the whole counsel of the Word of God as the Lord leads him. He shall administer the ordinances of the church, act as moderator at all church meetings for the transaction of church matters, supervise the teaching ministries of the church, and tenderly watch over the spiritual interests of the membership.  In all conflicts regarding interpretation of Scripture, the Pastor has the final Authority.
• The Pastor shall serve as the president of the Corporation.   He shall publicly inform all newly appointed Deacons of the functions and responsibilities of their respective offices. He shall extend the right hand of fellowship to all new members on behalf of the church and shall perform such other duties as generally appertain to the position of Pastor. The Pastor shall be free to choose the means and methods by which he exercises the ministry God has given him.
• All appointments for public worship and Bible study and the arrangements thereof, including time and place and the use of the property belonging to the church for any other purposes shall be under the control of the Pastor, who, with the advice and counsel of the Board of Deacons, shall be able to determine the appropriateness of all property use, as well as persons permitted to use the church property.
• The Pastor shall be: The moderator of the church and shall be responsible to fill the pulpit for each regularly scheduled church service as well as any special services or business meetings.       In the event of the Pastor’s absence, or where the Pastor is temporarily unable to perform his duties, the Interim Pastor, then Pastoral Staff, then the Board of Deacons shall be responsible to invite speakers from within the membership or outside the church to preach in a manner consistent with the beliefs articulated in the Statement of Faith, as outlined in Section 4.07 (B, C, D)
• The Pastor and the Board of Deacons shall be responsible to establish mandatory safety and security procedures for all ministries and programs. There will be a zero-tolerance policy with regard to abuse of minors; and any reasonable suspicions of child abuse alleged to be perpetrated by staff, volunteers, members or non-members will be reported to the appropriate law enforcement or child abuse prevention authorities.

SECTION 5.02 — THE BOARD OF DEACONS

• The word in the King James Version which is translated “Deacon”, according to the Greek Dictionary of James Strong’s Exhaustive Concordance of the Bible (word numbers 1247, 1248, 1249), means “servant, attendant, aid, waiter”, etc. The meaning given to the Greek word translated “Deacon” in I Timothy 3:10, 13 is to be an “attendant or to wait upon” (menially or as in host or friend).
• The Greek words translated “Deacons” in Philippians 1:1; I Timothy 3:8, 12 is given to mean; “to run errands, an attendant, a waiter” (at a table or in other menial duties), specifically to a Christian teacher and Pastor, (definitions taken from James Strong’s Concordance with Greek dictionary of the New Testament.)
• In Acts 6:1-4, the first servants were chosen by the church, and were appointed to their tasks by the overseers of the church (Pastor), for the purpose of performing such tasks as would free those in charge of the services for prayer and study of the Word.
• Therefore, because Elmwood Baptist Church accepts the Scriptures as their only Authority of Faith and Practice rather than tradition, the office of Deacon shall not in any way be taken to mean “Authority over the church or Pastor”.
• The Board of Deacons shall assist the Pastor in promoting the spiritual welfare of the church, in conducting the church services, and in performing all other work of the church. The Board of Deacons is responsible for making preparations to observe church ordinances.
• The Board of Deacons shall disburse the benevolence fund in cooperation with the Pastor, and shall assist him in all other evangelistic efforts of the church. The Board of Deacons shall assist the Pastor in caring for the administrative needs of the church’s various ministries. They shall provide the pulpit supply and choose a moderator for church meetings if the Pastor is unavailable or the office of Pastor is vacant.
• Immediately following the annual State of the Church business meeting, the Board of Deacons shall assemble and choose, from their own number, a Chairman who shall be Vice President of the Church Corporation, and a Vice Chairman who shall serve as Secretary of the Corporation.
• The Pastor and the Board of Deacons shall constitute the Board of Directors of the Corporation. In addition to the various powers specifically granted the Board of Deacons under these By-Laws, the Board of Deacons has Authority to exercise the following powers:

1. To purchase, lease, or otherwise acquire real and personal property on behalf of the church, and to take real and personal property by will, gift, or bequest on behalf of the church.
2. To sell, convey, alienate, transfer, lease, assign, exchange, or otherwise dispose of, and to mortgage, pledge, or otherwise encumber the real and personal property of the church, to borrow money and incur indebtedness for the purpose and use of the church; to cause to be executed, issued, and delivered for the indebtedness, in the name of the church, promissory notes, bonds, debentures, or other evidence of indebtedness; and to secure repayment by deeds of trust, mortgages, or pledges.
3. To exercise all powers necessary for the dissolution of the church Corporation.

