Welcome!
Attached below you will find the Westgate Church by-laws. We are sharing these with you so you can get to know us a little better.
If you have any questions just give us a call, e-mail, or better yet, stop by our Church on a Sunday morning. We have elders and pastors available to talk with you about our church, your needs, and how we can partner and grow together in Christ.
God Bless!
Name, Purpose, Principal Office, Corporate Seal and Fiscal Year
Section 1. Name.
The name of the church shall be Westgate Church.
Section 2. Purpose.
Westgate Church is a fellowship of believers which seeks to glorify God through: worship, evangelizing our community and world, and making faithful disciples of our Lord Jesus Christ, by the power of the Holy Spirit.
Section 3. Principal Office.
The principal office of the church in The Commonwealth of Massachusetts shall initially be located at 100 Winter Street, Weston, Massachusetts 02493. The Board of Deacons may change the location of the principal office in The Commonwealth of Massachusetts effective upon filing a Certificate of Change of Principal Office with the Secretary of The Commonwealth.
Section 4. Corporate Seal.
The Board of Deacons shall have power to adopt and alter the church corporate seal.
Section 5. Fiscal Year.
The fiscal year of the church shall, unless otherwise decided by the Board of Deacons, end on December 31.
Membership
Section 1. Members.
The members of the church shall be the members at the time of the adoption of these By-Laws, and those persons who thereafter become members by affirmation of their Christian faith, by agreement with the Statement of Faith of the church contained in Section 2. of Article II of these By-Laws, and by attendance at such membership classes containing such format as the Board of Elders shall determine. Unless the Board of Elders otherwise designates, there shall be no qualifications for members other than as set forth in these By-Laws. No such designation shall disqualify an existing member when the designation is made. The Clerk shall keep a list of the names and addresses of all active members and a list of the names and addresses of all inactive members and such lists shall be conclusive as to whether a person is an active or inactive member.
Section 2. Statement of Faith.
1. We believe the Scriptures, both Old and New Testaments, to be the inspired Word of God, without error in the original writings, the complete revelation of His will for the salvation of men and the Divine and final authority for Christian faith and life.
2. We believe in one God, Creator of all things, infinitely perfect and eternally existing in three persons: Father, Son and Holy Spirit.
3. We believe that Jesus Christ is true God and true man having been conceived of the Holy Spirit and born of the virgin Mary. He died on the cross a sacrifice for our sins according to the Scriptures. Further, He arose bodily from the dead, ascended into heaven, where at the right hand of the Majesty on High, He is now our High Priest and Advocate.
4. We believe that the ministry of the Holy Spirit is to glorify the Lord Jesus Christ, and during this age to convict men, regenerate the believing sinner, indwell, guide, instruct and empower the believer for godly living and service.
5. We believe that man was created in the image of God but fell into sin and is, therefore, lost and only through regeneration by the Holy Spirit can salvation and spiritual life be obtained.
6. We believe that the shed blood of Jesus Christ and His resurrection provide the only ground for justification and salvation for all who believe, and only such as receive Jesus Christ are born of the Holy Spirit and, thus, become children of God.
7. We believe that water baptism and the Lord’s Supper are ordinances to be observed by the Church during the present age. They are, however, not to be regarded as means of salvation.
8. We believe that the true Church is composed of all such persons who through saving faith in Jesus Christ have been regenerated by the Holy Spirit and are united together in the Body of Christ of which He is the Head.
9. We believe that only those who are, thus, members of the true Church shall be eligible for membership in the local church.
10. We believe that Jesus Christ is the Lord and Head of the Church and that every local church has the right under Christ to decide and govern its own affairs.
11. We believe in the personal pre-millennial* and imminent coming of our Lord Jesus Christ and that this “Blessed Hope” has a vital bearing on the personal life and service of the believer.
12. We believe in the bodily resurrection of the dead; of the believer to everlasting blessedness and joy with the Lord; of the unbeliever to judgment and everlasting conscious punishment.
* The pre-millennial position is not essential to salvation or to membership at Westgate Church.
Section 3. Tenure.
Membership shall be terminated only by death, resignation, transfer of membership, removal by vote of the membership for cause or due to lack of active participation in church ministries. A member may resign by delivering a written resignation to the church at its principal office.
Section 4. Inactive Members.
Any member who, at the sole determination of the Board of Elders, is not an active church member shall be placed upon a list of inactive members, which shall be determined at least annually. The voting rights of all inactive members shall be suspended and such inactive members shall not be included in the determination of the number of members required for a quorum. Any member determined to be inactive shall be so notified. Any inactive member who assumes active church participation to the satisfaction of the Board of Elders may be removed from the list of inactive members, resume active member status and, thereupon, shall have all voting rights restored. Any member who remains on the inactive member list for a period of five (5) years automatically shall be removed from such list by the Clerk after such period of time.
