Article I – Name
This body is known as the Fellowship Baptist Church of Lakeland, Florida; herein referred to as FBC. It is incorporated as a nonprofit corporation under the laws of the State of Florida.
Article II – 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).
This church functions to glorify God and to exalt Christ above all other human goals as its members participate in:
- Worshiping (John 4:24; Hebrews 10:24, 25)
- Teaching and preaching the whole Word of God in Lakeland, Florida and through missions to all the world (Matthew 28:19, 20; Mark 16:15,16; Luke 24:46-48; Acts 1:8)
- Administering the ordinances of the church (Matthew 28:19; 1 Corinthians 11:23-26)
- Fulfilling civic responsibilities (Romans 13:1-7; 1 Peter 2:13, 14)
- Defending the faith (Hebrews 10:23; Jude 3; Revelation 3:8)
- Ordaining qualified men for the Gospel ministry (1 Timothy 3:1-7)
- Commissioning qualified persons for missionary ministries (Acts 13:1-3).
Article III – Associations
FBC is autonomous and subject only to Christ, its Head. This church declares fellowship with the General Association of Regular Baptist Churches and the Sunshine State Fellowship. FBC reserves the right to withdraw fellowship from these associations especially if they compromise their original biblical convictions.
Article IV – Ordinances
Section 1. We practice believer’s baptism by single immersion after a confession of faith. (Matthew 28:19; Mark 16:16; Romans 6:3,4).
Section 2. We practice close communion, which is believers celebrating the Lord’s Table after self-examination. (1 Corinthians 11:17-34).
Article V – Membership
Section 1. Reception of Members
FBC recognizes two types of members: members and associate members. Associate membership allows for membership in another church of like faith when deemed appropriate by the Senior Pastor and the Board of Deacons.
The candidate will give testimony of:
1. Acceptance of Jesus Christ as Savior and Lord.
2. Baptism by immersion.
3. Absence of discipline of a church of like faith.
4. Agreement with the church's Statement of Belief, Covenant, and Constitution. Any reservations will be considered on an individual basis by the Senior Pastor and the Board of Deacons.
The candidate will:
1. Complete an application and interview with the Senior Pastor.
2. Interview with at least two Deacons to determine qualifications for membership.
3. Be recommended to the church for the final vote, after satisfactory application and interview with the Senior Pastor and the Board of Deacons. Any negative votes will be given individual attention and followed up by the Senior Pastor and the Board of Deacons.
Section 2. Duties of Members
- Maintain a Christian demeanor in all aspects of life in order to communicate a positive testimony for Christ and for FBC.
- Cherish a brotherly love for all members of the church. Of major importance is the need to respectfully honor and love the Pastors and to uphold them in prayer.
- Be actively engaged in upholding the church Covenant.
- Support the church financially as the Lord enables.
- Participate regularly in the business meetings of FBC.
Section 3. Privileges of Members
a. Members and associate members have voting privileges in accordance with Article VIII, Section 5f.
b. A member may inspect or have copied the prepared financial statements of the church, and/or the minutes of the proceedings of church meetings.
1. A member may not, under any circumstances, inspect or copy any record relating to individual contributions to the church, the list of names and addresses of the church members, or the minutes of the Board of Deacons' meetings. There is a church directory available to members upon request.
2. Copies may be obtained by making an appointment with either the church clerk or the church secretary. The church may impose a reasonable charge, covering the costs of labor and material, for copies of any documents provided to the member before releasing the copies to the member.
Section 4. Discipline of Members
- Any sinning member who conducts himself unbiblically in violation of the Covenant and/or the Constitution may be required to meet with the Senior Pastor and the Board of Deacons in an effort to counsel, reconcile, and restore that member.
- The principles and procedures established in Scripture for settling disputes between believers and dealing with problems within the membership will be followed under the guidance of the Senior Pastor and the Board of Deacons (Matt. 18:15-17; Rom. 16:17-18; 1 Cor. 5:1-13; 2 Cor. 2:1-11; Gal. 6:1; 1 Thes. 5:14-15; 2 Thes. 3:6, 10-15; 1 Tim. 5:19-20; and Titus 3:10-11).
- Members are expected to demonstrate special loyalty and concern for one another. When a member becomes aware of an offense of such magnitude that it hinders spiritual growth and testimony, he is to go alone to the offending party and seek to restore his brother. Before he goes, he should first examine himself for sin. When he goes, he should go with a spirit of humility and have the goal of restoration.