• All powers of the Board of Deacons shall be compatible with the laws of the state of Colorado.
• The Board of Deacons shall, in conjunction with the Pastor, conduct a ministry liability and safety review of the following policies and/or topics at the first Pastor / Deacon Meeting of March:

1. Child protection, including but not limited to worker screening procedures, child abuse reporting procedures.
2. Building safety
3. Security measures
4. Insurance
5. Financial accountability
6. Transportation
7. Sexual harassment
8. Conflicts
9. Whistleblower policy
10. Document retention and destruction policy
11. Church financial investment policy (if applicable)

• The Pastor and the Board of Deacons shall review the By-Laws annually, and shall bring suggested changes to a meeting of the Pastor and Board of Deacons that has been designated for the purpose of reviewing the By-Laws.

SECTION 5.03 — CORPORATE SECRETARY

The Corporate Secretary, along with any assistant or co-officer or church clerk, shall:

1. Certify and keep at the office of the church, the original By-Laws or a copy, including all amendments or alterations to the By-Laws, minutes of meetings, the membership roll, baptisms, and records of any special events which are of historical interest to the church; and shall deliver such documents to his or her successor upon leaving office.
2. Maintain and file minutes of all church business and Board of Deacon meetings, including the time and place of holding, the notice given, the names of those present unless a church-wide meeting, and an accurate record of all church business approved at each meeting. A copy of these minutes shall be kept as a permanent record of the church and shall be made available at all reasonable times, to proper persons, on terms provided by law and pursuant to these By-Laws.
3. Sign, certify, or attest documents as may be required by law; see that reports, statements, certificates, and all other documents and records required by law are properly kept and filed.
4. See that all notices are duly given in accordance with the provisions of these By-Laws. In case of the absence or disability of the Secretary, or his refusal or neglect to act, notice may be given and served by the Pastor.
5. Serve as the Secretary of the Corporation and be a member in good standing.

SECTION 5.04 — CHURCH TREASURER

The Church Treasurer, along with any Assistant Treasurer, shall:

1. Count, or cause to be counted, along with two other persons so appointed, and record in a permanent record all the monies received in offerings for the church. This shall be done following each service or day of services of the church.
2. Convey in a timely manner all funds received to the person designated by the Board of Deacons for verification and deposit in the bank, including moneys received from outside sources.
3. Maintain a permanent weekly record of individual giving for all donations, offerings, contributions and gifts, and guard the confidentiality of these records. Issue an official receipt to each contributor at the end of the fiscal year.
4. Keep in the church office an accurate and permanent record of all financial transactions of church funds. Make reports of itemized disbursements and the financial condition of the church as requested by Pastor and the Board of Deacons, and for annual, quarterly or otherwise special or regular business meetings; and deliver such records to his or her successor upon leaving office.
5. Serve as Treasurer of the Corporation and be a member in good standing.

SECTION 5.05 — ASSOCIATE / ASSISTANT PASTORS

Under the direction and guidance of the Pastor, the Associate / Assistant Pastor(s) of the church, (if applicable) shall assist the pastor in carrying out the ministries of the church.

SECTION 5.06 — DUTIES OF ALL OFFICERS

• All Pastoral officers shall prepare a written report of their work for the Annual State of the Church meeting, and all church officers shall surrender any records or documents in their possession to the Pastor at the close of their term of office to be filed as a permanent record of the work of the church.  All records, whether hard or soft, are the property of the church and must be kept in the sole possession of the church. Copies may be kept in the church office.
• Any officer who neglects his duties as outlined in the By-Laws for a period of three (3) months may be removed from his office at the discretion of the Pastor, and another may be appointed by the Pastor to serve the un-expired term.