Meeting of Members
Section 1. Time and Place of Meetings.
All meetings of the members shall be held at a suitable time and place within The Commonwealth, the time and place to be selected by the Board of Elders.
Section 2. Annual Meeting.
The annual meeting shall be held on the first Wednesday in February of each year. If an annual meeting is not held as herein provided, a special meeting of the members in lieu of the annual meeting may be held at a later date with the same force and effect as the annual meeting.
Section 3. Special Meetings.
Special meetings of the members may be called by the President, the Board of Elders, the Chairman of the Board of Deacons, the Board of Deacons, the Clerk, or any other officer upon written application of ten or more members entitled to vote thereat, or within one month after written application from one-tenth (1/10) of the membership.
Section 4. Notice of Meetings.
A written notice of each meeting of members containing the place, date, hour, and the purposes for which it is to be held, shall be given by the Clerk or, in case of the death, absence, incapacity or refusal of the Clerk, by any other Officer, at least fourteen (14) days before the meeting to each member by mailing such notice, postage prepaid, to the address of each member as it appears in the church records and by public announcement from the church pulpit during or after the morning service at least two Sundays prior to the meeting.
Section 5. Quorum.
At any meeting of the members, one-fourth (1/4) of the members, present in person or represented by proxy, shall constitute a quorum. Though less than a quorum be present, any meeting of the church members may without further notice to any member be adjourned to a different time and place. At any adjourned meeting at which a quorum shall be present, any business may be transacted which could have been transacted at the original meeting. When a quorum is present at any meeting, two-thirds (2/3) of the members present in person or represented by proxy shall decide any questions brought before such meeting unless the question is one upon which by express provision of law, by the Articles of Organization or by the By-Laws, a larger vote is required, in which case such express provision shall govern and control the decision of such question.
Section 6. Voting and Proxies.
Each member shall have one vote to be executed in person or by proxy. Proxies must be in writing and filed with the Clerk of the meeting before being voted. The person named in a proxy may vote at any adjournment of the meeting for which the proxy was given, but the proxy shall terminate after final adjournment of the meeting. No proxy dated more than six months before the meeting named in it shall be valid.
Section 7. Presiding and Recording Officers.
Meetings of members shall be presided over by the President or, in his absence, by a member of the Board of Elders. If neither the President nor an Elder is present, a temporary President shall be elected from the membership by a vote of a majority of members present or represented by proxy to preside over the meeting. The church Clerk shall be Clerk of the meeting, and in the Clerk’s absence, a temporary Clerk shall be chosen from the membership by the presiding officer.
Board of Elders
Section 1. Number and Responsibilities, Term and Tenure
There shall be a Board of Elders which shall be responsible for the general leadership and development of the church so that the church may fulfill God’s calling. This shall include governing the affairs of the church, establishing its overall direction and ministry, monitoring and supervising its progress and committees, establishing its spiritual policies, overseeing its Pastoral staff and encouraging the spiritual development of its attendees through shepherding, praying, teaching, and visitation. The Board of Elders shall be comprised of no fewer than five (5) elected members nor more than eleven (11) elected members, such number to be determined from time to time by vote of two-thirds (_) of the members present in person or represented by proxy taken at the annual meeting or any special meeting of the membership, provided a quorum is present. (The relationship between the Pastor and the Board of Elders is discussed in Section 1. of Article XI of these By-Laws.)
The term of office of an Elder shall be three (3) years. No Elder shall hold office for more than two (2) consecutive full terms, provided, however, that an Elder who has served less than one-half (½) of a term caused by a vacancy shall not be disqualified from serving two (2) consecutive terms immediately thereafter.
Section 2. Qualifications.
The members of the church shall elect to the positions of Elder only those active members considered worthy according to the qualifications outlined in 1 Timothy 3:2-13 and Titus 1:6-9 of the Bible. An Elder shall be a male who has been a member of Westgate Church for at least one year.
Section 3. Chairman, Recording Secretary and other Board Officers.
