BYLAWS - UUCSH

The mission of UUCSH is to foster intellectual and spiritual growth by upholding a free search for truth within a liberal religious setting. In a warm, intimate, and diverse environment, we support one another on our lifelong journeys and through the transitions in our lives. Committed to Unitarian Universalist principles, we seek to build a just and compassionate community, both within and beyond Sunnyhill.

Article III. Welcoming Congregation Statement

This religious community intentionally welcomes individuals of various life situations, abilities and viewpoints. We consist of young and old, male and female, gay and straight; we are of varied races, gender orientations, and religious backgrounds. We celebrate human diversity in all its wonderful forms. We affirm and respect each other, rejoicing in each individual’s unique gifts. This affirmation is relevant to all dimensions of congregational life, including membership, hiring practices, leadership, and worship.

ARTICLE IV. Membership and Affiliation

Section 1. Members of UUCSH

A. Definition. Any person eighteen (18) years of age or older who sympathizes with the mission of UUCSH and who desires to participate in its activities may become a Member by completing a membership orientation program and signing the official membership book.

B. Rights. Members shall have the right to vote, to constitute a quorum, to initiate petitions to the Board of Trustees, and to otherwise participate fully in the activities of UUCSH.

C. Responsibilities. All Members have a responsibility for the vitality of UUCSH and the greater Unitarian Universalist community. Therefore, all Members are expected to cooperate with the annual pledge campaign, to make a financial commitment to UUCSH appropriate to their means by making an annual pledge, and to participate in the activities of UUCSH and the Unitarian Universalist denomination. The Minister or Chair of the Board may exempt any Member from any of these expectations if s/he feels that fulfilling such an expectation may cause the Member undue hardship.

Section 2. Friends of UUCSH

A. Definition. Any person who desires to be affiliated with UUCSH but who does not choose to establish membership shall be considered a Friend of UUCSH by signing the “Friends” section of the Membership Book.

B. Rights. Friends of UUCSH shall have the right to participate in the activities of UUCSH, but shall not be eligible to vote, to make up a quorum, or to serve on the Board of Trustees.

C. Responsibilities. Friends have a responsibility for the vitality of UUCSH and the greater Unitarian Universalist community. Therefore, all Friends are encouraged to make a financial commitment to UUCSH by means of an annual pledge.

Section 3. Withdrawal of Membership

Individuals may withdraw their membership in UUCSH by sending a signed request for membership withdrawal to the Board of Trustees.

Section 4. Termination of Membership or Affiliation

A. Members. The Board of Trustees shall review annually the list of Members, and shall cause written inquiry to be mailed to non-participating Members regarding their desire to maintain membership. If no reply is received within thirty (30) days after such mailing, the Board of Trustees may remove the names of such Members from the Membership list.

B. Friends. The Board of Trustees shall review annually the list of Friends, and shall cause written inquiry to be mailed to non-participating Friends regarding their desire to maintain affiliation. If no reply is received within thirty (30) days after such mailing, the Board of Trustees may remove the names of such Friends from the Friends list.

ARTICLE V. The Board of Trustees

Section 1. Board Composition

The Board of Trustees shall be composed of nine (9) Members (Article IV, Section 1), four (4) of whom shall be the Officers of UUCSH, and five (5) of whom shall have the title of Trustee. Membership on the Board shall be determined according to the election procedures in Article X.

Section 2. Board Responsibilities

A. Ordinary Business. The Board of Trustees shall manage the ordinary business of UUCSH. Ordinary business includes, but is not limited to, the determination of what persons or organizations within and outside of UUCSH may use the name, property, and facilities of UUCSH, as well as the specifications of the purpose and conditions of such use.

B. Religious Services. The Board of Trustees shall have oversight of religious services at UUCSH.

C. Collection of Funds. The Board of Trustees is authorized to collect all funds due UUCSH and to put the same into the hands of the Treasurer.

D. Borrowing Money. The Board of Trustees is authorized to borrow sums of money without consent first being obtained from the Members, provided that the total of all funds borrowed without the Members' consent and still outstanding shall not exceed five percent (5%) of the annual operating budget.

E. Property Management. The Board of Trustees shall maintain the sole control and management of all property of UUCSH, of whatever kind and wherever situated. Acquisition of property or the sale, disposal, or mortgaging of same shall be considered Major Questions as defined in Article IX, Section 8.

F. Allocation of Money. The Board of Trustees is authorized to reallocate the total amount of the annual operating budget approved by the Members at the Annual Meeting. Expenditures exceeding the annual operating budget must be approved in advance by the Members at either an annual or Special Meeting. Money raised from any capital fund may be spent only with the approval of the Members as a Major Question as per Article IX, Section 8.

Section 3. Members of the Board of Trustees

A. Terms of Office. Three (3) of the five (5) non-officer Trustees shall be elected each odd year for a two (2) year term of office, and the remaining two (2) shall be elected each even year for a two (2) year term of office. Trustees may serve two (2) consecutive terms as members of the Board of Trustees, for a maximum of four (4) years, and then shall not be eligible for re-election to the Board of Trustees for at least one (1) intervening year.

