But encourage one another daily,
as long as it is called Today,
so that none of you may be hardened
by sin's deceitfulness.
Hebrews 3:13 NIV
But encourage one another daily,
as long as it is called Today,
so that none of you may be hardened
by sin's deceitfulness.
Hebrews 3:13 NIV
Proposed
ARTICLES OF INCORPORATION
OF
IRON RANGE CHRISTIAN CENTERThe undersigned incorporator(s), a natural person 18 years of age or older, in order to form a corporate entity under Minnesota Statutes, Chapter 317A, adopts the following articles of incorporation.
ARTICLE I
NAME/REGISTERED OFFICE
The name of this corporation shall be IRON RANGE CHRISTIAN CENTER, P.O. Box 282, Ironton, MN 56455-0282, church office located at 15949 Greenhow Point Road, Brainerd, MN 56401.
ARTICLE II
PURPOSE
This corporation is organized exclusively for religious and religious education purposes, more specifically to facilitate Christian worship, education, evangelization, missions, licensing and ordination of ministers, and certificates for individual church cells. To this end, the corporation shall at all times be operated exclusively for charitable purposes within the meaning of Section 501(c)(3) of the Internal Revenue Code of 1986, as now enacted or hereafter amended, including, for such purposes, the making of distributions to organizations that qualify as exempt organizations under Section 501(c)(3) of the Internal Revenue Code of 1986, as now enacted or hereafter amended. All funds, whether income or principal, and whether acquired by gift or contribution or otherwise, shall be devoted to said purposes.
ARTICLE III
EXEMPTION REQUIREMENTS
At all times shall the following operate as conditions restricting the operations and activities of the corporation:
1. No part of the net earnings of the organization shall inure to the benefit of, or be distributable to its members, trustees, officers, or others private persons, except that the organization shall be authorized and empowered to pay reasonable compensation for services rendered and to make payments and distributions in furtherance of the purpose set forth in the purpose clause hereof.
2. No substantial part of the activities of the corporation shall constitute the carrying on of propaganda or otherwise attempting to influence legislation, or any initiative or referendum before the public, and the corporation shall not participate in, or intervene in (including by publication or distribution of statements), any political campaign on behalf of, or in opposition to, any candidate for public office.
3. Notwithstanding any other provisions of this document, the organization shall not carry on any other activities not permitted to be carried on (a) by an organization exempt from federal income tax under section 501(c)(3) of the Internal Revenue Code, corresponding section of any future federal tax code, or (b) by an organization, contributions to which are deductable under section 170 (c)(2) of the Internal Revenue Code, or corresponding section of any future federal tax code.
ARTICLE IV
DURATION
The duration of the corporate existence shall be perpetual.
ARTICLE V
MEMBERSHIP/BOARD OF ELDERS (DIRECTORS)
The corporation shall have members as defined by the bylaws.
The management of the affairs of the corporation shall be vested in a Board of Elders (Directors), as defined in the corporation's bylaws. No Elder shall have any right, title, or interest in or to any property of the corporation.
The number of Elders constituting the first Board of Elders is three, their names and addresses being as follows:
Wesley Chase, 15949 Greenhow Point Road, Brainerd, MN 56401
ChairDwight Semler, 21502 Semler Road, Deerwood, MN 56444
TreasurerDoug Barber, 12107 Edgewood Court, Champlin, MN 55316
SecretaryMembers of the first Board of Elders shall serve until the first annual meeting, at which their successors are duly elected and qualified, or removed as provided in the bylaws.
ARTICLE VI
PERSONAL LIABILITY
No (member) officer, or Elder of this corporation shall be personally liable for the debts or obligations of this corporation of any nature whatsoever, nor shall any of the property of the (members) officer, or Elders be subject to the payment of the debts or obligations of this corporation.
ARTICLE VII
DISSOLUTION
Upon the dissolution of the organization, assets shall be distributed for one or more exempt purposes within the meaning of section 501(c)(3) of the Internal Revenue Code, or corresponding section of any future federal tax code, or shall be distributed to the federal government, or to a state or local government, for a public purpose. Any such assets not disposed of shall be disposed of by the District Court of the county in which the principal office of the organization is then located, exclusively for such purposes or to such organization or organizations, as said court shall determine, which are organized and operated exclusively for such purposes.
ARTICLE VIII
INCORPORATOR(S)
The incorporator(s) of this corporation is/are: Wesley Chase, Dwight Semler, Douglas Barber
The undersigned incorporator(s) certify(ies) that she/he/they execute(s) these articles for the purposes herein stated.
Signature_________________ Date_____ ,
Signature_________________ Date_____,
Signature_________________ Date_____ ,
Proposed IRON RANGE CHRISTIAN CENTER
ARTICLE I - NAME, PURPOSE, STATEMENT OF FAITH
Section 1: The name of the organization shall be IRON RANGE CHRISTIAN CENTER, a church.