SECTION 5.07 — PARTICIPATION IN MEETINGS

Any one or more officers may participate in a meeting of the Board of Deacons by means of a conference telephone, web-based conference, or similar communications equipment or device, by means of which all persons participating in the meeting can hear each other at the same time. Participating by such means shall constitute presence in person at a meeting for purposes of determining if a quorum is present.

ARTICLE 6 – CHURCH MEETINGS

Unless otherwise determined by the Pastor, the church shall meet each Sunday for public worship and at least once during the week for Bible study and prayer. Except when circumstances forbid it, the ordinance of the Lord’s Supper shall be observed on a Sunday evening of each month.

SECTION 6.01 — ANNUAL CHURCH MEETING

• The annual State of the Church meeting shall be held on the second Thursday of February, at which time the regular church business shall be considered.
• A quorum shall consist of the eligible members present. Public notice of the Annual meeting shall be given from the pulpit for two successive Sundays immediately preceding the meeting.
• All church business meetings shall be opened and closed with prayer for divine guidance and blessing.
• In the temporary absence of the Pastor, or if the office of Pastor is vacant, Section 4.07 (A, B, C) will be followed.
• The Pastor/moderator shall determine the rules of procedure according to his sense of fairness and common sense, giving all members a reasonable opportunity to be heard on a matter. The Pastor/moderator is the final Authority on questions of procedure, and his decision is final and controlling.
• For any meeting under this article, the moderator, in his sole discretion, shall have full and unilateral Authority to require nonmembers (or children, if circumstances so warrant) to leave the meeting room and to order the immediate removal of any member or other person present who is deemed by the moderator to be disruptive to the proceedings by act or presence. If the moderator determines that compliance with his order of removal is unsatisfactory, he may, in his sole discretion, revoke the disruptive person’s right to remain on the premises and treat the person as a trespasser.

SECTION 6.02 — SPECIAL MEETINGS 

• The Pastor (or the Board of Deacons if the office of Pastor is vacant or if the Pastor is the subject of possible disciplinary action) may call a special church business meeting by giving notice of such a meeting and the purpose for which it is called to the church from the pulpit for two successive Sundays immediately preceding the meeting.
• A meeting for the calling of a Pastor or for the discipline or removal of the Pastor shall be called in accordance with the provision of Sections 4.06 and 4.07.
• Bible conferences, missionary conferences, and revivals may be held as the Pastor deems beneficial.

SECTION 6.03 — VOTING AT MEETINGS

• Voting at any church business meeting is limited to eligible members of the church who are physically present at the meeting. Absentee voting is not permitted, and any member who is undergoing church discipline at the time of a vote is not permitted to vote.
• Because Elmwood Baptist Church accepts the scriptures as their only Authority of Faith and Practice rather than tradition, all voting at Elmwood Baptist Church will be by voice vote to determine a majority to pass a motion on the floor. John 7:4; John 18:20; Acts 26:26; James 5:12
• If at any time the voice vote is called into question by any member standing and stating so, the Pastor/moderator shall call for a hand vote or a standing vote of church members present and voting to determine a majority.
• In the unfortunate instance where a Pastor may face dismissal, a three-fourths majority vote will be taken by the church, of church members present and voting in accordance to section 4.04 (b). Such vote will be done by a hand vote or a standing vote to determine a three-fourths majority.
• All active members who have reached the age of eighteen (18) shall have the privilege of voting, except on legal matters, where the age will be legal age.

SECTION 6.04 — MOTIONS

• Members who desire that a certain motion be made or subject matter be discussed during an annual, regular, or special business meeting must file a written recommendation with the Pastor and Board of Deacons two weeks prior to the set meeting, who will then consider the proposal and proceed according to the Scriptures and what they understand to be in the best interests of the church.
• All other motions will be presented by the Pastor and/or Chairman of the Board of Deacons (or another moderator if the office of Pastor is vacant) unless the Pastor and/or the Board of Deacons have delegated Authority to another member and/or officer to raise certain motions. No motions will be made from the floor.

SECTION 6.05 — FISCAL YEAR   

The fiscal year of the church shall begin January 1st and end December 31st.

