The Permanent Endowment Fund of All Saints Episcopal Church

Revised as of January 23, 2005


III. Selection of the Trustees

A. Number and Selection.
The Trustees of The All Saints Permanent Endowment Fund shall be six (6) in number and selected as follows:

Three members of the Church who are not members of the Vestry shall be elected, by ballot, as Trustees by the members of the Church at their Annual Parish Meeting. At the first Annual Parish Meeting of the members of the Church following the adoption of this Resolution, the members shall elect three Trustees; one to serve until the next Annual Meeting and until his or her successor shall be elected and shall have qualified; one to serve until the second Annual Meeting following his or her election and until his or her successor shall be elected and shall have qualified; and one to serve until the third Annual Meeting following his or her election and until his or her successor shall be elected and shall have qualified. At each Annual Parish Meeting of the members of the Church thereafter, the members shall elect one Trustee to serve until the third Annual Meeting following his or her election and until his or her successor shall be elected and shall have qualified. No person may serve more than two consecutive terms as a Trustee whether elected by the members of the Church or by the Vestry.

Two members of the Vestry of the Church shall be elected as Trustees by the Vestry. At the first meeting of the Vestry after the first Annual Meeting of the members of the Church following the adoption of this Resolution, the Vestry shall elect two Trustees, one to serve until the first meeting of the Vestry after the next Annual Meeting and until his or her successor shall be elected and shall have qualified, and one to serve until the first meeting of the Vestry after the second Annual Meeting following his or her election and until his or her successor shall be elected and shall have qualified. At each first meeting of the Vestry after the Annual Meeting of the members of the Church thereafter, the Vestry shall elect one Trustee to serve until the first meeting of the Vestry after the second Annual Meeting following his or her election and until his or her successor shall be elected and shall have qualified.

The sixth Trustee shall be the Rector of the Church who shall serve ex-officio (without vote).

B. Resignation, Removal, Filling of Vacancies.
Any Trustee, except the Rector of the Church, may at any time resign by written notice mailed or delivered to the Rector. The resignation of a Trustee shall be effective at the time specified therein and, unless otherwise specified therein, the acceptance of a resignation shall not be necessary to make it effective.

A Trustee shall cease to be a Trustee if and when he or she ceases to be a member of All Saints Parish. A Trustee elected by the members of the Church shall cease to be a Trustee if and when he or she is elected to the Vestry. A Trustee elected by the Vestry shall cease to be a Trustee if and when he or she ceases to be a member of the vestry.

Removal by a Trustee of his or her principal residence from Fort Lauderdale, Florida, or vicinity, or failure by a Trustee to attend three consecutive meetings of the Trustees without a reason satisfactory to the Vestry, or a Trustees' conviction of a crime involving moral turpitude, shall, at the discretion of the Vestry, operate as an accepted resignation of such Trustee.

If and when a Trustee elected by the members of the Church dies, resigns or otherwise ceases to be a Trustee, the vacancy shall be filled for the unexpired term by election by the remaining Trustees of a person from among the members of the Church who is not a member of the Vestry. This action by the Trustees shall be subject to Vestry approval.

If and when a Trustee elected by the Vestry dies, resigns or otherwise ceases to be a Trustee, the vacancy shall be filled for the unexpired term by election by the Vestry of a person from among the Vestry.

C. Meetings
1. Organizational Meetings.
The Trustees shall hold an Organization Meeting during the calendar month following the first meeting of the Vestry following each Annual Parish Meeting of the members of the Church; and they shall elect a Chairperson and a Secretary from among their number, and may transact any other business at said Organization Meeting.

2. Trustee Meetings.
The Trustees shall hold meetings during each of the second, third and fourth calendar quarters of each calendar year at such times and places as they shall determine. Other meetings of the Trustees may be called by the Chairman or at the request of two Trustees and held at such times and places as the Chairman shall determine.

3. Quorum.
Five of the Trustees shall constitute a quorum for the transaction of business at any meeting of the Trustees, and a majority vote of those present.shall be required for the taking of any action by the Trustees.

4. Notice.
The Secretary shall give ten (10) days notice to each other Trustee either by mail, telephone or personally of the time and place of each meeting of the Trustees.

5. Minutes.
The Secretary shall make and keep minutes of the meetings, and any other proceedings of the Trustees, and shall mail or deliver copies of all such minutes to the Senior Warden and the Clerk of the Vestry.
D. Expenses.
The Trustees shall serve without compensation; but expenses incurred in connection with their duties, including compensation for services and expenses of attorneys, advisors and agents, when such expenses have been incurred with the prior approval of the Vestry of the Church, shall be paid out of the available income of the Component Funds of The All Saints Permanent Endowment Fund in proportion to the respective amounts of principal of such Fund at the commencement of the calendar year during which such expenses shall have been incurred, or shall be paid out of the available income of any Component Fund on account of which such expenses shall have been incurred.
 

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