- If reconciliation or restoration is not achieved, either one or two other members, or a Deacon or one of the Pastors is 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 offending party will not hear them, the next step is to take the matter before the church membership. The Discipline Committee will meet to prepare the presentation of the offense to the church, with the goal of restoring the offending member.
- If the matter is still unresolved, the member who refuses to hear the church, repent and be restored is to be removed from the membership of the church. This will be carried out by a majority vote of the membership present at a meeting called for the purpose of considering disciplinary action.
- When an unrepentant offending party is removed from the church membership, all contact with him from that point forward (except by family members) must be mindful of restoration.
- A member who is undergoing the disciplinary process will be expected to remove himself from public ministries while the matter is being resolved.
- Only the Senior Pastor and the Board of Deacons comprise the Discipline Committee, but at their discretion they may seek other qualified help. The member under consideration for discipline may not serve on the Discipline Committee.
- The Pastor(s) and Deacons are to submit to the same discipline as all members.
Section 5. Dismissal of Members
- Dismissal may be in one of three ways: a personal request, transfer of membership to another church of like faith, or church discipline. Such action will be by majority vote of the members present. Deceased members' names will be automatically removed from the roll.
- Dismissal may result from unjustifiable absences from regular meetings for more than six months. The Senior Pastor and the Board of Deacons will address each circumstance and grant no more than three months for the absent member to respond.
1. A response will lead to either a further attempt to restore the member and/or filling the respondent's request for his/her name to be dropped. A majority vote of the members present at a business meeting is required.
2. When there is no response, a recommendation that the member be dismissed will follow. A majority vote of the members present at a business meeting is required.
- Restoration to membership of a dismissed disciplined member, who has evidenced genuine repentance, will be welcome upon the recommendation of the Senior Pastor and the Board of Deacons. A public confession may be required. A majority vote of the members present at a business meeting is required.
Article VI – Officers
Section 1. Officers of the Church
a. Senior Pastor, and Pastoral Staff are called by God and confirmed at a business meeting by a two-thirds majority vote of the members present. They may come from within the membership or not, but if not, they are to join FBC immediately. The standard given in 1 Timothy 3 will be followed.
b. Elected officers are Deacons, Clerk, Treasurer, and Sunday School Superintendent. These four offices will be elected from among the members who are twenty-one years or older and have been a member of FBC for six months (any exceptions will be individually considered by the Senior Pastor and the Board of Deacons and will be recommended to the church). The standard given in 1 Timothy 3 will be followed.
c. No women will fill the offices of Senior Pastor, Associate Pastor, or Deacon (1 Cor. 14:33-34; 1 Tim. 2:12)
d. No homosexual will be accepted for any office (Rom. 1:26-27; 1 Cor. 6:9-10; 1 Tim. 3:2, 7, 9, 10).
e. One person may hold two or more offices, except the Senior Pastor.
f. New terms of service for Deacons, Clerk, Treasurer, and Sunday School Superintendent begin the first Sunday in February.
g. Any resignation from an office will be submitted in writing to the Senior Pastor and the Board of Deacons.
h. The Senior Pastor and the Board of Deacons will request the resignation of any officer who does not fulfill his duties or uphold the Statement of Belief and Constitution.
i. Corporate officers will be determined by the Senior Pastor and the Board of Deacons.
Section 2. Senior Pastor / Pastoral Staff
a. Any candidates for Senior Pastor or any other Pastoral Staff position will be extended a call at a special church meeting for that purpose. Public notice will be given on two Sundays immediately preceding the date of the meeting; a two-thirds majority vote of the members present will be necessary for his call. Only one candidate will be considered at a time.
b. Any candidate will meet with the Pulpit Committee concerning the candidate's qualifications before presenting him for a church vote. The candidate will have read and stated agreement with FBC’s Statement of Belief, Constitution and Covenant.
c. Each Pastor (s) will continue in office until he resigns or is dismissed by two-thirds vote of the members present. In the case of dismissal, public notice of a church meeting called for that purpose will be given on the two Sundays prior to the meeting. The Board of Deacons may relieve a Pastor of public ministry for testimony's sake.
d. Any one of the Pastors must give the church thirty days' notice of his resignation. In the case of dismissal, the Board of Deacons will give the Pastor sixty days' severance pay, except where moral issues are involved, in which case he will be dismissed immediately with the next thirty days' salary.
