Constitution and Bylaws
FIRST CONGREGATIONAL UNITED CHURCH OF CHRIST
DeKalb, Illinois
CONSTITUTION AND BY-LAWS
ARTICLE I. Name
The name of this church will be First Congregational United Church of Christ, DeKalb, Illinois.
ARTICLE II. Object and Mission
This church exists to bind us together as followers of Jesus Christ, to share in the worship of God, and to try to discern God’s will in our lives, individually and collectively, especially as that will is revealed in the life and teachings of Jesus Christ.
Or mission is to embody God’s love for all by living an active faith in service to others.
ARTICLE III. Polity
This church acknowledges Jesus Christ as its head, and finds in the Holy Scriptures, interpreted by the Divine Spirit through reason, faith, and conscience, its guidance in matters of faith and discipline.
The government of this church will be vested in its members, who will exercise the right of control in all its affairs, subject in legal matters to the Articles of Incorporation granted it by the Secretary of State, Springfield, Illinois.
While this church is subservient to no external authority, it is a part of the United Church of Christ and accepts its sacraments and the obligations of mutual counsel, comity, covenant, and cooperation involved in the free fellowship of the United Church of Christ.
ARTICLE IV. Doctrine, Faith, and Covenant
Doctrine. This church recognizes the Bible as a rule of faith and practice, and holds that living in accordance with the teachings of Jesus Christ is the true expression of our fellowship. All members will have the right to follow the Word of God according to the dictates of their own conscience, under the enlightenment of the Holy Spirit.
Faith. This church claims as its own the faith of the historic Church expressed in the ancient creeds and reclaimed in the basic insights of the Protestant Reformers. It affirms the responsibility of the Church in each generation to make this faith its own. We embrace the following as an important and formative expression of our shared faith:
United Church of Christ Statement of Faith
in the Form of a Doxology
We believe in you, O God, Eternal Spirit,
God of our Savior Jesus Christ and our God,
and to your deeds we testify:
You call the worlds into being,
create persons in your own image,
and set before each one the ways of life and death.
You seek in holy love to save all people from aimlessness and sin.
You judge people and nations by your righteous will declared through prophets and apostles.
In Jesus Christ, the man of Nazareth, our crucified and risen Savior,
you have come to us
and shared our common lot,
conquering sin and death
and reconciling the world to yourself.
You bestow upon us your Holy Spirit,
creating and renewing the church of Jesus Christ,
binding in covenant faithful people of all ages, tongues, and races.
You call us into your church
to accept the cost and joy of discipleship,
to be your servants in the service of others,
to proclaim the gospel to all the world,
and resist the powers of evil,
to share in Christ’s baptism and eat at his table,
to join him in his passion and victory.
You promise to all who trust you,
forgiveness of sins and fullness of grace,
courage in the struggle for justice and peace,
your presence in trial and rejoicing,
and eternal life in your realm which has no end.
Blessing and honor, glory and power be unto you. Amen
Covenant. We covenant one with another to seek and respond to the Word and the Will of God and to walk together in the ways of the Lord, made known and to be made known to us. We join together as a covenantal community to celebrate and share our common communion and the reassurance that we are indeed created by God, reconciled in Christ, and empowered by the grace of the Holy Spirit. We welcome all into our faith community as siblings in Christ. We welcome into the full life and ministry of this church people of any race, gender, age, sexual orientation, gender identity, nationality, ethnicity, marital status, economic status, or physical or mental condition.
ARTICLE V. Participation in the Missional Life of the Church
Section 1: Membership.
- A Member is anyone who has been baptized and wishes to confirm their faith by actively joining the church and being listed on our membership rolls.
- Members may join the rolls in any of the following ways:
- confession of faith, baptism, or renewal of baptism in a service of worship conducted by the Pastor;
- letter of transfer from a previous church in which membership was held; 3. letter of intent to join shared with the Pastor and the Ministry Team for Worship and Spiritual Life.
- Members may have both voice and vote on all matters that come before the Congregation in a duly-called Congregational Meeting (see Article VI).
