Revised and Approved by the ASEC Vestry~ July 10, 2012
ARTICLE I: Annual Parish Meeting
A. Business of Annual Meeting
B. Qualifications of Electors Entitled to Voice & Vote
ARTICLE III: Vestry of the Parish
A. Election & Membership of the Vestry
B. Meetings of the Vestry
C. Duties of the Vestry
ARTICLE V: Duties of Rector, Assistant Clergy, Wardens, and Parish Officers
B. Assistant Clergy and Associate Priest
C. Senior Warden
D. Junior Warden
E. Clerk of the Vestry
G. Assistant Treasurer
There shall be an Annual Meeting of the Parish. This meeting shall be held each year on a date and at a time fixed by the Vestry. Written notice of the meeting shall be sent to all Parishioners of record at least fifteen ( 15) days prior to the date of the meeting.
A. Business of the Annual Meeting
The business of the Annual Meeting shall be to present the Annual Report of the Parish, to review the Annual Budget for the coming year, to report on the All Saints Permanent Endowment Fund, to elect Vestry members, to elect Permanent Endowment Fund Trustees, to elect delegates to the Diocesan Convention, and to take care of any other matters properly presented for action.
B. Qualifications of Electors Entitled to Voice and Vote
I. Communicant members of the Parish who are at least sixteen (16) years of age.
2. Pledging members of record to the Parish or members who have made stated contributions of record to the Parish.
3. Parishioners who are regular in their attendance at services.
In preparation for the election of Vestry members, Trustees of the Permanent Endowment Fund, and delegates to the Diocesan Convention, a slate of candidates shall be sent to the Parishioners of record with the meeting notification. Nominations for this slate may be submitted to the Nominating Committee prior to the second week in December. Qualified Electors may also make nominations from the floor of the meeting.
A quorum shall constitute a majority of those qualified Electors present and voting. Monitors and counters for the balloting process shall be selected by the Executive Committee of the Vestry. No person may cast the ballot of an Elector who is not present. Balloting shall only be done at the Annual Meeting.
Balloting shall continue until the necessary number of vacancies are filled by majority vote. Announcement of the newly elected Vestry members, delegates to the Diocesan Convention, and Trustees of the Permanent Endowment Fund shall be made prior to the adjournment of the Annual Meeting.
The Rector, or in his absence, the Senior Warden, or at the request of two (2) Vestry members may call a "Special" Parish Meeting. The business to be discussed, the time, the place and the purpose of the "Special" Parish Meeting shall be given in writing to all Parishioners of record at least fifteen (15) days prior to the date of such special meeting.
Any actions needing a vote shall require an approval by majority vote. The quorum shall consist of a majority of those Qualified Electors present. No person may cast the ballot of an Elector who is not present.
ARTICLE III: Vestry of the Parish
The Vestry is the authoritative body of the Parish (Congregation) and is subject only to the Diocesan and National Church Canons. In addition to the duties assigned to it under Canon XIV of the Constitution and Canons of the National Church, the Vestry shall be responsible for determining the policies and goals of the Congregation and is to communicate with the Congregation about the goals, concerns and functioning of the Church in the modern world.
A. Election and Membership of the Vestry
1. The Rector is a member of the Vestry and presides over its meetings, unless the Rector requests a Warden (or the Bishop) to preside. The Rector has voice and vote.
2. The Vestry shall consist of twelve (12) members, in addition to the Rector, who are duly elected by the qualified Electors of the Parish by ballot at the Annual Meeting. Terms of office shall be for three (3) years. The term of at least one- third (I/3) of the members of the Vestry shall expire each year. No member of the Vestry who has served a full term shall be eligible for re-election until at least one (1) year shall have elapsed since his/her last previous service. Vestry members shall continue in office until their successors are elected and qualified. Vacancies shall be filled as follows:
(a) if less than six (6) months term of office remains, there shall be no replacement;
(b) if more than six ( 6) months term of office remains, a successor will be elected by the Parish to serve the balance of the term of the vacated position. However, in the event it is not practical to have a special meeting, then the Rector, with the consent of the Vestry may appoint interim Vestry members to serve until the next regular annual meeting of the Parish at which time successors will be elected.
3. Qualification for Vestry Candidates: Any member of the Parish who is a Qualified Elector shall be qualified to serve on the Vestry.