B. Duties and Responsibilities. Duties of Trustees shall include participating in Board of Trustees meetings and assuming individual responsibility of liaison with one or more major committees or overseeing one or more activities of UUCSH, as assigned by the Chair in consultation with the individual Trustees. Duties shall also include actively participating in the canvass process and other duties as may be assigned by the Chair, the latter with the individual Trustee’s consent.

C. Vacancies. The Board of Trustees shall fill any vacancy of a non-officer Board Member’s position that occurs between Annual Meetings by appointing a Member of UUCSH for the balance of the unexpired term. In making such appointment, the Board may, but is not required to, give preference to candidates who appeared on the immediately preceding ballot, and who gained the most votes of those candidates who did not win through regular balloting.

Section 4. Board of Trustees Meetings

A. Frequency. The Board of Trustees shall hold no less than eight (8) meetings annually at such time and place as the Board of Trustees itself may determine. Meetings may be postponed by the Chair or Vice Chair. Special Meetings of the Board of Trustees may be held at any time and place at the call of the Chair, or, in the Chair's absence, by the Vice Chair or by any two (2) Trustees by giving sufficient notice of the time and place of such meeting to each Trustee. Any and all business may be transacted at any Special Meeting of the Board of Trustees, regardless of the purpose for which the meeting was called.

B. Executive Sessions. All meetings of the Board of Trustees shall be open except when, by majority vote of the Board of Trustees members present, the Board of Trustees shall elect to go into executive session.

C. Quorum. A majority of the Trustees then in office shall constitute a quorum for the transaction of all business at any regular or Special Meeting of the Board of Trustees. Motions shall be carried by a majority of Trustees present and voting, but in no case less than four (4) votes. The Secretary shall enter in the minutes of each meeting the names of all Trustees present.

D. Ex-Officio Member. The Minister and the immediately past Chairperson of the Board of Trustees shall be ex-officio members of the Board of Trustees, but shall not constitute any part of a quorum or have any vote on questions presented to the Board of Trustees. Ex-officio members may attend all meetings of the Board of Trustees, but the Board of Trustees may ask him/her to be absent when matters pertinent to him/her are under discussion.

E. Order of Business. The order of business at all regular meetings of the Board of Trustees shall be as follows.

1. Review of the minutes of the previous meeting

2. Reports of Officers and Staff

3. Treasurer’s Report

4. Reports of Committees

5. Old business

6. New business

The chair person of any Special Meeting of the Board of Trustees shall determine the order of business at such meetings.

Article VI. Officers of UUCSH and the Board

The officers of UUCSH shall be a President, Vice President, Secretary and Treasurer, all of whom shall also be members of the Board of Trustees as defined in Article V, shall be Members of UUCSH, and shall be elected as specified in Articles VI and X. As Board members, the President shall serve as Chair; the Vice President shall serve as Vice Chair.

Section 1. President of UUCSH and Chair of the Board

A. Term of Office. The Chair shall serve for a two (2) year term and may be re-elected for a consecutive term. Recognizing the value of experience, the Chair shall be required to have previously served as a member or an Officer of the Board of Trustees. If, however, upon her/his election as President of UUCSH, he/she is currently serving on the Board of Trustees, her/his total combined consecutive terms as member and President shall not exceed six (6) years. After a hiatus of at least two (2) years following the end of her/his term as President, a former President may again stand for re-election to any office. There is no limit to the number of times a person may stand for election to this office.

B. Duties and Responsibilities. The President of UUCSH shall be Chair of the Board of Trustees, presiding at all meetings except as provided in Article IX, Section 3; exercising all of the powers and performing all of the duties normally pertaining to the office of President of a Corporation. The President shall appoint chairpersons of committees as needed.

C. Vacancies. A vacancy occurring in the office of President shall be filled by the Vice President.

Section 2. Vice President of UUCSH and Vice Chair of the Board

A. Term of Office. The Vice President of UUCSH shall serve for a two (2) year term and may stand for two (2) consecutive terms. Recognizing the value of experience, the Vice President shall be required to have previously served as a member or an Officer of the Board of Trustees. If, however, upon her/his election as Vice President, he/she is currently serving on the Board of Trustees, her/his total combined consecutive terms as Board Member and Vice President shall not exceed six (6) years. After a hiatus of at least two (2) years following the end of his/her term as Vice President, a former Vice President may again stand for re-election to any office. There is no limit to the number of times a person may stand for election to this office.

B. Duties and Responsibilities. The Vice President shall be Vice Chair of the Board of Trustees, performing the duties and exercising the powers of the Chair/President in her/his absence. The Vice President shall convene and preside over the annual Council of Chairs meeting, and perform other duties as may be assigned by the President with the concurrence of the Board of Trustees.

