[Needless to say, don’t take the legal advice from this book. Consult your own lawyer.]
THE LOCAL CHURCH
THERE ARE TIMES when every lover of the church permits his imagination to paint a picture of the ideal. He envisions a company of people reverently assembled in a sanctuary beautifully and appropriately apportioned. They are being led in worship, edified in the things of the spirit. He sees these same people, inspired by worship. devoting themselves day by day in selfless devotion to their fellows. He sees in the community round about needy individuals of all kinds, persons humbly aware of their needs, turning eagerly to the church for counsel, comfort and help. And the church of his dreams meets their needs. His imagination runs on and on. It is a picture altogether lovely and inspiring.
But one must deal with things as they are, — and they are not ideal. Things of the spirit are interwoven with things earthy: a strange composite of very human beings, variously organized; and mortgages on the property; religious education and the annual budget; building God’s kingdom in the hearts of men and parish records; true meaning of membership in the church and newspaper ads, posters and pulpit announcements. No; this congregation is not “a community of saints”; the music committee is too frequently “the war department”; and the architecture of the church may be atrocious. Apparently very few of the residents are “hungering and thirsting” for that which the church offers. Yet in this situation — exactly as one finds it — that one (just as one it) must do one’s work. Otherwise the church will fail. But the church will prosper if and when these people and these things are dedicated to highest ends.
A Single Unit
THE SMALLEST GROUP of Universalists is the “society”, “parish”, or “church” (there being no fixed line of distinction between these names used generally to describe the local group).
A local parish is The Universalist Church finding expression taking form in a given locality. It is
not an independent body; nor is it merely a part or segment of the Church as a whole. It is the whole of The Universalist Church coming to focus within a particular group of Universalists at a particular place. These people at this place are The Universalist Church.
To fulfill its objectives the parish organizes itself, a necessary step if maximum efficiency and effectiveness are to be attained. Our first organized “society” was that at Gloucester, Massachusetts. The same year that the broken-hearted and persecuted young English clergyman, John Murray, landed at Good Luck on the Jersey coast, another Englishman brought to Gloucester a copy of a book (“Union”) by James Relly. The man in New Jersey and the man in Massachusetts were both at work. A company of people gathered around this book and were made “Rellyans” before they ever heard of Murray. Then, when they did hear of him, they prepared to receive him. He went to Gloucester and organized the first Universalist parish in America. This was in 1773. There followed organizations at Oxford, Boston and elsewhere, until in 1800 there were about thirty-five societies scattered from Pennsylvania to Maine and extending west into New York State.
Most of these “societies” were simply occasional gatherings to hear some preacher who chanced along. Meetings were held in groves, schoolhouses, barns and halls. Some meetinghouses were built, opened when the preacher came, then closed until he came again. A full-time resident ministry was rare indeed, and there was no notion of a program beyond a preaching ministry. Many of these came and went like dew before the sun. Think of what might have happened had those early preachers and lay-leaders harnessed the potentials organizationally. In any event, scores of what appear to us now in old yearbooks as having been churches were nothing other than sporatic gatherings, and not at all churches as understand them today.
Many of our churches have had a system of dual organization, happily, this situation is being altered. The arrangement is merely a survival of church practice in early New England, a carry-over from the days when Church and State were one. In those days the parish as a religious organization was the same as the town’s political organization. So, some Universalist church still
have this dual arrangement, with one body, consisting of church members only (defined as “the church”), and another body, consisting of those who comprise “the church”, plus attendants at services, plus those who contribute financially (defined as “the parish”). Each functions independently of the other, the one attending to “spiritual matters”, the other to “administrative affairs”. Such a system is both confusing and inefficient. It has little reason or logic in its favor. And, in the highest sense, it is not churchly. Church is the all-important factor. “Society” (the name commonly used prior to 1870), or “parish”, has little place in the long view of the historic Christian church. The old “General Convention” has now become The Universalist Church of America. In like manner, let the old “society” or “parish” become the church. There is need for but a single organization.
EVERY CHURCH should be legally incorporated under laws of the state in which it is located. Unless it is so incorporated, it has no legal standing (except in a very few states), may not hold title to real property, enter into contractual relations, or bring suit in court. Its business may be transacted only through trustees who have completely in their control the legal management. Obviously this procedure is not in keeping with the democratic process characteristic of Universalist churches.
Advantages of incorporation are two-fold: (1) definiteness of title to property, real or personal; and (2) avoidance of risk of unintended legal liability on the part of particular persons. Incorporating is a simple matter, although in all cases it is desirable to have the services of an able attorney. Laws vary by states, it impractical to prescribe specific rules of procedure. The type to be sought is that generally known as “membership corporation.” Following appropriate official action at and by a called meeting of the parish, application is filed with the proper state authorities, who authorize the incorporation either by special charter or the general statutes of the state.