B. Meetings of the Vestry
1. There shall be a monthly meeting of the Vestry. Any change from the customary date of a meeting shall be made at least two (2) weeks in advance of the meeting and with the knowledge of the full Vestry.
2. It may be necessary from time to time to schedule a "Special" Vestry Meeting. The entire Vestry shall be notified in advance of the time, place, and purpose of the "Special" Meeting. The Rector, Senior Warden (in the Rector's absence) or two Vestry members may request a "Special" Meeting.
3. Additionally, a Vestry member may choose to attend a Vestry meeting via Tele/Video Conference, not more than two times per year, and with permission of the Senior Warden.
4. Vestry members are required to attend all meetings. When a Vestry member is unable to attend a meeting, notification should be given to the Rector or the Senior Warden prior to the meeting. Absence from three successive meetings and/or four meetings annually shall be considered as vacating his/her office, except when such absences have been excused by the Vestry at the time the absence occurs.
C. Duties of the Vestry
The Vestry shall perform the following duties:
1. Take charge of the property of the Church.
2. Keep the property of the Church fully insured (i.e., to carry liability, fire, theft and vandalism insurance). Compliance with this shall be reported in the Annual Parish Report.
3. Be responsible for all financial matters of the Church. This shall be accomplished in accordance with "A Manual of Accounting Principles and Reporting Practices for Parishes and Missions", as revised from time to time, as a guideline for Vestry members and other Church financial officers:
(a) prepare a yearly budget;
(b) file an annual tax exemption form;
(c) maintain adequate accounting records in conformity with forms prepared by the Diocesan Treasurer to record all funds received and expended;
(d) see that an annual audit is conducted and reported, as required by Canon XX, Section 2;
(e) see that adequate stewardship education is undertaken in the Congregation and that a regular every-member canvass is conducted;
(f) oversee a Permanent Endowment Fund, whose purpose, governance and operational procedures are defined in a separate document.
4. Regulate all the Congregation's temporal affairs.
5. Elect and, with the approval of the Bishop, call a Rector and provide for the Rector's maintenance.
6. Act as helpers to the Rector in whatever is appropriate to lay persons for the furtherance of the welfare of the Parish.
7. Approve assisting clergy for the Church, at the request of the Rector.
8. Maintain a full record of minutes of meetings.
9. Authorize all purchases made in the name of the Church.
10. Oversee the maintenance of parochial records of the Parish.
Treasurer, (assistant Treasurer in the absence of Treasurer)
Senior Vestry Members (3rd year)
Clerk of the Vestry (non-voting)
B. This Committee shall perform the following duties and such other duties as may be from time to time assigned to it:
1. Review and set monthly Vestry meeting agenda.
2. Review the Parish's monthly financial statements prior to the Vestry meeting.
3. Consider and/or review pending financial or legal matters to be brought before the Vestry.
4. Function as the decision-making body when necessary between Vestry meetings.
C. The Clerk of the Vestry, or his/her designated substitute, shall record and maintain minutes of the Executive Committee meetings.
The Rector shall function under the guidance and direction of the Bishop, shall be subject to him in all matters pertaining to the National and Diocesan Canons and shall officiate under license from the Bishop. The Rector shall be called by the Vestry of the Congregation with the approval of the Bishop. Duties and Functions of the Rector:
1. Responsible for all things affecting the spiritual interests of the Congregation and shall have full charge of all worship in the Church and spiritual direction of the Congregation including the following:
(a) ensure that children, youth and adults in the congregation receive instruction in Holy Scriptures, an outline of the Faith, and in the doctrine, discipline and worship of this church and exercise of their ministry as baptized persons,
(b) instruct all persons in their charge concerning Christian Stewardship;
(c) prepare persons for Baptism;
(d) prepare persons for Confirmation, Reception and the Reaffirmation of Baptismal Vows, and be ready to present them to the Bishop;
(e) announce to the Congregation the Bishop's intention to visit the Parish, at which time the Bishop will receive information on the spiritual and temporal state of the Congregation;
(f) maintain a Clergy Benevolence Fund to be applied to such uses as shall be needed using the guidelines and Canons as set forth and published by the National Church and the Diocese of Southeast Florida;
(g) read (or see that copies are distributed) the pastoral letters from the Bishop at the Sunday services not later than thirty days after receipt of the same;
(h) record, or oversee the recording, in the appropriate Parish Registers all baptisms, confirmations, marriages and burials and see that the officiating clergy has signed the entries;
(i) maintain Parish Register including those persons in (h), all those persons transferred into or out of the Parish so an appropriate count of Parishioners is kept.