- Members may be elected to serve as officers of the church, to serve on the Cabinet, or to serve on any Committees or Teams defined in the church’s Constitution and Bylaws. E. Members are expected to be faithful in all of the spiritual duties essential to the Christian life, and pledge to:
- pray for the well-being of the church;
- warmly welcome all who visit;
- support the mission, vision, and core values of the Congregation;
- attend worship regularly;
- contribute to the financial support of the mission and ministry of the church; 6. speak their minds freely when needed in determining the spiritual life, mission, and well-being of the church while remaining open to hearing the voices and wisdom of others without judgment or rancor;
- commit to developing their spiritual lives through the guidance of the Pastor and the encouragement of their fellow congregants.
- Any member whose contact information has long been unknown, or who has not communicated with the church or contributed to its support after kindly reminders, or who has not attended worship in two years will be transferred to the inactive list by vote of the Ministry Team for Worship and Spiritual Life and will cease to be reported on the recorded membership rolls of the Church. They also lose the privileges of membership listed above in paragraphs (C) and (D).
- Any person listed as inactive who desires to be restored to active membership can do so by petitioning the Ministry Team for Worship and Spiritual Life. The Team will vote on whether or not to restore membership.
- Membership can be terminated by vote of the Ministry for Worship and Spiritual life either by request of the member, or for any cause, or any action, in violation of our core values or what is commonly understood as Christian behavior toward one another, including any extended period of separation or absence from active participation in the church.
Section 2: Other Forms of Participation.
- Associate Membership: An associate member is one who has multiple residences and therefore is active in another congregation. They are considered for the purposes stated here to have the full rights and privileges of members.
- Friend of the Church: A friend of the church is one who is fully active in the spiritual, worship, and missional life of the church but does not seek to join as a member. They may participate with voice but not vote in the business matters that come before the body in a congregational meeting. They may participate fully in any matters being determined
by consensus in the life of the church. They may serve on a Ministry Team but may not be elected to serve as a Ministry Team Leader. They may be asked by the Cabinet to serve on a Task Force.
- Virtual Member: A virtual member is one who chooses only to participate through our online platforms. Virtual members may be categorized as either a friend of the church, or, if desired, may become a full member with all the rights and privileges that full membership affords. They will be received by vote of the Ministry Team for Worship and Spiritual Life.
ARTICLE VI. The Worship Life of the Congregation
Section 1: Worship.
- A weekly worship service will be held on Sundays at 10 a.m., except when temporarily suspended by vote of the Ministry Team for Worship and Spiritual Life and in consultation with the Called Pastor. The time of the worship hour can only be changed by vote of the members in a duly-called meeting of the Congregation.
- Other services may be held on dates and times set by the Ministry Team for Worship and Spiritual Life in consultation with the Called Pastor. Some of the services that might be considered for this are, but are not limited to, Martin Luther King Day, Ash Wednesday, Maundy Thursday, Good Friday, and Thanksgiving.
- Any guest preacher that occupies the pulpit on any Sunday other than a scheduled vacation Sunday must be invited by the Called Pastor and cleared with and approved by the Leader of the Ministry Team for Worship and Spiritual Life.
Section 2: The Sacraments.
- In keeping with the Reformed Protestant tradition and theology, the church recognizes two sacraments: Baptism and the Lord’s Supper. It is expected that the performance of the sacraments will be conducted by the Called Pastor, although the Called Pastor can appoint another designee to perform the sacraments with the awareness of and approval
by the Team Leader for Worship and Spiritual Life.
- It is the current practice of the Church that the sacrament of the Lord’s Supper will be celebrated on the first Sunday of every month, and at such times as the Called Pastor and Ministry Team for Worship and Spiritual Life may determine.
- The Church believes in and practices open communion. All are welcome at the table we set in worship.
- The sacrament of baptism, whether of adults or of children, will be administered at such times as the Called Pastor may determine.
ARTICLE VII. Meetings of the Congregation
- Congregational Annual Meetings will be scheduled by the Cabinet between Thanksgiving and the second week of December in order to conduct the church’s business. Such business at this Annual Meeting must include, but is not limited to:
- adoption of a budget for the following year;
- review of the current year’s financial records;
- adoption of mission goals for the following year;
- receipt, review, and approval of annual reports of Ministry Teams and standing Committees;
- election of Officers, Ministry Team Leaders, and Standing Committee members. B. A quorum for the transaction of business at all meetings will consist of ten (10) percent of the church membership based on the previous year’s submission to the denomination offices and reported for the official records of the United Church of Christ. The Moderator(s) has(have) discretion to recognize a consensus and to declare actions affirmed without vote if there is a clear sense that the body is ready to proceed without objection. If there is not a clear sense of consensus, a simple majority vote is required to approve any actions put before the body except on any matters requiring a supermajority vote as specified by the Church’s bylaws.
