By-Laws of the
Rainbow’s End Emmaus Community, Inc.
Article I. Name
The name of this community shall be “The Rainbow’s End Emmaus Community, Inc.”,
hereinafter referred
to as the Community.
Article II. Objective and Affiliation
2.1 Objective- The Community shall be organized exclusively for religious
purposes within the meaning of
Section 501c(3) of the internal Revenue Code, and its objective shall be to
unite, inspire, challenge and
equip members for Christian action, as Disciples of Christ, in their homes,
churches, places of work
and communities through the Emmaus experience.
2.2 Affiliation-The Community is affiliated with the International Emmaus
Program of Upper Room
Ministries, Nashville, Tennessee.
Article III. Membership
3.1 Qualification- All persons who have completed a weekend experience of the
Walk to Emmaus, Chrysalis,
Cursillo, Journey, and Tres Dias, as sanctioned by the Upper Room Emmaus
Ministries, shall be welcome to be members of the Community.
3.2 Becoming a Member-A person may become a member of the Rainbow’s End Emmaus
Community in
accordance with the Standing Rules.
3.3 Meetings-The Community shall meet regularly, as set for in the Standing
Rules, unless otherwise
ordered by a majority vote of the Board members present in a regular meeting.
Article IV Leadership
The Walk to Emmaus is designed to inspire, equip and challenge church leaders.
For this reason, all members
who are placed in a position of Community leadership are expected to be active
members of a Christian church
as defined by the Upper Room Ministries as follows: “ A church would indicate a
group of people who meet
in a facility with signage in front of the facility indicating they were a
denomination that is looking to grow in
membership. This would be a church that meets on the Sabbath, and has regularly
scheduled worship services
and Sabbath school for all ages. The church is an institution that has
officially been established with an
ordained person who can truthfully sign an application as the pastor.” Leaders
are also expected to be active
members of the Community and of a reunion/accountability group. Leaders are
expected to support and follow
the Emmaus Handbook, the Letter of Agreement and the By-laws, Standing Rules and
Policies and Procedures
of the Community and to fulfill their leadership duties to the Community.
Leaders must demonstrate an ability
to yield to spiritual authority and accept feedback, and be sensitive to people
who have different opinions. An
unwillingness by a leader to fulfill these expectations will constitute
self-withdrawal from leadership. Such
leaders will be counseled and/or can be removed, after prayerful consideration,
by action of a 3/4 majority of the
Elected and Selected Board.
Article V. Board of Directors
5.1 Purpose-The direction of the Community shall be vested in the Board of
Directors, herein in known as
the Board.
5.2 Composition-The board shall consist of twelve (12) elected lay members, 2
selected Assistant Spiritual
Directors (herein known as ASD s), the past CLD and the Rainbow’s End Community
Spiritual
Director, herein known as the CSD. The aforementioned are all voting members of
the Board.
5.3 Terms of Office-
A. All lay Board Members shall be elected by the Community members in three (3)
year terms in three
(3) classes each class having four (4) members. Election shall be determined by
a plurality of votes
actually cast.
B. Lay members of the Board cannot succeed themselves in consecutive terms.
C. Clergy members shall be selected by the Board to serve two (2) year terms in
two (2) classes
D. Terms of office shall begin July 1 and shall terminate June 30.
5.4 Nominations and elections-Board nominations and election procedures shall
abide by the Standing
Rules.
5.5 Officers-Officers shall be the Community Lay Director, herein known as the
CLD, the Assistant
Community Lay Director, herein known as the ACLD, the Financial Officer, and the
Secretary, and in
case of absences, will chair the meetings in this order. The ACLD must be
eligible to serve an additional
year on the Board and serve as the CLD if elected to that post. Officers can
accept responsibility of a
Work Area in addition to an elected position on the Board.
5.6 Election of Officers-Officers shall be elected annually by the Board at the
July meeting for a one-year
term of office effective immediately upon being elected.