Section 2: This corporation is organized exclusively for religious and religious education purposes, more specifically to facilitate Christian worship, education, evangelization, missions, licensing and ordination of ministers, and certification of church cells.
Section 3 Statement of Faith
We believe in God the Father Almighty, maker of heaven and earth.And in Jesus Christ His only Son, our Lord; Who was conceived by the Holy Spirit, born of the Virgin Mary, suffered under Pontius Pilate, was crucified, dead, and buried; He descended into hell; the third day He rose again from the dead; He ascended into heaven, and sitteth on the right hand of God the Father Almighty; from thence He shall come to judge the quick and the dead.
We believe in the Holy Spirit, the holy universal church, the communion of the saints, the forgiveness of sins, the resurrection of the body, and the life everlasting.
We believe that all scripture is God-breathed and is useful for teaching, rebuking, correcting and training in righteousness, so that the man of God may be thoroughly equipped for every good work.
We are orthodox Christian in doctrine and Pentecostal in practice: Jesus Christ is the only source of salvation and redemption; the Gifts of the Spirit are available today for the edification of the body of Christ.
We believe in the five-fold ministry of apostle, prophet, evangelist, pastor, and teacher who are gifts from God to be servants of the body of Christ, the church, for the purpose of equipping the body for the work of ministry.
We believe the Holy Spirit progressively sanctifies us and provides us the ability to avoid persistent, un-repented willful sin identified in scripture. Sin separates us from God.
ARTICLE II - MEMBERSHIP
Section 1: Membership includes individuals who have applied for membership, agree with the Statement of Faith as indicated on the Membership Oath, and regularly support the organization with involvement and contributions. Membership or intent of membership is renewed annually in December with a resubmission of the Membership Oath that confirms name, address, phone, belief in Statement of Faith, and its submission indicates the desire for continuity of membership. Membership categories: Voting Membership - 18 years or older; Youth Membership - 13 through 18 years old.
Section 2 : Membership privileges include voting for deacon and elders at the annual business meeting (Youth members may not vote) and appropriate records supporting church membership. Financial records, with the exception of charitable giving details, are open to the public. All other functions of the church are open to all membership and the public including the sacraments.
Section 3 : Membership may be revoked upon the willful demonstrated denial of the Statement of Faith. Membership privileges may be denied for individuals who persist in un-repented life-style issues identified in scripture whereby the body of Christ has received instructions to: "not partner with them" (Eph 5:7), "with such a man, do not even eat" (1 Cor 5 11); or treat him as you would a pagan (Matt 18:17).
Section 4: Church Discipline:
"If your brother sins against you, go and show him his fault, just between the two of you. If he listens to you, you have won your brother over. But if he will not listen, take one or two others along, so that `every matter may be established by the testimony of two or three witnesses.' If he refuses to listen to them, tell it to the church; and if he refuses to listen even to the church, treat him as you would a pagan or a tax collector." (Matt 18:15-17)Section 5 : Leadership Discipline : Individuals in leadership position who, after investigation by the Board and/ or the church body, require discipline, are removed from their responsibility immediately and all remunerations are stopped. If they are ordained, the ordination is removed by the Committee for Ordination and supporting records, evidence, and reports are retained in their file. If criminal activity is involved, authorities are notified and co-operated with.
ARTICLE III - ANNUAL MEETING
Section 1: Annual Meeting. The date of the regular annual meeting is scheduled in February by the Board of Elders. Location is determined and announced by the Board of Elders.
Section 2: Special Meetings. Special meetings may be called by the Board of Elders, or the deacons.
Section 3: Notice. Notice of each meeting shall be given to each voting member, by mail, not less than ten days before the meeting.
ARTICLE IV - BOARD OF ELDERS/DEACONS
Section 1: Hierarchy. The church consists of cells based upon geography. A cell consists of between ten and twenty individuals. The membership elects deacons on a per-cell basis. The deacons select an Elder. The collective Elders are the Board of Elders as voted by the membership. Pastors and other staff-qualified members that have been set-apart for their role as servants to the body, are Elders, but lose voting privileges. Elders in a servant role may receive compensation as determined by the Board of Elders. Elders in a servant role are servants to all cells of the church.
Section 2: Board Role, Size, Compensation. The Board of Elders is responsible for overall fiscal policy and direction of the church, and delegates responsibility for day-to-day operations to the pastoral staff, deacons, and committees. The Board of Elders shall have not fewer than three members or one representative from each cell. The board receives no compensation other than reasonable expenses.
Pastor. The pastor is responsible for all spiritual policies , directions and initiatives with guidance from the Elders. The pastor(s) are non-voting member(s) of the Board of Elders. The pastor is responsible for sacraments, pastoral duties, and equipping the church body to do the work of the ministry. The Pastor, and other staff, receive compensation as determined by the Board of Elders.