- Proxy voting is permitted at congregational meetings, but only under the condition that the vote is submitted in writing to the Clerk signed by the voting member three (3) days before the meeting is to be held, verified as the vote of the member by the Clerk, and only on votes that have not been amended by voting members at the meeting. If a proxy vote is submitted on a vote that was amended at the meeting, the proxy vote is rendered null and void.
- Special meetings for the transaction of business may be called by the Cabinet, or upon the written request of ten (10) percent of the church membership. The purpose of the meeting must be stated clearly and in writing. The only business that can be conducted at a special meeting is the purpose as stated by the Cabinet when notice is given of the meeting.
- Special meetings require both a ten (10) day notice to the congregation of the date, time, and purpose of the meeting (which notice can be sent by email to the membership) AND one Sunday at which a notice of meeting can be read before worship – such Sunday NOT being the Sunday upon which the meeting is being conducted.
- Items of business involving the purchase, sale, remodeling, or alteration of church property in excess of $10,000 and not specified in the annual budget will require a special
meeting and must be approved by a simple majority of the church members present and voting.
- Those attending by virtual means will be considered ‘present’ for the purposes of these By-Laws, and will be granted voice and vote according to their membership status.
ARTICLE VIII. Called Pastor(s)
Section 1: Search Committee.
- When a vacancy occurs in the pulpit, or a need to call a Pastor is apparent, an ad hoc committee of between five (5) and nine (9) people will be nominated by the Nominating Committee and elected by the church members at a duly-called special congregational meeting. The Search Committee is not the decision-making body, but will do the work necessary to bring a recommendation to the Cabinet for the next Called Pastor.
Duties are:
- meet and select a chair;
- have the chair contact the Conference Office to determine who will be the committee’s primary consultation in the search process. Once that person is identified, set a meeting to review the process and procedures to be completed by the committee in order to secure a called Pastor;
- review the needs of the church and prepare a church profile to be made available to prosective candidates after vetting by the conference consultant;
- evaluate the candidates’ profiles and produce a short list of candidates to be interviewed;
- interview and prayerfully select the final candidate;
- present the committee’s recommendation to the Cabinet for their approval and submission to the full congregation;
- develop and approve the conditions of the call with the candidate, the Cabinet, the Ministry Team for Finance, and with the Association Church and Ministry Committee;
- introduce the candidate to the church at a duly-called special congregational meeting and recommend extending a call to the candidate;
- assist the candidate and the congregation in the transition process.
- When contemplating calling an additional Pastor, a search committee will be elected as in (a) above. They will proceed in like manner but with the cooperation of the existing
Pastor(s) who will be an ex officio member of the committee, excepting that any interim Pastor will not be a member of the committee.
Section 2: Called Pastor(s).
- After the Search Committee has selected a candidate according to the procedures described in Article VIII, Section 1, the Called Pastor(s) will be extended a call by the church for an indefinite period, by a three-fourths majority of the members present and voting at a meeting called for that purpose.
- The Called Pastor(s) will:
- be granted freedom of the pulpit and steward the spiritual welfare of the congregation with the assistance of the Ministry Team for Worship and Spiritual Life;
- have in their care the services of public worship and the administration of the sacraments, and may preside at the general functions of the church;
- supervise all paid staff;
- serve ex officio on the Cabinet, all Ministry Teams, Committees, and Task Forces formed within the fellowship of the church;
- have authorized standing to serve in an on behalf of the United Church of Christ, or acquire standing within one (1) year of beginning ministry with the church. The Installation of a called Pastor cannot take place unless and until full standing has been granted by the Prairie Association.
- The church may choose co- or associate Pastors who will be called in the same manner described in Article VIII, Section 1. The particular titles and duties of the additional pastor(s) will be designated by the Ministry Team for Worship and Spiritual Life with the approval of the congregation and in dialogue with any called minister already serving.
Section 3: Term of Called Pastor(s).
- While the term of any Called Pastor will be indefinite, it may be terminated by mutual agreement by three (3) months’ written notice by the called Pastor(s).