5.7 Qualifications-All Board members shall fulfill the qualifications for
Community Leadership as set forth
in Article IV.
5.8 Duties of Officers-All members of the Board shall sign and abide by The
Letter of Agreement with
Upper Room Ministries. All other responsibilities and duties of the officers of
the Board are set forth in
the Standing Rules
5.9 Meetings-The Board shall meet regularly as set forth in the Standing Rules
unless otherwise ordered by
a majority vote of the Board members present in a regular meeting.
5.10 Quorum-A majority of the Elected and Selected Board shall constitute a
quorum. The Board is 16 in
number-12 elected members, 1 Past CLD, 1 CSD and 2 ASD s. A quorum will
therefore be 9. The
CLD shall vote only in the case of a tie.
5.11 Parliamentary Procedure-The Board shall follow standard parliamentary
procedure.
A. The Past CLD is charged with directing such procedure.
B. Any proposal contrary to the Emmaus Handbook, to the Community’s By-laws or
Standing Rules
(excluding proposed amendments), or to a ruling made by the International Emmaus
Program of
Upper Room Ministries shall be considered out of order and shall not be
considered.
5.12 Spiritual Director-The Spiritual Director of the Community shall be
selected by the Board as set forth in
the Standing Rules. The term of office shall begin July 1. The responsibilities
of the Spiritual Director
are set forth in the Standing Rules. The Spiritual Director may be replaced
during the term by ten
(10) affirmative votes of the Board as set forth in the Standing Rules. The CSD
may serve one or two
but not more than two consecutive terms.
5.13 Past Chairperson-The immediate past CLD shall serve on the Board as a
voting member one (1)
additional year or the normal term of panel, whichever is longer.
5.14 Special Meetings-Special meetings of the Board may be called by the CLD
upon his/her own initiative
or when requested in writing by five (5) members of the Board.
5.15 Vacancies on the Board-The Board may elect persons, upon nomination by the
CLD, to fill vacancies
until the next regular election. Such persons are eligible for election by the
Community at the next
regular election.
5.16 Replacement of Board Members and/or Officers-Any Board member or officer
may be replaced during
their term by a majority vote of the Board as set forth in the Standing Rules.
5.17 Meeting Notification-Each Board Member shall be duly notified of all Board
meetings.
Article VI. Board Committees and Liaisons
6.1 Committee Chairs-The Board shall name Board Members to chair the following
Work Areas as needed:
Team Selection, Music, Community Agape Letters, 72 Hour Prayer Vigil,
Reunion/Accountability
Group Support, Community Gathering, and any additional Work Areas established by
the Board. The
Financial Officer may also serve as the Treasurer.
6.2 Liaisons-The Board shall name Board Members to be liaisons to the following
Community Committees
and Ex Officio Board members: Registrar, Treasurer, Communication (Newsletter
and Webmaster),
Trailer Supply and Literature, Database, Candlelight, Outside Servant
Coordinator, Training,
and any additional Community Committees and Ex Officio Board members established
by the Board or
the Community. Liaisons may serve as the Chair of the Committee.
6.3 Duties-The duties of the committee chairs and their committees and liaisons
are set forth in the Standing
Rules and Policies and Procedures.
Article VII Ex Officio Board Members, Community
Committees and Ad Hoc Committees
7.1 Selection-The Board shall select the chairs of the Community Committees and
the Ex Officio Board
Members by a process set forth in the Standing Rules.
7.2 Ex Officio Board Members
A. Members-The Registrar, Treasurer, Newsletter Editor, Webmaster, Outside
Servant Coordinator and
any other community member designated by a majority vote of the Board, a quorum
being present, will
be Ex Officio members of the Board.
B. Registrar-The Registrar will be appointed by the Board for a term of three
(3) years or more, but no
more than five (5) years. The Registrar will report to the Board through the
Registrar Liaison, will
serve at the discretion of the Board and may be removed from the position by a
majority vote of
the Board as set forth in the Standing Rules. The Registrar shall be the chair
of the Community
Registration committee as set forth in the Standing Rules. The Registrar shall
be bonded.