ARTICLE 7- EDUCATIONAL MINISTRIES

SECTION 7.01 — PURPOSE

The church believes that the home and church are responsible before God for providing a Christian education. To help fulfill this responsibility of imparting biblical truth and furthering the Great Commission, this church shall establish and maintain an educational program (either a Sunday School and/or a weekday educational program) for the purposes of winning souls to Christ and teaching Bible doctrine, Godly worship, and biblical Christian living. To this end, the church shall engage in educational ministries.

SECTION 7.02 — CHURCH PARTICIPATION

All educational programs or courses of instruction formulated and offered by the church shall be primarily for the benefit of the members of the church; however, the Pastor and Board of Deacons, on behalf of the church, may permit non-church members to participate in church educational programs or courses of instruction if they deem it in the best interest of the church.

SECTION 7.03 — AGREEMENT WITH STATEMENT OF FAITH 

All educational programs or courses of instruction shall be conducted as an integral and inseparable ministry of the church and shall be taught and presented in full agreement with the Statement of Faith of the church and the inerrant Word of God. The church shall not hire, appoint, or retain any employee or volunteer for its educational programs who fails to adhere to or who expresses disagreement with the Statement of Faith or who adopts or lives a lifestyle inconsistent with the beliefs and practices of the Statement of the Faith or this church, whether in or out of the classroom.

SECTION 7.04 — STAFF MEMBERSHIP

All instructors, teachers, and administrators whether paid or volunteer must be members of Elmwood Baptist church, or a sister Baptist Church of like faith and practice, and said person must be in full agreement with the Constitution, Statement of Faith and By-Laws of Elmwood Baptist Church.

SECTION 7.05 — FALSE TEACHING

Any assertion or belief, which conflicts with or questions a Bible truth, is a pagan deception and distortion of the truth, which will be disclaimed as false. It is the responsibility of every instructor or teacher to present the inerrant word of God as the sole infallible source of knowledge and wisdom.

SECTION 7.06 — CHRISTIAN WALK

All administrators, instructors, teachers, and other staff, whether paid or volunteer, shall continue or adopt and maintain a lifestyle consistent with the precepts taught by the church, whether in or out of the classroom. All staff shall be under the supervision of the Pastor who has the sole Authority to hire, appoint, or dismiss the same as stated herein.

ARTICLE 8 – LICENSING AND ORDAINING

SECTION 8.01 — ORDINATION QUALIFICATIONS

• The church recognizes the fact that only God can call a man to the ministry of the gospel, but believes it both scriptural and wise to have such a man commended to the ministry by a local church.
• The following are the qualifications to be met by those seeking ordination by this church:

1. Meets the scriptural qualifications of a preacher as outlined in Acts 6:3; I. Timothy 3; Titus 1:4-9.
2. A personal knowledge of Christ as Savior.
3. A high moral character with an evidence of spirituality in daily life.
4. He shall be of sound spiritual and mental aggressiveness. The requirement of a Bible college education may be waived if, in the judgment of the Pastor, the candidate merits exception.
5. A complete agreement with the doctrinal position of this church and with its By-Laws.
6. A written statement of belief and practice regarding the doctrines of the Bible to be presented to the Pastor and the church.

SECTION 8.02 — LICENSING PROCEDURE 

• Upon a conference with the Pastor and after the Pastor has approved, any male member, who in the judgment of this church, has given evidence of his piety, zeal, and aptness to teach, and that he is called of God to the work of the ministry, after having preached in this church, may be licensed by the church to preach the gospel of Jesus Christ, by a majority vote of church members present and voting in a duly called business meeting of the church.
• The license shall be terminated by action of the church for conduct adjudged unbecoming a licensed preacher of the gospel, or upon request by the individual.

SECTION 8.03 — ORDINATION PROCEDURE

• If the Pastor decides that one of its male members possesses the scriptural qualifications for full ordination, he shall convene an examination counsel consisting of the Pastor / Pastoral staff (if applicable) and Deacons to examine the candidate.
• Upon the recommendation of the examination counsel, the church may ordain the candidate.
• The ordination shall be terminated by action of the church for conduct adjudged unbecoming a preacher of the gospel, or upon request by the individual.