- The term of the Called Pastor may also be terminated by a three-fourths majority of the membership present and voting by written ballot at a special meeting. Such meeting will be duly called for that purpose by the Pastor-Parish Committee after thoughtful and prayerful discussion with the Prairie Association. The terms of separation will be negotiated prior to the vote of the Congregation, but not without consultation with the staff person assigned to consult with the Cabinet by the Illinois Conference Minister.
- In case of loss of ministerial standing on the part of the Called Pastor(s), the relationship will be terminated at once.
Section 4: Interim Pastor.
- When a vacancy occurs in the position of the Called Pastor, the Cabinet will reach out to the Prairie Association to secure a list of available Interim Pastors to hire. B. The Cabinet will interview and secure a signed contract with any Interim Pastor needed during the transition from one Called Pastor to another.
- No interim pastor is to be a candidate for permanent call to the church. This will be written into the contract that will be signed by the Interim Pastor.
- An Interim Pastor will be granted all the rights and responsibilities afforded a Called Pastor.
ARTICLE IX. Governance
Section 1: Governing Body. The governing body of this church will be the congregation assembled in a called meeting.
Section 2: Church Cabinet.
- The Cabinet will function as the Congregation’s elected representatives in between called meetings of the membership with full authority to speak on their behalf, understanding that they will remain fully aligned with its mission and with any decisions it has already made.
- The Cabinet will consist of the Called Pastor ex officio, Co-Moderators, Clerk, Treasurer, and Team Leader for each of the Ministry Teams.
- The Cabinet will meet regularly, no fewer than nine (9) times a year, to consider matters relative to the mission and work of the church, will act for and on behalf of the church, and make recommendations to the congregation for any action.
- The Cabinet will oversee the work of all standing Committees, Ministry Teams, and Task Forces who all report directly to the Cabinet.
- At the request of the Nominating Committee, the Cabinet will fill any vacancies that occur at any time between elections. Anyone appointed by the Cabinet will serve only until the time of the next election, and is eligible to be nominated for the position they were called upon to fill ad interim.
- The Cabinet will appoint its own delegates to any UCC, ecumenical, or interfaith functions at which the church is asked to be represented.
Section 3: Officers.
- Co-Moderators
- Two (2) Co-Moderators will be elected to serve staggered terms of two (2) years. Each will have equal power and authority to lead, and will determine amongst themselves a division of labor based on their respective time, talents, experience, and interests. They must remain inactive in this position for at least one (1) year before being eligible for election to this position or to the Cabinet again. 2. Duties are:
- preside at Called Congregational meetings and at regular Cabinet
meetings;
- facilitate open communication to and from the Called Pastor, and with any employed staff of the Church;
- serve ex officio on any Standing Committee, Ministry Team, or Task Force;
- serve as signatory on any and all legal documents on behalf of the
congregation.
- Clerk
- The Clerk will be elected to serve a three (3) year term on the Cabinet. A Clerk can be reelected once but may not serve more than six (6) years. They must remain inactive at least one (1) full year before being eligible for election to this office or to the Cabinet again.
- Duties are:
- keep all minutes of any called meeting of the Congregation and any meeting of the Cabinet;
- maintain a record of the active membership rolls;
- maintain internal records of church actions such as baptisms, weddings, deaths, transfers, etc.;
- complete the annual report of membership data to be submitted to the Conference and National settings of the denomination;
- produce timely notice of all called congregational meetings of the church well within the deadlines outlined in these bylaws;
- maintain an accurate and current list of all elected members of the cabinet and standing Committees, the years in which they were elected, and the termination of their term.
- Treasurer
- The Treasurer will be elected to serve a three (3) year term on the Cabinet. A Treasurer can be reelected once but may not serve more than six (6) years. They must remain inactive in this office for at least one (1) year before being eligible for election to this office or to the Cabinet again.
- Duties are:
- oversee the financial record keeping of the congregation;
- present a monthly financial report on the budget, bank accounts, and
investment funds to the Cabinet, and present an annual report on all funds to the Congregation;
- communicate and coordinate with the Financial Secretary;
- oversee the writing and maintenance of any and all fiscal policies and procedures, including but not limited to: how money is counted, deposited, and reported; investment strategies; use of restricted and non-restricted
endowed funds;
- ensure that all expenditures are consistent with and within the limits set by the budget;
- communicate with the Called Pastor and the Co-Moderators about the financial health and well-being of the Congregation.