C. Treasurer-When the Financial Officer does not serve as Treasurer, a Treasurer
will be appointed by
the Board for a term of three (3) years or more but no more than five (5) years.
The Treasurer shall
report to the Board through the Financial Officer, will serve at the discretion
of the Board and may
be removed from the position by a majority vote of the Board as set forth in the
Standing Rules.
The financial accounting for the Community and co-signing of checks shall rest
with the Treasurer
and therefore the Treasurer shall be bonded.
D. Communications-The Newsletter Editor will be appointed by the Board for a
term of three (3) years
or more, but no more than five (5) years. The Webmaster shall be appointed by
the Board for an
indeterminate length of service. Neither the Newsletter Editor or the Webmaster
shall make any
postings without prior approval from the Board. The Newsletter Editor and the
Webmaster will
report to the Board through the Communications Liaison, will serve at the
discretion of the Board,
and may be removed from the position by a majority vote of the Board as set
forth in the Standing
Rules.
E. Outside Servant Coordinator-The Outside Coordinator will be appointed by the
Board for a term of
no more than three (3) years. The Outside Coordinator will report to the Board
through the Outside
Liaison, will serve at the discretion of the Board, and may be removed from the
position by a
majority vote of the Board as set forth in the Standing Rules. The Outside
Coordinator will be the
chair of the Outside Servants and may serve as a Board member.
7.3 Community Committees and Trainers
A. Community Committees-Registration, Candlelight, Trailer Supply and
Literature,
Outside Servants, Sponsorship Trainer, Babe Chick Trainer, LD/Board
Representative Trainer,
and Team Selection and any other committees or trainers deemed necessary by the
Board.
B. Chairs and trainers-will be appointed by the Board for a term of no more than
three (3) years. They
will report to the Board through their respective Board liaisons, shall serve at
the discretion of the
Board, and may be removed from the position by a majority vote of the Board as
set forth in the
Standing Rules. They may serve as a Board member.
7.4 Ad Hoc Committees
A. The Board shall appoint Ad Hoc committees as the need arises. The Chair of
said committees shall
be an Ex Officio member of the Board for the duration of the appointment of the
committee.
B. Audit Committee-the Board shall appoint an Audit Committee, each year, from
the membership of
the Community to be responsible for an annual financial audit of the Community
and to insure that
the Community is in compliance with all relevant tax laws and regulations.
Neither the Financial
Officer nor the Treasurer may serve on the Audit Committee.
7.5 Duties-The duties, responsibilities, and terms of Ex Officio Board Members,
Community Committees,
Ad Hoc Committees and Chairs are set forth in the Standing Rules and Policies
and Procedures.
7.6 Ex Officio-The CLD shall be an ex officio member of all committees.
Article VIII. “Walk to Emmaus”
8.1 Guidelines-The Community shall follow the guidelines of the Upper Room Walk
to Emmaus program in
the formation of the three-day (72) hour experience “Walk to Emmaus” or similar
Emmaus
experiences.
8.2 Oversight- The Board of Directors shall have general oversight in all
matters relating to the “Walk to
Emmaus” Community.
8.3 Lay Director-The Board of Directors shall choose a Lay Director for each
Community “Walk to
Emmaus” weekend or similar Emmaus experiences in accordance with the Standing
Rules.
8.4 Spiritual Director- The Community Spiritual Director, with consultation from
the Board of Directors,
shall select the Spiritual Directors for each Community “Walk to Emmaus” or
similar Emmaus
experience.
8.5 Board Representative-The Board shall select a Board Representative for each
Walk to Emmaus or
similar Emmaus experience who must either be a member or a past member of the
Board or have been a
Past Walk LD. The Board Representative must have completed Board Representative
training prior no
more than two years prior to the date of the first team meeting.