Section 3. Duties of Officers
a. Senior Pastor
- He will preach the whole Counsel of God (Acts 20:28) and have the general oversight of all the ministries of the church for the spiritual welfare of its members, for the organization and delegation of responsibilities of other ministries, for the enhancement of the church's testimony and input into the community at large, including missions, and for maintaining doctrinal purity.
- He will be in charge of all worship services and ensure that the Word of God is preached.
- He will be the moderator of all business meetings, and when necessary, he may appoint a deacon to act as moderator.
- He will moderate all Board of Deacons' meetings and serve as an ex-officio member of all standing and ad-hoc committees.
b. Pastoral Staff- These duly called Pastors will be directly accountable to the Senior Pastor.
The specific ministry to which any of these Pastors is called will be determined primarily by the Senior Pastor and the Board of Deacons in order to meet the current and/or developing needs of the church.
1. Deacons will be elected for a three-year term. The number of Deacons may increase with the growth of the church. The number may vary according to the needs and availability of qualified men. The number of Deacons to be elected each year will allow for a continuing rotation of officers.
2. If the number of board members needs changing, the Senior Pastor and the Board of Deacons will determine the new number for recommendation to the church for a simple majority vote at a business meeting three months prior to the annual election.
3. The Senior Pastor and the Board of Deacons will elect officers for the Board and assign responsibilities in their first meeting following the annual business meeting.
4. The duties of the Board of Deacons are to assist the Senior Pastor in matters pertaining to the spiritual and physical welfare of the church, and to fulfill the stated purpose of FBC. Because the duties of the Board of Deacons are manifold and may vary due to circumstances, it is the duty of the Senior Pastor and the Board of Deacons to review such needs annually.
5. The Board of Deacons will appoint the Pulpit Committee when the need arises. The Pulpit Committee may consist of any number of Deacons willing to serve and/or members at large appointed by the Board of Deacons.
6. The Senior Pastor and the Board of Deacons will administer the Benevolent Fund.
7. The Senior Pastor and the Board of Deacons will serve as the Nominating Committee.
8. The Board of Deacons will function as Trustees of the corporation in compliance with the "Articles of Incorporation" and with Florida law.
9. The Deacons will serve as Trustees of this church. They will not have authority to sell, lease, give away or dispose of church property in excess of $2,000 in value at any one time; nor to mortgage or encumber the church with debt exceeding the above amount, except, as the church will order by a majority vote of members present at a business meeting. All non-budgeted projects involving the expenditure of more than $2,000 are to be submitted to the church for approval. In case of emergencies, the Senior Pastor and the Board of Deacons are allowed to spend what is necessary, and will inform the membership of the expenditure at the next Sunday or Wednesday church service.
10. They will be responsible for the care and upkeep of the physical properties of the church.
11. The Senior Pastor and the Board of Deacons will determine those who are authorized to sign checks.
1. The Clerk of FBC will have charge of official correspondence concerning church membership and will keep records of all business meetings including the reception and dismissal of members, baptisms, commissioning of missionaries, and ordinations. A duplicate copy of all records will be submitted to the church office.
2. The Clerk will submit an annual report for distribution to the congregation.
3. The Clerk may provide information to the Financial Secretary and/or the Treasurer concerning authorized disbursements or transfer of funds, which have been determined by church vote.
4. The Clerk will certify, when necessary, to any financial institution, governmental, or legal organization the names of authorized officers who will act on behalf of FBC.
5. When the Clerk concludes his/her term of office, all records, files, and any other official FBC papers will be turned over to the successor or to the chairman of the Board of Deacons. These records will be in completed form up to the date of surrender.
e. Financial Secretary
1. The Financial Secretary, with at least one Deacon, will count and permanently record all monies received in all regular church offerings at the time such monies are received.
2. All records will be kept in compliance with the IRS Regulations.
3. The Financial Secretary will deposit all funds into the approved church accounts. This includes monies received from sources other than regular offerings.
4. The Financial Secretary may be one of the check signers.
5. The Financial Secretary will give the Treasurer a record of monies received and deposited and any information on donors’ suggested designations.
6. In the absence of the Financial Secretary, the chairman of the Board of Deacons will assume the above responsibilities.
7. The Financial Secretary will provide individual donors with a record of their annual giving, in compliance with the IRS Regulations.