When a church has been incorporated, it is a legal entity, a legal “person”. Its basic law is its charter or its articles of incorporation. It now has full authority to transact all its legal business in its own name. But as a corporation is a legal organization and must act strictly in accordance with law, it is vitally important that conditions of membership be clearly defined, and that an accurate list of members be available at all times. Otherwise it may be difficult to determine who is legally entitled to vote.
Problem: A church adopts a new constitution which is contrary to the Laws of Fellowship, Government and Discipline of The Universalist Church of America. What will happen?
Answer: All Universalist churches are subject to the ecclesiastical authority of The Universalist Church of America. It should amend to conform. If it refuses to do so, it may be dropped from Fellowship.
Problem: In an unincorporated church a trustee dies. May the parish proceed to elect his successor?
Answer: It might be arranged, but there is the possibility of encountering real difficulties. If the trustees held office under a proper trust instrument, they could select a successor.
Problem: An unincorporated church has had personal trustees appointed and they hold title to a piece of property given the church. The church votes to sell this property, but the trustees for reasons of their own refuse to sell. Can they be forced to do so? If not, is there anything the church may do?
Answer: Trustees might, in the long run, be forced to follow the guidance of the unincorporated church in selling the property, certainly it would be most cumbersome.
ALMOST EVERY CHURCH has property, at least a building in which to worship. It may possess a parish house, a parsonage, a home for the sexton, a cemetery, a summer camp, an apartment building, a business block, a farm, bonds, stocks, mortgages, equipment. This property, whatever it may be, requires of its owner careful management.
To a church, property is not so much material substance. It a a material possession the use of which should be dedicated to spiritual ends. Church property, therefor, takes upon itself spiritual signifcance. It becomes a contributing factor (just as do minister, choir and youth group) to the furtherance of worship, study, fellowship and work for others. Its proper administration becomes a spiritual trust.
NEVERTHELESS, property is so much material substance and falls under regulation by the state. It is important that people of the dumb understand how the state views property and what the state’s requirements are concerning it.
The church “owns” its property, has title to it. Therefore, all documents pertaining to the corporation and its properties: charter, constitution, deeds, leases, mortgages, papers, notes, liens, membership records, should be kept at all times in a safe place. They should be in the custody of persons duly authorized by and responsible to the church, and always be made available when needed. Should papers be lost, they should be replaced promptly. If anything is not clear, the matter should be investigated, perhaps by an attorney. Too great care cannot be exercised, as many a congregation has learned through sad and costly experience.
SEE TO IT that title to the property of your church is in the name of Universalist Church of America.
The General Assembly and State Conventions have frequently adopted resolutions urging that in all cases parishes deed their to properties to The Universalist Church of America, or to their respective State Conventions. A great many of our churches have done this; and have been wise in so doing, for by taking such a step they have received guarantee that their churches will always be UNIVERSALIST churches.
The characher of a community may change. Its population so decreases that our people are no longer resident in sufficient numbers to to support services. For a time, the property stands vacant, runs down. It may be rented to some orthodox group. Interest among our own people lags. The tenant buys the property, — a property which at one time was erected and, maintained by the sacrifice of good Universalists. Their investment was in UNIVERSALISM! The income from sale
should go, therefore, toward the furtherance of UNIVERSALISM elsewhere. In many cases, it has not. Mortgages and debts have been incurred, resulting in foreclosure and loss of property. But it will be so dedicated if local Universalists have been (sufficiently foresighted to deed the property to the parent organization.
It has actually happened that enough non-Universalists have become voting members of our parishes to constitute a majority and voted title of properties to other denominations. Under our congregational form of government, this is a serious hazard, — one which should be immediately guarded against by transfer of title to the parent organization.
“Yes,” you may say, “such things may happen elsewhere, but never in my church.” No? Don’t be too sure. The process can be slow, so slow that the change is not discernible. People in those places where our churches have been lost once felt just as you feel now. But they were wrong and the state of Universalism is today is poorer.
Problem: We don’t wish to deed what belongs to us to an “outside” organization. It is ours, and we propose to keep it.
Answer: The Universalist Church of America is not an outside organization. It is your church. Its interests are your interests. Your interests are its interests. Your property will still be your property. It can go to the denomination only if and when the conditions under the trust deed have been violated. If you maintain the property as a Universalist church, it will remain forever yours. If you fail to keep it Universalist in character, The Universalist Church of America may take steps to see that it is so preserved. This is the guarantee you desire. This is as it should be.