8.6 Church membership-Because Emmaus is not intended to make disciples, but
rather to strengthen those
who are already disciples, persons accepted for a Walk are expected to be active
members/participants
of a Christian church as defined by Upper Room Ministries.
Article IX. Amendments to By-laws
9.1 Changes and Additions-Proposed amendments may be presented to the Board by
any member of the
Board or Community one (1) month in advance of consideration by the Board.
9.2 Adoption-Amendments will be approved by a three-fourths (3/4) majority of
the Board with previous
notice. Approved amendments will be circulated to the membership via the
Community Newsletter
or web site. If no objection petition is received, the amendment(s) will become
part of the By-laws.
9.3 Objections
A. Should an amendment fail to be approved by the Board, an objecting petition
signed by at least
twenty-five (25) community members must be received by the CLD within sixty (60)
days of the
Board’s vote. Otherwise, the disapproval will stand.
B. Approved amendments will become part of the By-laws unless an objection
petition, signed by at
least twenty-five Community members, is received by the CLD. Petitions must be
received within
sixty (60) days of the mailing or posting of the Board approved amendment.
C. If an objection petition is received, the amendment(s) will be considered
voided.
D. If the Board then wishes to submit the amendment(s) to the entire Community
for a vote, it may do
so. The re-submission will be posted and/or mailed to the members. A plurality
of votes cast by the
membership at the next Community meeting after the posting/mailing will decide
the matter.
Article X. Standing Rules and Policies and Procedures
10.1 The Board shall adopt Standing Rules to ensure the fair and equitable
interpretation and enforcement of
the By-laws of the Rainbow’s End Emmaus Community.
10.2 The Board shall adopt Policies and Procedures that will be guidelines for
varied aspects of the
Community. They are to be used with discretion, understanding, and management in
the spirit in
which they are written. These Policies and Procedures shall be developed with
the assistance of the
Ex Officio members and the Committee chairs.
10.3 Amendments to the Standing Rules may be made by a two-thirds vote of the
Board without previous
notice or by a majority vote with previous notice. Community objections may be
made with an
objecting petition as delineated in 9.3 of these By-laws.
10.4 Changes in Policies and Procedures may be made as set forth in the Standing
Rules.
Article XI. Net Earnings
No part of the Net Earnings of the Community shall inure to the benefit of, or
be distributable to its members,
trustees, directors, officers or other private persons, except that the
Community shall be authorized and
empowered to pay reasonable compensation for services rendered and to make
payments and distributions in
furtherance of Section 501 (c)(3) purposes. No substantial part of the
activities of the Community shall be the
carrying on of propaganda, or otherwise attempting to influence legislation, and
the Community shall not
participate in, or intervene in (including publishing or distribution of
statements) any political campaign on
behalf of or in opposition to any candidate for public office. Not withstanding
any other provisions of these
articles, the Community shall not carry on any other activities not permitted to
be carried out by a corporation
exempt from Federal income tax under Section (c)(3) of the Internal Revenue Code
(or corresponding section
of any future Federal code).
Article XII. Ratification
These amendments to the By-laws dated July 9, 2005, are hereby ratified in
accordance with Article IX of
these By-laws.
Article XIII. Dissolution
Upon the dissolution of the Community, the Board of Directors shall, after
paying or making provision for the
payment of all of the liabilities of the Community, dispose of all of the assets
of the Community exclusively for
the purposes of the Community in such manner, or to such organizations organized
and operated exclusively for
charitable, educational, religious or scientific purposes as shall at the time
qualify as an exempt organization or
organizations under the Section 501c(3) of the internal Revenue Code of 1986 (or
corresponding provision of
any future United States Internal Revenue law), as the Board of Directors shall
determine. Any such assets not
so disposed of shall be disposed of by the court having such jurisdiction in
Ector County, exclusively for such
purposes or to such organization or organizations, as said court shall
determine, which are organized and
operated exclusively for such purposes.
Dated: July 9, 2005
________________________________________
Russell Kimble, Community Lay Director
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the Standing Rules