1. The Treasurer will record all financial transactions in permanent record.
2. The Treasurer will present quarterly and annual reports to the church.
3. The Treasurer will provide a monthly financial report to the Senior Pastor and the Board of Deacons and will meet with them when deemed necessary.
4. The Treasurer may be one of the check signers.
5. In the absence of the Treasurer, the chairman of the Board of Deacons will assume the above responsibilities.
6. The Treasurer will maintain all financial records in compliance with the IRS Regulations.
g. Sunday School Superintendent
1. The Superintendent will have the general oversight of and provide vision for the Sunday School and will be accountable to the Senior Pastor.
2. The Superintendent, with the Senior Pastor's approval, will appoint all teachers.
3. The Superintendent will provide an annual report to the church.
Article VII – Committees
Section 1. Committees
a. Standing committees of qualified people will be appointed by the Senior Pastor and the Board of Deacons with prior consent of the individuals involved.
b. Committee appointments will be announced to the church as a means of keeping members informed.
c. One Deacon will serve on each committee, except in cases where the Senior Pastor and the Board of Deacons do not deem it necessary.
d. Special committees may be created to provide the Senior Pastor and the Board of Deacons with advice and information regarding matters submitted to the committee by the Board of Deacons for consideration. These committees will have no authority to act on behalf of the corporation. The members of these committees will be chosen by a majority vote of the Senior Pastor and Board of Deacons and operate under their direction.
Section 2. Budget Committee
a. The Budget Committee may consist of at least one Deacon, the Financial Secretary and/or the Treasurer, and one church member at large selected by the Senior Pastor and the Board of Deacons.
b. The Budget Committee, after making inquiry concerning anticipated needs, and in light of the former annual budget, will propose a new budget to the Senior Pastor and the Board of Deacons for approval. The approved proposed budget will then be presented to the membership and voted on at the annual business meeting.
c. The Budget Committee will see that the financial records are audited once a year.
Article VIII – Meetings
Section 1. Worship
a. Services will be held regularly each Lord's Day. The time of meetings may vary according to circumstances.
b. A midweek service or group meetings will be held on a regular schedule.
c. The Lord's Supper will be observed at least once a month.
Section 2. Bible Schools
a. The Sunday School will meet on a regular schedule primarily for Bible instruction and evangelism.
b. The Vacation Bible School will be arranged and supervised by the Senior Pastor or one of the Pastoral Staff, who may appoint a director other than himself, when circumstances warrant. The primary purposes will be Bible instruction and evangelism.
Section 3. Youth Ministries
a. The AWANA program or another acceptable children's program will meet for Bible instruction and evangelism.
1. The AWANA Commander is not an elected officer of the church, but is appointed by the Senior Pastor.
2. The Commander, with the Senior Pastor's approval, will appoint all AWANA workers.
b. Teen Ministries
1. Teen ministries will meet for Bible instruction and evangelism.
2. Leaders will be appointed by the Senior Pastor
c. Children's Church
1. Children's Church will meet for Bible instruction and evangelism.
2. Leaders will be appointed by the Senior Pastor
Section 4. Special Types of Meetings
a. Hosting or participating in conferences and/or seminars for FBC will be at the discretion of the Senior Pastor and the Board of Deacons.
b. Weddings and funerals will be arranged in consultation with the Senior Pastor who will inform the parties involved concerning church policy.
c. Ordinations and Missionary Commissioning Services will be arranged by the Senior Pastor and/or Pastoral Staff.
d. Meetings for community purposes will be approved by the Senior Pastor and the Board of Deacons.
Section 5. Business Meetings
a. FBC's fiscal year coincides with the calendar year.
b. The annual meeting will be held in January at the first opportunity agreed upon by the Senior Pastor and the Board of Deacons. This meeting should be announced at least one week in advance.
c. There will be quarterly business meetings generally held in April, July, and October.
d. A simple majority of the voting members present is necessary for an item to pass.
d. A special meeting may be called when prior announcement is made to the church by the Senior Pastor and/or the Board of Deacons at least one week in advance. Members may initiate a meeting by submitting a written request with explanation to the Church Clerk and to the Senior Pastor and the Board of Deacons. At least 30% of the voting membership must sign the request.
e. A business meeting will be announced at least two Sundays immediately prior to a call or the dismissal of a Senior Pastor or a Pastoral Staff member. A two-thirds vote of the members present is required for a call or dismissal.
f. Voting members are defined as those members and associate members who:
1. Are eighteen years or older
2. Have not absented themselves from church attendance for six months or more with the exception of missionary service, military service, extended illness, part-time residents, and students.