The Pastor shall be the spiritual leader, Chairman of and preside over the meetings of the Board of Elders, and shall exercise his responsibilities as described in Article XI, Section 1 of these By-Laws. At the first Board meeting after the Annual Meeting of members, the Board of Elders shall elect a President, Recording Secretary and such other Board officers as they shall determine, each of whom shall hold office for a term of one year and until their successor is elected. The recording secretary, who shall be an Elder, shall record and maintain records of all proceedings of the Board of Elders in a book or series of books kept for that purpose, which book or books shall be open at all reasonable times for inspection only by any Elder and the Chairman. A vacancy in the office of recording secretary may be filled by the Board of Elders by the election of a successor to hold office for the unexpired term. In the case of the absence, recusal or resignation of the Chairman, or if any indication of a conflict of interest is raised by an Elder, the President shall exercise the powers and duties of the Chairman until the Pastor is ready to exercise such powers and duties. In the event the President fails or refuses to exercise the powers and duties of the Chairman, the Board of Elders may delegate the Chairman’s powers and duties to an Elder to serve until the next annual meeting or special meeting of the members.
Section 4. Meetings and Quorum.
Regular meetings of the Board of Elders may be held without call or notice and at such times and places as selected by the Board. Special meetings of the Board of Elders may be called by the Chairman, President, or at least two (2) of the Elders. Notice of any special meeting so far as practicable shall be given each Elder in person, by telephone or by e-mail. The number required to constitute a quorum at any meeting of the Board of Elders shall be two-thirds (2/3) of those then in office serving on that Board. If a quorum is present at any such meeting, three-fourths (3/4) of those present shall decide any question brought before such meeting, except to the extent that a larger number is required by law, by the Articles of Organization or by the By-Laws.
The Board may act without a meeting by writing executed by all of the Board. Such action shall have the same force and effect as action taken at a meeting of the Board at which a quorum was present and voting.
Section 5. Resignations, Removals and Vacancies.
A member of the Board may resign by delivering a written resignation to the church at its principal office. Such resignation shall be effective upon receipt (unless specified to be effective at some other time) and acceptance thereof shall not be necessary to make it effective unless it so states. Any Board member may be removed from office at any time by vote of the church members. Officers elected or appointed by this Board may be removed from their respective offices with or without cause by vote of this Board. A vacancy in the Board may be filled for the remainder of the term by the members at the next annual meeting or at a special meeting of members called for that purpose.
Section 6. Committees.
The Board may elect or appoint one or more committees and may temporarily delegate to any such committee or committees one or more of its responsibilities. Any such committee to which any of the responsibilities are delegated shall contain at least one member of the delegating body. The members of any committee shall remain in office at the pleasure of the delegating body.
Board of Deacons
Section 1. Number and Responsibilities, Term and Tenure.
The Board of Deacons shall, subject to the direction of the Board of Elders, be responsible for the orderly administration of the business affairs of the church, the administration of all other church matters which are not the primary responsibility of the Board of Elders, and such other responsibilities as may be delegated to it by the Board of Elders. The Deacons shall be responsible for recruiting, hiring, supervising and evaluating the non-pastoral support staff and such volunteers and contractors as are needed to carry out the business affairs of the church. The Board of Deacons shall follow all established church policies and procedures as may be set forth from time to time in handbooks, policy manuals, and such other written documents and decisions approved by the Board of Elders or established or determined by vote taken at a duly called and held meeting of members. The Board of Deacons shall be comprised of no fewer than five (5) elected members nor more than eleven (11) elected members, such number to be determined from time to time by a vote of two-thirds (_) of the members present in person or represented by proxy at the annual meeting or any special meeting of the membership provided a quorum is present. The Board of Deacons shall have and may exercise all of the corporate powers of a Board of Directors. The Treasurer shall serve ex officio as a voting member of the Board of Deacons.
The term of office of a Deacon shall be two (2) years. No Deacon shall hold office for more than three consecutive full terms, provided, however, that a Deacon who has served less than one-half (½) of a term caused by a vacancy shall not be disqualified from serving three consecutive terms immediately thereafter.
Section 2. Qualifications.
The members of the church shall elect to the positions of Deacon only those active members considered worthy according to the qualifications outlined in I Timothy 3:8-11 of the Bible. This shall include both men and women according to our understanding of I Timothy 3: 8-11and other relevant passages of scripture.
Section 3. Chairman, Clerk and other Board Officers.
At the first Board meeting after the Annual Meeting of members, the Board of Deacons shall elect from among their members a Chairman, to hold office for a term of one year and until a successor is elected, and who shall conduct, preside over the meetings of and supervise the Board of Deacons in the carrying out of its responsibilities. The Board of Deacons also shall elect a Clerk and such other Board officers as they shall determine, each of whom shall hold office for a term of one year and until their successor is elected. In the case of the absence, recusal, resignation, or disability of the Chairman, the Board of Deacons may delegate another Deacon to assume that office until the Chairman is ready to exercise such powers and duties or declare the office vacant and elect a successor to serve for the remainder of the term. A vacancy in the office of Clerk (See Article IX, Section 4) may be filled by the Board of Deacons by the election of a successor to hold office for the balance of the unexpired term.