Problem: If our church disbands, can the property be sold and the proceeds divided among the members?
Answer: No. Church property is charged with what is known as a religious or charitable trust. The court will prevent such disposition as you suggest. On the other hand, the court may not prevent the proceeds from going to non-Universalist pur poses. But
you can. Without delay, deed your property to the parent organization.
Problem: What steps should be taken in order to deed our church to The Universalist Church of America?
Answer: Call a legal meeting of the parish, inserting in the call this article: “To see what action the church will take with reference to conveying its property to The Universalist Church of America, a New York corporation, the national body of the Universalist denomination, provided said corporation. will deed the same property to this church upon the following conditions —
“If this church shall not maintain preaching in the church building now standing or which hereafter may be erected on the premises by a clergyman holding Universalist Fellowship for the period of any two consecutive years or shall not itself continue in such Fellowship for a like period of time, the premises with all the improvements thereon shall revert to The Universalist Church of America to be held by that corporation in trust for the following purposes —
“First — to manage, sell, lease or otherwise dispose of said property at the discretion of the Board of Trustees of that corporation.
“Second — to apply any net income received from said property or from the proceeds of the sale thereof to the general missionary purposes of said corporation.
“Third — to apply the principal sum received from the sale of the property to the building of the Universalist church in the city of (insert here the name of the city or town in which the church is situated) or in some other suitable place when in the judgment of the Board of Trustees of said corporation it shall be deemed advisable so to do.
“At the parish meeting secure passage of the following vote: “That the treasurer of the Universalist parish of (insert here name of church and where located) is hereby authorized to sign, seal, acknowledge and deliver a deed in proper form to The Universalist Church of America of the real property of the (insert here name of church and where located) provided said corporation will redeed the same property to the local church upon the conditions stated in the call for this meeting.”
Counsel for The Universalist Church offers the following advice:
“The conveyance from the local church will be the usual quitclaim form running from the parish to The Universalist Church of America. The deed should describe The Universalist Church of America as being a corporation duly organized under the laws of the State of New York with an usual place of business in Boston in the County of Suffolk and Commonwealth of Massachusetts. Whether the deed should be signed by the president or the treasurer or by both, should be determined in accordance with the custom in the particular state in which the local church exists. Likewise, the kind of deed to be given, whether quitclaim or warranty, should be determined by local practice. It is always advisable for the church to act under the guidance of its local attorney as the laws concerning conveyance of real estate differ greatly in the various states. The deed should be properly acknowledged and duly recorded in the local Registry of Deeds. The deed should state that the consideration of the same is less than one hundred dollars in order to make unnecessary the attachment of revenue stamps.
“The Universalist Church of America by its Board of Trustees will then authorize its treasurer and its secretary to redeed the property to the local church with the conditions above stated placed in the deed.”
“It should be understood that The Universalist Church of America does not contemplate supervision of the church property conveyed to it in this manner. Supervision takes place if and when the local church ceases to function.â€
MODEL SET OF BY-LAWS
THE FUNCTION OF BY-LAWS is merely to outline an organization and to fix the powers and duties of officers. The purpose of by-laws is not to regulate routine matters.
As a guide to new churches drawing up their first set of by-laws, and as a suggestion to long established churches where changes are needed, the following may be of help as a model.
ARTICLE I: Name and Definition
The name of this organization shall be the Universalist Church of . . . . . . .
Wherever the word “church” is used in these by-laws it shall signify the legal organization of the religious society as herein established, and the phrase “a vote of the church” or any similar phrase shall mean a vote of the members comprising the society present at any duly called meeting.
Wherever the word “board” is used in these by-laws it shall signify the Board of Trustees (or Board of Management) as created in Article V, and the phrase “a vote of the Board” or any similar phrase shall mean a vote of the members of the Board of Trustees present at any duly called meeting.
ARTICLE II: Allegiance
This church acknowledges the ecclesiastical authority of The Universalist Church of America and the jurisdiction of the . . . (state) . . . Universalist Convention and regards itself as pledged to co-operate in such measures for fostering work of the Universalist denomination as these parent bodies may prescribe.
ARTICLE III: Membership Section
Section 1. Any person who accepts the essential principles of the Universalist faith as set forth by The Universalist Church of America, upon written* application may become a member of this church by being elected by a vote of the church and shall be received into membership formally in such manner as the Board of Trustees or the church may prescribe.
Section 2. All persons who, at the time of the adoption of these by-laws, are members in good standing of either the . . . (church) . . . or the . . . (society) . . . shall automatically become members of the church under these by-laws; except that, all persons who, at the time of the adoption of these by-laws, are members in standing of the . . . (society) . . ., who, for ecclesiastical reasons do not desire full membership in this church, shall have the designation of special memberrs with the power of voting on all matters except the admission of new members and shall be eligible to hold any elective or appointive office.