3. Are present at the business meeting. There will be no absentee ballots or proxy votes.
g. All business meetings will be conducted "decently and in order" according to biblical
principles. The Senior Pastor or the chairman of the Board of Deacons will follow a written agenda. All meetings should be opened and closed with prayer for divine guidance and blessing.
h. The moderator will determine the rules of procedure using fairness and common sense, giving all members a reasonable opportunity to be heard on a matter. The moderator is the final authority on questions of procedure, and his decision is final.
i. The following order shall be observed at regular business meetings:
2. Reading of the minutes
3. Treasurer’s report
4. Reports if necessary
5. Old business
6. New business
7. Adjournment by prayer
j. For any meeting under this Section, the moderator, at his sole discretion, will have full and unilateral authority to require nonmembers 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. The moderator will have full authority to order the removal of all children (ages to be determined by the moderator) if the moderator determines, at his sole discretion, that circumstances so warrant. If the moderator determines that compliance with his order of removal is unsatisfactory, the moderator may, at his sole discretion, revoke the disruptive person's right to remain on the premises.
Article IX – Ministries
Section 1. Recognition
a. FBC considers that a variety of ministries within the body are vital to its overall ministry, such as the Sunday School, AWANA, choir, youth, etc. The leaders, elected or appointed, must be members of the church.
b. New ministries may gain recognition by means of the approval of the Senior Pastor and Board of Deacons, either by a written proposal or by appearing before the Senior Pastor and the Board of Deacons. This request will state the need, the purpose, and the structure of the proposed ministry.
c. Any recognized ministries may dissolve by the recommendation of the Senior Pastor and the Board of Deacons.
Section 2. Civil Responsibilities
- All FBC ministries will seek to comply with the laws of the federal government, state government, and local government. Those laws which violate our beliefs as based upon the Word of God may be challenged with the support of FBC's Statement of Belief and Scripture.
- Members in leadership roles and in supporting staff roles will be subject to background checks, particularly those who work with any persons under eighteen years old.
- Leaders and workers in all children's ministries will be held accountable to the FBC Policy Handbook.
- Any inappropriate action of an FBC worker will be verbally reported immediately to the Senior Pastor and/or Board of Deacons then placed in writing at the earliest opportunity.
- Any inappropriate action of any participant in any church activity will be verbally reported immediately to the Senior Pastor and/or Board of Deacons and placed in writing at the earliest opportunity.
- The Senior Pastor and Board of Deacons will respond, according to Scripture and state law, to such reports concerning questionable behavior and take necessary action to resolve the matter.
- Parents of children under eighteen years of age must give signed permission for any minor to participate in activities beyond the church property which may involve any travel and/or overnight stays.
Section 3. Missions
- Missions is an integral part of the total church ministry and every missionary supported, either wholly or in part by the church, is considered to be a "staff" member. Within this framework, the Senior Pastor and the Board of Deacons will examine each potential staff member for approval before recommendation is made to the church for final approval. There must be a majority vote of the members present at a business meeting to pass.
- The primary purposes of missions are to evangelize and to establish independent Baptist churches. Educational institutions, radio ministries, rescue missions, camps, TV ministries, or other ministries of similar purpose may also be considered missions ministries of FBC.
Section 4. Ordination
a. Any member of FBC who gives evidence of a genuine call of God into the work of the ministry, and possesses the qualifications to accomplish the task, will be considered for ordination.
b. After a satisfactory interview with the Senior Pastor, the Senior Pastor and the Board of Deacons will ask the congregation to call for an Ordination Council. It will consist of authorized men from churches of like faith, invited to participate in the examination of the candidate.
c. Upon recommendation of the Ordination Council, FBC will proceed with an Ordination Service.
Article X – Elections
Section 1. Elections
a. Nomination Ballot
- Since the Senior Pastor and Board of Deacons function as the Nominating Committee, they are responsible for the distribution of the nomination ballots to all voting members at the beginning of November.
- The nomination ballot will include all pertinent information and instruction concerning nomination procedures.
- Only members of FBC are eligible to be nominated.
b. Final Ballot
1. The Senior Pastor and Board of Deacons will determine the final slate of nominees on the basis of names submitted for each office, the number of nominations and the qualifications of those who are nominated.