Section 4: Ministry Teams.
- Ministry Teams are formed to undertake the programmatic and missional life of the church. Each Ministry Team is called into being to preserve the missional integrity of the congregation and to further its work and mission in the community.
- Up to but no more than five (5) Ministry Teams can be called to serve by the Congregation at any given time. Each Ministry Team that is formed will continue to function until the Congregation amends the current list.
- The Cabinet will determine entering each new year, and before the Nominating committee submits the slate of nominees to the Congregation for vote, if any of the Ministry Teams need to alter their focus for the good of the Church’s future mission, health, relevance, and vitality. If they discern it is time for any Ministry area to shift focus, they must recommend to the Congregation the change they propose. The Congregation must affirm that by a vote of sixty (60) percent of the members present in a called congregational meeting. If it passes, the change will be effective immediately; and if not, the current roster of Ministry Teams continues.
- The Leader of each Ministry Team will be elected at a duly called congregational meeting, and will serve a term of three (3) years, renewable once. After two (2) terms are served, the Team leader will step down for at least one (1) year and is not eligible to be elected again to that position or to the Cabinet until that year has ended.
- Ministry Teams report to the Cabinet. They are free and independent in that they can make decisions about how to allocate any budgeted funds set aside for them; however, they must report their actions to the Cabinet. The Cabinet has the responsibility to ensure that those actions and decisions align with the mission of the church. If there is disagreement, the vote of the Cabinet prevails over the decision of the Ministry Team.
- Once a Ministry Team Leader is elected, they bear responsibility for carrying out the Ministry of their Team, and reporting their work, action, and decisions to the Cabinet. They can build the team by appointing volunteers to work alongside them.
- Each Ministry Team leader is responsible for publishing an annual report to the Congregation in preparation for their Annual Meeting.
Section 5: Standing Committees. Standing Committees are those committees the congregation deems necessary in order for the operation of the church and its mission to be completed. The Standing Committees are the Finance Committee, the Nominating Committee, and the Pastor Parish Relations Committee.
- Finance Committee
- The members will be elected by the congregation at the annual meeting. Three members will be elected to serve three (3) years in staggered terms. A committee member can serve a second term, but after completion of the second term must wait one (1) year before serving on the committee again.
- A Chair will be elected at the Annual Meeting. The Chair will preside over the Finance Committee and report on their behalf to the Cabinet, on which they will serve with voice and vote. The Chair will be elected to serve a three (3) year term, and can serve a second term, but after completion of the second term must wait one (1) year before serving on the committee again.
- The Finance Committee will account for the financial and business affairs of the church, stewarding its assets for the sake of its mission and protecting and preserving the fiduciary health of the church. This includes the management and oversight of all funds, memorials, trusts, and invested assets. They will review and monitor the church budget and secure means for an external audit to review and present to the Cabinet.
- The Finance Committee will have care and custody of the real and personal property of the church and, when so directed by the Congregation at a duly-called meeting of the church, may mortgage, encumber, sell, and convey such property.
- The Finance Committee reports all actions and decisions to the Cabinet, which maintains oversight of its operations.
- The Finance Committee will prepare a budget to be submitted to the Cabinet the month prior to a vote by the congregation on its annual budget. The Cabinet will receive the proposed budget and reserves the right to amend it before submitting to the congregation for approval.
- The Finance Committee seeks ways to both promote the mission of the church and secure any and all pledges from the membership to support the budget. This includes the organization and execution of any stewardship campaigns deemed needed for the support of the budget.
- Nominating Committee
- The Nominating Committee will be comprised of all outgoing officers, one additional Ministry Team Leader appointed by the Co-Moderators and who will also serve as the Chair, and three at-large members of the congregation elected at the church’s Annual Meeting. The at-large members will serve three year, staggered terms and may only serve one term before stepping down. They must be inactive on the committee for at least one (1) year before being eligible to be elected again to serve on this committee.
- The Nominating Committee serves to identify qualified members who are able and willing to serve in any open positions on the Cabinet.
- The Nominating Committee will meet well in advance of the Church’s Annual Meeting to begin the process of identifying the open positions that need to be filled, and the slate of nominees to be elected to serve those positions.
- The Nominating Committee will submit the slate of nominees to the Cabinet at least one month before the scheduled congregational meeting at which elections will take place.