2. Responsible for and control of all church schools and other organizations connected with the Parish Congregation.
3. Is entitled to the use and control of the Church and Parish buildings with the appurtenances and furniture thereof.
4. Is a member of the Vestry and presides over its meetings unless the Rector requests a warden to do so. The Rector has voice and vote.
5. May appoint fit persons to perform, under his supervision and direction, such duties relative to the service and decoration of the Church as may properly be done by lay persons.
6. Such other duties and functions as shall be determined by the Vestry, from time to time, and at the consent of the Rector.
7. When a Rector is called, be entitled to receive a letter of intent which shall enumerate:
(a) appropriate compensation, monetary and otherwise,
(b) the major areas of concentration which the Vestry and Congregation envision as basic to the called Rector's ongoing Ministry at the Parish.
B. Assistant Clergy and Associate Priest
Assistant Clergy and Associate Priest shall be selected by the Rector subject to approval by the Diocesan Bishop and by the Vestry of the Parish. Such persons shall serve under the authority and direction of the Rector, or in the absence of the Rector, the Senior Warden.
C. Senior Warden
The Rector's Warden is appointed by the Rector, is a member of the Vestry, and shaII perform the following duties:
1. Share privately with the Rector insights, concerns and issues which may face the Congregation.
2. Interpret the Rector's role and expectations to the people.
3. Act as consultant and advisor to the Rector.
4. In the absence of the Rector, is responsible for presiding at Vestry meetings and to see that a supply priest is present for services.
5. Make certain that a Parish register of all Baptisms, Confirmations, Marriages, and Burials, as well as a listing of Communicants, is maintained. It is suggested that the Vestry inspect these books quarterly.
6. Provide a proper book in which the Clergy, or one of the Wardens, shall record all services held in the Parish, which record shall show the date, time, place, and kind of service held, the number of persons present and, if the service be that of Holy Communion, the number making their Communion.
7. Prior to early February of each year, it is the Senior Warden's responsibility to see that the Annual Parish Report is submitted to the Diocesan Treasurer on forms supplied by the National Church and distributed by the Diocesan Treasurer.
8. See that a Key Personnel Sheet (including Vestry and other key personnel of the Parish) is sent to the Diocesan office by the 1st of February each year.
9. Is a member of the Executive Committee and the Finance and Investment Committee.
10 Performs such other duties as may be requested by the Rector.
D. Junior Warden
The Junior Warden shall be elected by the Vestry and perform the following duties:
1. Responsible for the upkeep of the Church property.
2. Maintains an up-to-date inventory of the Parish property, including fine arts.
3. Assists the Senior Warden.
4. In absence of the Rector and Senior Warden, is responsible for presiding at Vestry meetings and acts as the leader of the Parish.
5. Is a member of the Executive Committee, the Finance and Investment Committee and the Building and Grounds Committee.
E. Clerk of the Vestry
The Clerk of the Vestry shall be annually elected by the Vestry. This person shall not be a member of the Vestry. The Clerk's duties shall be:
1. Take and record the minutes of the Vestry proceedings.
2. Take and record the minutes of the Executive Committee meetings.
3. Attest the public acts of the Vestry.
4. Preserve all records and papers belonging to the Parish (i.e., to be accountable for seeing that someone is performing this task).
5. Perform such other duties as may be properly assigned to him/her.
6. Deliver to a duly elected successor all books and documents of the Parish that may be in his/her possession.
The Treasurer of the Parish shall be annually elected by the Vestry. This person shall not be a member of the Vestry. The Treasurer shall perform the following duties:
1. Be the Chief Financial Officer of the Parish.
2. prepare or oversee the preparation of monthly financial statements and report the financial status of the Parish to the Rector, Vestry and the Parish on a scheduled basis.
3. Prepare or oversee the preparation of financial records for pledges, receipts, disbursements, and all assets and liabilities should be maintained in accordance with "A Manual of Accounting Practices".
4. Assist the Vestry with financial planning, including preparation of the Annual Budget.
5. Ensure that all financial aspects relating to the Clergy and staff are duly performed in a correct and timely manner. Such items as pension, health, dental and life insurance premiums, housing, travel, sabbatical, continuing education, Social Security and stipend are to be considered.