ARTICLE 9 – INDEMNIFICATION

SECTION 9.01 — ACTIONS SUBJECT TO INDEMNIFICATION

The church may indemnify any person who was or is a party or is threatened to be made a party to any threatened, pending or completed action, suit, or proceeding, whether civil, criminal, administrative, or investigative, including all appeals (other than an action by or in the right of the church) by reason of the fact that the person is or was a Pastor, deacon, officer, employee, or agent of the church, against expenses, including attorneys’ fees, judgments, fines, and amounts paid in settlement actually and reasonably incurred by him in connection with the action, suit, or proceeding; and if that person acted in good faith and in a manner he reasonably believed to be in or not opposed to the best interests of the church and, with respect to any criminal action or proceeding, had no reasonable cause to believe his conduct was unlawful. The termination of any action, suit, or proceeding by judgment, order, settlement, conviction, or on a plea of nolo contendere or its equivalent, shall not, of itself, create a presumption that the person did not act in good faith and in a manner that he reasonably believed to be in or not opposed to the best interests of the church and, with respect to any criminal action or proceeding, had no reasonable cause to believe that his or her conduct was unlawful.

SECTION 9.02 — EXPENSES SUBJECT TO INDEMNIFICATION

To the extent that a Pastor, deacon, officer, employee, or agent has been successful on the merits or otherwise in defense of any action, suit, or proceeding referred to in this Article, or in defense of any claim, issue, or matter in that action, suit, or proceeding, he or she may be indemnified against expenses, including attorneys’ fees, actually and reasonably incurred by him or her in connection with the action, suit, or proceeding.

SECTION 9.03 — LIMITATIONS OF INDEMNIFICATION

Any indemnification made under this Article, may be made by the church only as authorized in the specific case on a determination that indemnification of the Pastor, deacon, officer, employee, or agent is proper in the circumstances because he has met the applicable standard of conduct set forth in Section 9.01 of this Article. The determination shall be made (a) by a majority vote of a quorum consisting of the Pastor and deacons who were not and are not parties to or threatened with the action, suit, or proceeding; (b) if the described quorum is not obtainable or if a majority vote of a quorum of disinterested deacons so directs, by independent legal counsel in a written opinion; or (c) by a majority vote of the members of the church.

SECTION 9.04 — TIMING OF INDEMNIFICATION

Expenses of each person seeking indemnification under this Article, may be paid by the church as they are incurred, in advance of the final disposition of the action, suit, or proceeding, as authorized by the Board of Deacons in the specific case, on receipt of an undertaking by or on behalf of the Pastor, deacon, officer, employee, or agent to repay the amount if it is ultimately determined that he or she is not qualified to be indemnified by the church.

SECTION 9.05 — EXTENT OF INDEMNIFICATION

The indemnification provided by this Article shall be deemed to be discretionary unless otherwise required as a matter of law or under any agreement or provided by insurance purchased by the church, both as to action of each person seeking indemnification under this Article in his official capacity and as to action in another capacity while holding that office, and may continue as to a person who has ceased to be a Pastor, deacon, officer, employee, or agent and may inure to the benefit of the heirs, executors, and administrators of that person.

SECTION 9.06 — INSURANCE

The church may purchase and maintain insurance on behalf of any person who is or was a Pastor, deacon, officer, employee, or agent of the church against any liability asserted against him and incurred by him in that capacity, or arising out of his status in that capacity, whether or not the church would have the power to indemnify him against liability under the provisions of this Article.

ARTICLE 10 – DESIGNATED CONTRIBUTIONS

From time to time the church, in the exercise of its religious, educational, and charitable purposes, may establish various funds to accomplish specific goals. If the church receives a designated contribution for these funds or for any other designated purpose, the church will attempt to honor the designation; however, all designated contributions shall be deemed advisory rather than legally mandatory in nature and shall remain subject to the exclusive control and discretion of the Pastor and the Board of Deacons. No fiduciary obligation shall be created by any designated contribution made to the church other than to use the contribution for the general furtherance of any of the purposes stated in Section 1.02.

ARTICLE 11 – BINDING ARBITRATION

SECTION 11.01 — SUBMISSION TO ARBITRATION

Members of this church agree to submit to binding arbitration any legal matters within the church, which cannot otherwise be resolved, and expressly waive any and all rights in law and equity to bring any civil disagreement before a court of law, except that judgment upon the award rendered by the arbitrator may be entered in any court having jurisdiction thereof.