Section 3. Members of the church twenty-one (21) years of age or over shall have the power of voting on all matters and shall be eligible to hold any elective and appointive office. Any member of the church under twenty-one (21) years of age shall have the right of voice at any meeting.
Section 4. Any member may dissolve his membership with this church by filing with the Clerk (or Secretary, or Registrar) a written resignation.
ARTICLE IV: Officers
Section 1. The officers of this church shall be a Moderator (or President), a Clerk (or Secretary), a Treasurer, a Registrar (if desired), a Collector (if desired), and six (6) Trustees (or Directors).
Section 2. The Moderator, Clerk and Treasurer shall be elected annually at the annual meeting of the church. The Registrar and the Collector shall be appointed annually by the Board of Trustees.
Section 3. At the first annual meeting of the church held under these by-laws six (6) Trustees shall be elected as follows: two (2) for a term of one (1) year; two (2) for a term of two (2) years; and two (2) for a term of three (3) years; thereafter, annually, two (2) Trustees shall be elected for a term of three (3) years.
Section 4. A person who has served for six (6) consecutive years as Moderator shall not be eligible for re-election or for election as a Trustee until the expiration of one (1) year. A person who has served two (2) consecutive terms of three (3) years as a Trustee shall not be eligible for re-election or for election as Moderator until the expiration of one (1) year.
Section 5. Vacancies in any office, election to which is vested in the church, may be filled by the Board of Trustees until the next annual meeting when the church shall fill the vacancy.
ARTICLE V: Administration Section 1. The affairs of this church shall be administered by the Board of Trustees consisting of the Moderator, the Clerk, the Treasurer, and six (6) Trustees. This Board shall have general charge of the administration of the church and the care of all its properties.* The policies and activities of all affiliated organizations shall be subject to its control. Between meetings of the church it shall have the powers of the church itself except such as are specifically reserved by law or by these by-laws; provided, however, that the Board of Trustees shall not authorize the conveyance or mortgaging of the real estate belonging to the church, or enter into a contract or obligation involving expenditure of an amount in excess of two hundred dollars ($200), without a vote of the church approving the same. The title to all properties owned by the church shall be vested in the church and shall be under the control of the Board. The Board shall have authority to employ and to dismiss any and all employees of the church except the minister, in which case the provisions of Article VIII shall apply.
- UCA committee employs services of able investment counsel, administers upwards of a hundred funds for the benefit of local churches.
Section 2. Not more than two (2) weeks after the annual meeting of the church the Clerk shall call a meeting of the newly elected Board of Trustees. From their members the Board shall elect a Chairman who shall be its presiding officer. All Trustees elected at the previous annual meeting shall qualify for office at this first meeting of the Board. Meetings of the Board shall be held regularly each month, except in July and August.
Section 3. Special meetings of the Board may be called by the Chairman or by any three (3) members upon two (2) days notice mailed to each member of the Board. Notice of such special meetings shall state the business to be transacted.
Section 4. five (5) members of the Board shall constitute a quorum.
Section 5. The Moderator shall preside at all meetings of the Church. In his absence the Clerk shall call the meeting to order and shall preside in the choice of a Moderator pro-tem.
Section 6. The Clerk shall give notice of all meetings of the Church and shall keep an accurate record of the proceedings of all meetings of the church and of the Board of Trustees. He shall notify all officers of their election. He shall have custody of all books, papers and records of the church and shall perform all other duties that may be required of him.
Section 7. The Treasurer shall have custody of all funds of the church except such as have been placed in custody of special trustees; he shall keep an accurate record of all receipts and disbursements and bills payable, and shall pay such bills as have been approved by the Board. He shall render financial statements to the church at each annual meeting and to the church and the Board at such other times as may be requested. He shall deposit money in the name of the church and in such banks as the board may direct. He shall have custody of all insurance policies and all evidences of property belonging to the church. He shall give bond with surety or sureties as may be required of him by the Board. His accounts shall be audited at least once a year under the direction of a public accountant.
Section 8. The Collector shall receive such money for the church as the Board may designate. He shall keep an accurate account of the same and shall turn over to the Treasurer all moneys received. He shall keep an accurate record of all pledges made to the support of the church and shall give proper credit for all payments made on pledges. His accounts shall be audited at least once a year under the direction of a public accountant. He shall make an annual report to the church and such other reports to the church and the Board as may be requested. He shall give a bond with such surety or sureties as the Board may require.