Pastoral candidates are determined by the Elders. Qualifications are listed in 1 Timothy 3. The Board will investigate the candidates and present evidence of qualification to the entire body of Christ. Prophecies will be considered and judged as appropriate. The candidate is selected by the Board of Elders and is determined by prayer and confident direction of the Holy Spirit with all agreeing. The selected pastor candidate is then counted as a non-voting member of the Board of Elders. Pastors may chair meetings.
Section 3: Meetings. The Board shall meet at least monthly, at an agreed upon time and place. Minutes of all meetings are kept. Teleconferencing, video-conferencing, interactive internet, or other suitable means of two-way communication may qualify as an official Board meeting.
Section 4: Board of Elder Elections. Election of new Elders will occur as the first item of business at the annual meeting of the corporation.
Board candidates are determined by the standing Board of Elders from all deacons. A Board member must be a voting member and have the qualifications listed in 1 Timothy 3 (Note: "husband of one wife" refers to polygamy, not divorce.) The Board presents the evidence to the entire body of Christ. Prophecies will be considered and judged as appropriate. The pastor(s) will not affect the process of selecting candidates directly or indirectly. After prayer the body will vote for each candidate with a simple majority.
Section 5 : Elders and deacons. Deacons are elected by the church body. Each cell selects at least one member to be a deacon. They may select as many as they feel are needed for that cell, however, the general guide is one deacon per ten members. Qualifications are based upon 1 Timothy 3. From the deacons for a cell, one is selected as an Elder who is the representative to and through the Board of Elders. If an elder or deacon is set apart as teacher, pastor, evangelist, prophet, or apostle, that deacon or elder is replaced.
Section 6 : Terms. All Board members shall serve alternating three year terms and are eligible for re-election.
Section 7: Quorum. A quorum must be in attendance before business can be transacted or motions made or passed. A quorum consists of more than fifty percent of the Board of Elders and at least the same number of voting members other than the board. Voting on issues is by secret ballot. By motion, casting of lots (flipping a coin) may be used when a clear decision is not obvious, however, that decision cannot then be challenged.
Section 8: Notice. An official Board meeting requires that each Board member have written notice two weeks in advance. Written notice includes fax and e-mail.
Section 9. Officers and Duties. There shall be three officers of the Board consisting of a Chair, Secretary and Treasurer. A teacher, pastor, evangelist, prophet, or apostle, may be the chair, but without voting privileges. Chair is determined by consensus of Board of Elders. Their duties are as follows:
The Chair shall convene regularly scheduled Board meetings, shall preside or arrange for other members of the executive committee to preside at each meeting.
The Secretary shall be responsible for keeping records of Board actions, including overseeing the taking of minutes at all board meetings, sending out meeting announcements, distributing copies of minutes and the agenda to each Board members, and assuring that corporate records are maintained.
The Treasurer shall make a report at each Board meeting. Treasurer shall chair the finance committee, assist in the preparation of the budget, help develop fund-raising plans, and make financial information available to Board members and the public.
Section 10: Vacancies. When a vacancy on the Board exists, nominations for new members may be received from present Board members by the Secretary two weeks in advance of a Board meeting. These nominations shall be sent out to Board members with the regular Board meeting announcement, to be voted upon at the next Board meeting. These vacancies will be filled only to the end of the particular Board member's term.
Section 11: Resignation, Termination and Absences. Resignation from the Board must be in writing and received by the Secretary. A Board member shall be dropped for excessive absences from the Board if s/he has three unreasonable absences from Board meetings in a year. "Unreasonable" is determined by the Board of Elders. A Board member may be removed for other reasons by a three-fourths vote of the remaining Elders.
Section 12: Special Meetings. Special meetings of the Board shall be called upon the request of the Chair or one-third of the Board. Notices of special meetings shall be sent out by the Secretary to each Board member postmarked two weeks in advance.
ARTICLE V - COMMITTEES
Section 1: The Board of Directors and Elders may create committees as needed, such as membership, fund-raising, building, education, ordination, etc. The Board Chair appoints all committee chairs.
Section 2: The Board of Directors serves as the ordination committee for the purpose of setting apart individuals for the purpose of equipping the church to do the work of the ministry.
Section 3: Finance Committee. The Treasurer is chair of the Finance Committee, which includes the other Board members. The Finance Committee is responsible for developing and reviewing fiscal procedures, a fund-raising plan, and annual budget with staff and other Board members. The Board must approve the budget, and all expenditures must be within the budget. Any major change in the budget must be approved by the Board. The fiscal year shall be the calendar year. Annual reports are required to be submitted to the Board showing income, expenditures and pending income. The financial records of the organization are public information and shall be made available to the membership and the public.
ARTICLE VI - AMENDMENTS
Section 1: These Bylaws may be amended when necessary by a two-thirds majority of the quorum at the annual meeting. Proposed amendments must be submitted to the Secretary to be sent out with regular announcements.
These Bylaws were approved at a meeting of the Board of Directors of Iron Range Christian Center on ____.
Signature
Signature
Signature