2. Any nominee must consent to being placed on the final ballot.
3. Qualified nominees will be interviewed by the Senior Pastor and either an Associate Pastor or a Deacon. In the absence of a Pastor, this interview will be by two deacons.
c. Annual Election
1. No write-in candidate for any office will be considered.
2. The highest number of votes for any office will be final.
3. The ballots will be counted immediately following the election by at least two individuals appointed by the Senior Pastor or the chairman of the Board of Deacons.
4. The results of the election will be issued in writing and/or announced in a regular worship service.
Section 2. Resignation of Officers
a. Any elected individual who wishes to resign his position will submit this in writing
to the Senior Pastor and the Board of Deacons.
b. Members will be informed of the resignation.
c. If an officer is unable to fulfill his term, the Senior Pastor and the Board of Deacons will appoint a replacement and present him to the membership for a vote.
Article XI – Constitutional Matters
Section 1. Any amendment or change to the Constitution will be presented to the church by the Senior Pastor and the Board of Deacons.
Section 2. Any amendment or change to the Constitution will be made by a three-fourths vote of members present at any business meeting. Notice of proposed changes will be given from the pulpit two weeks immediately preceding the meeting.
Section 3. When a question of constitutional interpretation arises, the decision of the Senior Pastor and Board of Deacons will be final.
Article XII – Dissolution
Section 1. In the event of dissolution, the first priority will be the elimination of all debt.
Section 2. None of the assets or holdings of FBC will be divided among the members. They will be distributed by the Senior Pastor and the Board of Deacons to other nonprofit corporations that are in agreement with the Constitution and Statement of Belief. They will comply with Section 501 (c)(3) of the Internal Revenue Code of 1986 (or the corresponding provision of any future United States Revenue Law).
Article XIII – Miscellaneous
Section 1. FBC has the right to own, buy, or sell tangible properties, both real and chattel. Such transactions will be conducted through the Senior Pastor and the Board of Deacons at the direction of the church.
Section 2. No members will profit from the assets of FBC or other transactions in which FBC is involved.
Section 3. From time to time the church, in the exercise of its religious, educational, and charitable purposes, may establish various funds to accomplish specific goals. Contributors may suggest uses for their contributions, but all suggestions will be deemed advisory rather than mandatory in nature. All contributions made to specific funds or otherwise designated will remain subject to the exclusive control and discretion of the Senior Pastor and Board of Deacons. No fiduciary obligation will 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 Article II.
Section 4. Indemnification
a. 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, will 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.
b. 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 may be indemnified against expenses, including attorneys' fees, actually and reasonably incurred by him in connection with the action, suit, or proceeding.
c. 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 4 a. of this Article. The determination will be made:
1. By a majority vote of a quorum consisting of the Senior Pastor and Deacons who were not and are not parties to or threatened with the action, suit, or proceeding.
2. 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.
3. By a majority vote of the members present.
d. 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 is not qualified to be indemnified by the church.
e. Extent of Indemnification
The indemnification provided by this Article will 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.
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.
Section 5. Binding Arbitration
a. Submission to Arbitration
Believing that lawsuits between believers are prohibited by Scripture (1 Cor. 6:1-8), all members of this church agree to submit to binding arbitration any matters which cannot otherwise be resolved, and expressly waive any and all rights in law and equity to bringing 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.
b. Notice of Arbitration
In the event of any dispute, claim, question, or disagreement arising out of or relating to these bylaws or any other church matter, the parties will use their best efforts to settle such disputes, claims, questions, or disagreement as befits Christians. To this effect they will consult and negotiate with each other in good faith and, recognizing their mutual interest not to disgrace the name of Christ, seek to reach a just and equitable solution. If they do not reach such solution within a period of sixty (60) days, then upon notice by either party to the other, disputes, claims, questions, or differences will be finally settled by arbitration.
c. Limitation of Arbitration
1. Should any dispute involve matters of church discipline, the arbitrators will be
limited to determining whether the procedures for church discipline as outlined
under Article V Sections 4 and 5, were followed.
2. Should any dispute involve the removal from office of a Pastor or any church
officer, the arbitrators will be limited to determining whether the procedures set
forth in Article V Sections 4 and 5 and Article VI Sections 1 and 2 were followed.
d. Arbitration Procedures
The Procedures for Arbitration have been adopted by the Senior Pastor and the Board of Deacons and kept on file in the church office.