C. Vacancies. The Board of Trustees shall fill any vacancy of the Vice President’s position that occurs between Annual Meetings by appointment from the Members of UUCSH for the balance of the unexpired term. In making such appointment, the Board may, but is not required to, give preference to candidates who appeared on the immediately preceding ballot and who gained the most votes of those candidates for the position who did not win through regular balloting.

Section 3. Secretary of UUCSH and the Board

A. Term of Office. The Secretary shall be elected every two (2) years for a two (2) year term, but limited to a maximum of four (4) consecutive years. The Secretary does not need to have previously served on the Board of Trustees.

B. Duties and Responsibilities. The Secretary shall be Secretary of both UUCSH and the Board of Trustees, and shall exercise all of the powers and perform all of the duties normally pertaining to the office of Secretary of a Corporation. These shall include, but are not limited to, giving notice of all meetings, keeping and attesting as true the official records of the meetings, and preserving and passing on to their immediate successor all such official records, and maintaining the official membership book. The Secretary may be assisted in some of the responsibilities of the office by the Church Administrator in accordance with the job description of the Church Administrator and/or the direction of the Board of Trustees.

C. Vacancies. The Board of Trustees shall fill any vacancy of the Secretary’s position that occurs between Annual Meetings by appointment from the Members of UUCSH for the balance of the unexpired term. In making such appointment, the Board may, but is not required to, give preference to candidates for the position who were on the immediately preceding ballot and who gained the most votes of those candidates for the position who did not win through regular balloting.

Section 4. Treasurer of UUCSH

A. Term of Office. The Treasurer shall be elected every two (2) years for a two (2) year term, limited to a maximum of four (4) consecutive years. The Treasurer does not need to have previously served on the Board of Trustees.

B. Duties and Responsibilities. The Treasurer of UUCSH shall, subject to the direction of the Board of Trustees, exercise all the powers and perform all the duties normally pertaining to the offices of Treasurer and Controller of a Corporation. The Treasurer shall be bonded for faithful performance in such amount as may be specified by the Board of Trustees. Duties of the Treasurer include, but are not limited to, the safekeeping of funds of UUCSH, issuing checks in payment of debts when so authorized by the Board of Trustees, maintaining accurately all necessary financial records of UUCSH, and keeping the Board of Trustees informed as to the financial condition of UUCSH at each meeting of the Board. Said financial records shall be subject to audit annually and at the discretion of the Board of Trustees. The Treasurer may request that the Board of Trustees appoint one or more Assistants, with appropriate title, to perform special services, such as accounting, bookkeeping, collecting and depositing contributions. The Assistant(s) shall be bonded for faithful performance in such amount as may be specified by the Board of Trustees.

The Treasurer shall also serve as the Chair of the Finance Committee to which the Board of Trustees will appoint members.

C. Vacancies. The Board of Trustees shall fill any vacancy of the Treasurer’s position that occurs between Annual Meetings by appointment from the Members of the UUCSH for the balance of the unexpired term. In making such appointment, the Board may, but is not required to, give preference to candidates for the position who appeared on the immediately preceding ballot and who gained the most votes of those candidates for the position who did not win through regular balloting.

Section 5. Other Officers, Agents, Committees

Other officers, agents, committees may be authorized or appointed by the Board of Trustees at its discretion for the attainment of the mission of UUCSH.

ARTICLE VII. Staff

Section 1. Scope

The staff of UUCSH is made up of paid professionals and includes those persons responsible for religious and pastoral care, personal counseling, rites of passage, religious education of adults and children, music, and administrative affairs. These persons may include a Director of Religious Education (DRE), Administrator, and Director of Music. The positions of Minister and Associate Minister are considered separately in Article VIII below.

Section 2. Staff Accountability

The employment of the Administrator and the Director of Music shall be directed by the Minister and approved by the Board. The Administrator and Director of Music shall report directly to the Minister, who shall have oversight of these staff members. The employment of the DRE shall be directed by the Board of Trustees, who shall have oversight of this staff member and to whom the DRE shall directly report. Oversight in this Section includes the annual evaluation of the staff members in accordance with the policies and procedures of UUCSH.

ARTICLE VIII. Ministry.

Section 1. Minister

In the event UUCSH wishes to engage the services of a Minister, the following procedures will apply.

A. Decision to Call. The decision to call a Minister or Associate Minister shall be decided as a Major Question under Article IX, Section 8.

B. Search Committee. Following the decision to call, a Ministerial Search Committee shall be formed consisting of seven (7) Members, of whom five (5) shall be elected by the congregation and two (2) shall be appointed by the Board of Trustees. However, none shall be members of the Board of Trustees. The Board of Trustees shall have authority to appoint replacements for any members of the Committee who resign or become unable to serve.

C. Employment Contract. The Board is responsible for creating and enforcing the Employment Contract of the Minister, including compensation. Compensation must then be approved by the congregation in the regular budgeting process.

D. Evaluation. The Board is responsible for an annual evaluation of the Minister’s performance. This evaluation must be submitted to the Minister in writing.