Section 9. The Registrar shall keep a record of all members of the church with the dates of their admission, withdrawal, or decease. He shall keep a record of all christenings, and such other information concerning the members of the church and the religious ceremonies of the church of the Board may require.
Section 10. The Clerk, the Trustees, the Treasurer, and the Collector, shall be sworn to faithful performance of the duties of their several offices.
ARTICLE VI: Meetings
Section 1. The annual meeting of the church for the election of officers and the transaction of business shall be held on the . . . in . . . at such time and place as the Board of Trustees shall designate. Special meetings shall be called by the Clerk at the request of the Board of Trustees or upon written request of at least . . . members of the church and shall be for such purposes only as may be specified in the notice calling the meeting.
Section 2. Church members whose addresses have long been unknown or who for a period of two (2) years have not commmicated with the church or contributed to its support, may by vote of of the Board of Trustees be transferred to the inactive or retired list. From the date of such transfer such persons shall cease to be reported on the active membership roll. If after the expiration of a year their addresses are still unknown, or they are unwilling to renew their active connection with the church, their names may be finally dropped from the roll by a further vote of the Board of Trustees.
Section 3. Notice of all meetings of the church shall be sent by the Clerk to each active member of the church on record at least ten (10) days before time of the meeting.
ARTICLE VII: Quorum
. . . members qualified to vote shall constitute a quorum at any business meeting of the church. A lesser number than a quorum may adjourn the meeting.
ARTICLE VIII: The Minister
Section 1. The minister shall be responsible to the church and to the Board of Trustees for the effective performance of his work. He shall render such reports as the Board may require of him. He shall be chosen and his salary determined by a vote of the church and a vote of the church shall be necessary for his dismissal. These matters, however, may be delegated to the Board by a two-third (2/3) vote of the church. In case of vacancy the shall have power to provide temporarily for ministerial services.
Section 2. When the minister is engaged for an indefinite period time the relationship shall continue until at least two (2) after either of the contracting parties has given notice in writing of the desire to discontinue the relationship unless both parties shall agree otherwise.
Section 3. No person shall be called or continue as minister of this church unless he is in the Fellowship of The Universalist Church of America.
ARTICLE IX: Religious Services
The minister with the approval of the Board of Trustees and with the assistance of such committees as may be provided, shall establish and maintain such religious services, ceremonies, and observances as may be deemed appropriate.
ARTICLE X: Committee
Section 1. The following committees shall be appointed annualiy by the Board:
- On Education, which shall have general supervision of the educational work of the church;
- On House and Property, which shall have charge of all buildings and properties owned and used by the church;
- On finance, which shall have charge of raising money for the maintenance of the church;
- On Hospitality, which shall see that the hospitality of the church is extended to all who attend its functions and, insofar as possible, to families in the community
- On Religious Services, which shall co-operate with the minister in all matters pertaining to the maintenance of the religious services of the church;
- On Social Relations, which shall recommend to the church methods by which its religious faith may be pressed in action in community, nation, and world;
- On Publicity, which shall have chage of promoting and publicizing the work of the church;
- On Music, which shall have charge of the music provided for the religious services of the church;
- On Outreach, which shall co-operate with the minister in giving aid to the sick, shut-in, and needy members of the church and community;
- On Gifts and Memorials, which shall keep a record of all gifts and memorials given to the church and shall suggest new gifts and possible memorials which would be acceptable.
Section 2. The following committees appointed by the Board shall report to the annual meeting:
On Nominations, which shall present at least one nomination for each office to be filled by election at the annual meeting. The report of this committee shall be posted in the church at least two (2) weeks prior to the annual meeting.
On Audit, which shall supervise auditing the accounts of the Treasurer and the Collector at least once a year and shall report to the annual meeting.
A chairman shall be named for each committee. Specific duties for each of the standing committees shall be outlined by the Board. The chairmen of all standing committees shall be invited to attend all regular meetings of the Board.
Special committees may be appointed at any time by the church or by the Board of Trustees.
ARTICLE XI: Records and Acts
Upon the adoption of these by-laws the records and acts of the ……………….. shall become a part of the records and acts of this organization.
ARTICLE: XII: Dissolution
In case of the dissolution of this church all its property, real and personal subject to all just and legal claims upon it, shall vest in The Universalist Church of America to be held in trust for the benefit of a future Universalist church in this vicinity or for the furthering of Universalism in some other way.
ARTICLE: XII: Amendment
These by-laws may be amended by a two-thirds (2/3) votee at any meeting of the church provided the proposed amendment has been included in the notice calling the meeting except that Articles II and XII may be amended only by a four-fifths (4/5) vote.