SECTION 11.02 — ARBITRATION PROCEDURES

The procedures for arbitration shall be as adopted by the Board of Deacons. If the Board of Deacons has not adopted procedures, the church will use arbitration procedures provided by the National Center for Life and Liberty. This arbitration provision is ecclesiastical and faith-based in nature, and is intended to operate under the rules and guidelines of this local church. It is not intended to operate under any state or federal guidelines for arbitration.

ARTICLE 12 – MISSIONS

• In extending its local ministry throughout the world, the policy of this church shall be to encourage giving to fundamental Baptist missionary causes.
• The church shall not receive or disburse any money to a missionary, a Board of Deacons or agency where there is reason to question the fundamental, separatist nature of the work.
• The Pastor shall recommend all Missionaries, Mission Board and/ or agencies that shall be considered for financial support of the church, upon review by the Pastor, and their whole-hearted agreement with these By-Laws.
• A Presentation of Missionaries, Mission Board or agency may be made by the Pastor at any meeting of the Church, and accepted by a majority vote of the church members present.
• All Missionaries, Mission Board or agencies supported will be expected to keep the church updated on their work, and to visit the church when they are on furlough from their field of service. This church also will pray for and keep in regular contact with each Missionary.

ARTICLE 13 – ASSOCIATIONS

• As a sovereign New Testament body of believers, this church shall not join any outside organization.  However, upon recommendation by the Pastor and Board of Deacons, and a majority vote of church members present and voting in a duly called business meeting of the church, the church may declare itself in fellowship or association with churches of like Faith and Practice on a Local, State, National, International level.
• It also may withdraw from such fellowship or association on the recommendation of the Pastor and Board of Deacons with a majority vote of church members present and voting in a duly called business meeting of the church.

ARTICLE 14 – TAX-EXEMPT PROVISIONS

SECTION 14.01 — PRIVATE INUREMENT

No part of the net earnings of the church shall inure to the benefit of or be distributable to its members, trustees, officers, or other private persons, except that the church shall be authorized and empowered to pay reasonable compensation for the services rendered and to make payments and distributions in furtherance of the purposes set forth in Section 1.02 hereof.

SECTION 14.02 — DISSOLUTION

Upon the dissolution of the church, after paying or adequately providing for all debts and obligations of the Corporation, the balance remaining of such assets, if any, shall be conveyed as determined by the Pastor and Deacons and/or remaining members of this church to one or more Independent Baptist Churches, which are of like Faith and Practice, especially with regard to our Statement of Doctrine, who shall at the time qualify as an exempt organization or organizations under Section 501(c)(3) of the Internal Revenue Code of 1986, as the Board of Deacons shall determine.

SECTION 14.03 — NONDISCRIMINATION POLICY

The church shall not discriminate against members, applicants, students, and others on the basis of race, sex at birth, color, or national and ethnic origin. While Elmwood Baptist Church does not discriminate on the basis of race, sex at birth, color, national and ethnic origin in its membership or employment policies, as a religious institution it reserves the right to deny membership or employment or to terminate the membership or employment of persons whose lifestyle, words, actions or otherwise do not align with the church’s statement of faith, standard of conduct or other policies of this organization.

SECTION 14.04 — LIMITATION OF ACTIVITIES

Notwithstanding any other provision of these By-Laws, the church shall not, except to an insubstantial degree, engage in any activities or exercise any powers that are not in furtherance of the purposes stated in Section 1.02.

ARTICLE 15 – AMENDMENTS

• These By-Laws may be revised or amended by a majority vote of the eligible members present and voting at a duly called church business meeting, provided that said revision or amendment has been submitted in writing to the Board of Deacons and announced from the pulpit for at least two consecutive Sundays, and at least fourteen (14) days before the vote is taken.
• Proposed amendments or changes must be made available to voting members for review at least one week prior to the meeting at which the vote to amend the By-Laws will be taken. Amendments become effective immediately upon adoption.
• These By-Laws were adopted by a majority vote of the members present and voting at a duly called meeting of the church in which a quorum was present.
• These By-Laws supersede any other By-Laws of Elmwood Baptist Church.