- The Nominating will submit names to the Cabinet for any position vacated between elections. The Cabinet will vote to receive their nomination for any vacancies.
- Pastor Parish Relations Committee
- The Pastor Parish Relations (PPR) Committee will consist of three (3) members who will serve three (3) year, staggered terms. When a new pastor is called, at least one (1) member of the PPR should be someone who served on the Search Committee that recommended the pastor to the Cabinet as the Called Pastor.
- The purpose of the PPR is to work to ensure a healthy relationship between the pastor and the congregation, and to facilitate open communication between the Called Pastor and the Congregation.
- The PPR will work with the Called Pastor(s) to identify concerns and to develop pathways to openly address those in a healthy manner.
- The PPR will provide a written framework in which conflict can be dealt with by all parties in good faith; and when need be, to petition the Co-Moderators to engage the Association leadership for mediation/support.
Section 6: Financial Secretary.
- The Financial Secretary is a position filled by a member of the Congregation, appointed by the Cabinet, and reporting directly to the Treasurer.
- Duties are:
- collect and count all congregational offerings and personal contributions to the church, and to maintain an orderly record of those contributions;
- ensure that all monies received are deposited in the bank within 48 hours of counting and recording them, and the ensure that until such time as they can be deposited they are kept in a safe and secure location;
- produce a monthly report of all contributions for use by the Finance Committee; 4. make sure that all contributing members receive a timely, annual record of their giving at the close of every year.
ARTICLE X. Finances
Section 1: Offerings. The church will seek support by contributions of individuals and organizations under the leadership of the Finance Committee. All monies received will be authorized for expenditure during the budgetary process at a congregational meeting after a full report has been made.
Section 2: Benevolence. The church will participate in local outreach and mission, and in the ministries and offerings of the wider church.
Section 3: Investments. All endowed and invested funds will be managed by the Finance Committee, reporting directly to the Cabinet. Invested and endowed funds are subject to use governed by distinctions between restricted, Cabinet restricted, and unrestricted.
Section 4: Fiscal Policies. The Finance Committee is responsible for keeping and maintaining policies aligned with current best practices that govern the manner in which we count, deposit, account for, and expend the gifts, assets, investments, endowments, budgeted funds,and financial resources of the congregation. That policy is to be reviewed annually by the Treasurer, who will report to the Cabinet the status of the fiscal policies.
ARTICLE XI. Amendments
This Constitution and By-Laws may be amended by a two-thirds vote of those active members present at any regular or special business meeting of the church, provided that timely written notice and pulpit announcement be given of the proposed amendment(s).
Addenda
- The meetings of this church are open to all and will be conducted in accordance with parliamentary procedure as set forth in the most recent edition of ROBERT’S RULES OF
ORDER. Matters of polity will be governed by accepted United Church of Christ procedure. When neither Co-Moderator is present, the members may select a moderator pro tempore, which will ordinarily be a past moderator.
- The church will be incorporated as a religious not-for-profit corporation in compliance with the laws of the State of Illinois, pertaining to such corporations. The Finance Committee will act in the capacity of agent of this corporation when so formed.
- Upon dissolution of the church, its assets and all property and interests of which it will then be possessed, including any devise, bequest, gift, or grant contained in any will or other instrument, in trust or otherwise, made before or after such dissolution, will be transferred to the Illinois Conference of the United Church of Christ.
- The fiscal year of this church will run from January 1 to December 31 of each calendar year.
- Ex officio members of all Ministry Teams and Standing Committees will have both voice and vote within that body.
- Procedures for proxy voting:
- No later than four (4) weeks preceding any meeting of the congregation the Team Leader of the Ministry Team for Worship and Spiritual Life will file with the Clerk a written list of the active members of the church as of that date, including names and last-known mailing addresses, certifying that it is accurate and complete. The certified list so filed will be the voting list for the meeting. Only those active members shown on the list as of the date of its filing will be eligible for proxy assignment. The voting list will be available for inspection and copying by any active member of the church upon request to the church secretary or the Called Pastor(s).
- No later than three (3) weeks preceding any meeting of the Congregation an email will be sent to all persons on the voting list, containing the agenda for the meeting and all questions(s) to be voted upon, clearly and impartially stated. Included in this email will be procedures for the assignment of proxy to the Clerk.
- Members whose proxy has been assigned will be counted as present at the meeting for purposes of establishing a quorum.