6. Establish and maintain the necessary controls and procedures to prevent the unauthorized use of Parish resources.
7. Attend Vestry meetings.
8. Is a member of the Finance and Investment Committee, the Executive Committee, the Long-Range Planning Committee, and the Memorial and Columbarium Committee.
G. Assistant Treasurer
There may be an Assistant Treasurer of the Parish elected by the Vestry. This person shall not be a member of the Vestry. The Assistant Treasurer's duties shall be to assist the Treasurer. In the absence of the Treasurer, the Assistant Treasurer shall assume the Treasurer's duties.
The Chancellor of the Parish shall be annually elected by the Vestry. This person shall not be a member of the Vestry. The Chancellor shall attend Vestry meetings, periodically review the By-laws, review any legal papers and matters to come before the Vestry, and perform such duties as may be assigned by the Rector or Vestry, from time to time.
The programs of the parish to be administered by the Rector and others shall be divided into six (6) pillars. Such Pillars shall be administered by persons assigned by the Rector and shall meet periodically as determined by the Rector.
B. Six Pillars
The six (6) pillars of All Saints Episcopal Church are as follows:
1. Worship and Prayer
2. Justice and Mercy
3. Discipleship and Evangelism
6. Leadership and Management
C. Pillar Purposes and Leaders
The six (6) pillars were created by a separate document entitled "Ministry Organization Handbook." In that separate document the purpose of each pillar is set forth in detail and each pillar is split into separate commissions and sub teams with assigned individuals named.
The Rector may from time to time amend the ministry organization handbook and update the assigned individuals participating.
Those members of the parish who have made a future gift (by will, life insurance or otherwise) to All Saints Episcopal Church or the Permanent Endowment Fund of All Saints Episcopal Church will become members of the Legacy Society. As such the Rector and others shall meet periodically with society members and keep them informed of things being done to insure the future viability of the church and steps taken to protect the parish in perpetuity.
The Rector and Legacy members shall encourage other parish members to include the church or the endowment fund in their own estate plan.
A list of legacy members shall be maintained and posted regularly by the treasurer of the parish.
All Saints Church maintains a columbarium for the placement of urns holding deceased member’s cremated remains.
A description of the columbarium and its locations are set forth in a separate document and a separate brochure maintained and amended from time to time by the Rector.
ARTICLE IX: Permanent Endowment Fund
The Permanent Endowment Fund was created by a separate document dated August 24, 1995 . Such document which sets forth the duties and responsibilities of its Trustees together with the five (5) Component Funds should be referred to and interpreted along with these By-laws.
In addition to that document, the Trustees of the Permanent Endowment Fund may, from time to time, adopt rules and procedural guidelines for administering the Permanent Endowment Fund. Such policies shall be numbered and dated and shall become effective when approved by majority vote of the Vestry.
ARTICLE X: Conflicts
These By-laws are subject to the requirements of the Canons of the Diocese of Southeast Florida and the National Church . Any conflict between these By-laws and the Canons of the Diocese of Southeast Florida and the National Church shall be resolved in favor of the Canons of the Diocese of Southeast Florida and the National Church.
ARTICLE XII: Parliamentary Procedures
The current edition of Robert's Rules of Order Newly Revised shall be used as the parliamentary authority.
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Every Vestry member and Parish Officer shall be indemnified to the full extent permitted by law and Florida Statute. In addition, every Vestry Member and Parish Officer shall be indemnified by the Parish against all expenses and liabilities, including counsel fees, reasonably incurred by or imposed upon such Vestry member or Parish Officer in connection with any proceeding to which that person may be a party, or in which that person may become involved as a result of being or having been a Vestry member or Parish Officer, or any settlement thereof, whether or not that person is a Vestry member or Parish Officer at the time such expenses are incurred. Notwithstanding the foregoing, there will be no indemnification wherein the Vestry member or Parish Officer is adjudged guilty or liable of gross negligence or willful misfeasance or malfeasance in the performance of that person's duties, and in the event of allegations of same, as a precondition of same, the person seeking indemnification may be required to provide adequate security for repayment of indemnification expenses in the event of being adjudicated liable or guilty. In the event of a settlement, the indemnification herein shall apply only when the Vestry approves such settlement as being for the best interests of the Parish. The foregoing right of indemnification shall be in addition to and not in exclusion of all other rights to which such Vestry member or Parish Officer may be entitled. The foregoing right of indemnification shall extend to the Trustees of the Permanent Endowment Fund.