Section 4. Meetings and Quorum.
Regular meetings of the Board of Deacons may be held without call or notice and at such times and places as selected by the Board. Special meetings of the Board of Deacons may be called by the Chairman of the Board of Deacons, at least two (2) of the Deacons or by the Board or Elders. Notice of any special meeting so far as practicable shall be given each Deacon in person, by telephone or by e-mail. The number required to constitute a quorum at any meeting of the Board of Deacons shall be two-thirds (_) of those then in office serving on that Board. If a quorum is present at any such meeting, three-fourths (¾) of those present shall decide any question brought before such meeting, except to the extent that a larger number is required by law, by the Articles of Organization or by the By-Laws.
The Board may act without a meeting by writing executed by all of the Board. Such action shall have the same force and effect as action taken at a meeting of the Board at which a quorum was present and voting.
Section 5. Resignations, Removals and Vacancies.
A member of the Board may resign by delivering a written resignation to the church at its principal office. Such resignation shall be effective upon receipt (unless specified to be effective at some other time) and acceptance thereof shall not be necessary to make it effective unless it so states. Any Board member may be removed from office at any time by vote of the church members. Officers elected or appointed by this Board may be removed from their respective offices with or without cause by vote of this Board. A vacancy in the Board may be filled for the remainder of the term by the members at the next annual meeting or at a special meeting of members called for that purpose.
Section 6. Committees.
The Board may elect or appoint one or more committees and may temporarily delegate to any such committee or committees one or more of its responsibilities. Any such committee to which any of the responsibilities are delegated shall contain at least one member of the delegating body. The members of any committee shall remain in office at the pleasure of the delegating body.
Missions Board
Section 1. Number and Responsibilities, Term and Tenure.
The Missions Board shall, subject to the parameters set by the Board of Elders and the oversight of the Pastor, be responsible for developing and administering the Missions program at Westgate Church, including, but not limited to, preparing the missions budget, holding missions conferences, evaluating and sending missions candidates, evaluating for support missions sending agencies, organizing missions projects, conducting missions fund raising, and maintaining contact with missionaries and missions undertakings supported by Westgate Church. The Board shall prepare, for approval of the Elders, the Missions Program policies and guidelines, and update these as needed from time to time. The Missions Board shall follow all established church policies and procedures as may be set forth from time to time in handbooks, policy manuals, and such other written documents and decisions approved by the Board of Elders or established or determined by vote taken at a duly called and held meeting of members. The Missions Board shall be comprised of no fewer than five (5) elected members nor more than eleven (11) elected members, such number to be determined from time to time by a vote of two-thirds (_) of the members present in person or represented by proxy at the annual meeting or any special meeting of the membership provided a quorum is present.
The term of office of a Mission Board member shall be two (2) years. No Mission Board member shall hold office for more than three consecutive full or partial terms.
Section 2. Qualifications.
The members of the church shall elect to the Missions Board active members in good standing who indicate a serious interest in and heart for missions and are willing to receive training in Missions.
Section 3. Chairman, Treasurer, Recording Secretary and other Board Officers.
At the first Board meeting after the Annual Meeting of members, the Board shall appoint from among themselves, a Board Chairman to preside over meeting of the Missions Board; a Missions Treasurer who, subject to the direction of the Treasurer of Westgate Church, shall be responsible for and oversee all Missions accounts, including checking and investment, as may be necessary for the implementation of the Missions program from funds designated for that purpose; and such other Board officers as they shall determine, each to hold office for a term of one year and until their successor is elected. In the case of the absence, recusal, resignation, or disability of the Chairman, Treasurer, Recording Secretary or other Board officers, the Missions Board appoint another Board member to assume that office until such officer is ready to exercise such powers and duties or declare the office vacant and elect a successor to serve for the remainder of the term.
Section 4. Meetings and Quorum.
Regular meetings of the Missions Board may be held without call or notice and at such times and places as selected by the Board. Special meetings of the Missions Board may be called by the Chairman of the Missions Board, at least two (2) Missions Board members or by the Board of Elders. Notice of any special meeting so far as practicable shall be given each Board member in person, by telephone or by e-mail. The number required to constitute a quorum at any meeting of the Missions Board shall be two-thirds (_) of those then in office serving on that Board. If a quorum is present at any such meeting, three-fourths (¾) of those present shall decide any question brought before such meeting, except to the extent that a larger number is required by law, by the Articles of Organization or by the By-Laws.
The Board may act without a meeting by writing executed by all Board members. Such action shall have the same force and effect as action taken at a meeting of the Board at which a quorum was present and voting.
Section 5. Resignations, Removals and Vacancies.
A member of the Board may resign by delivering a written resignation to the church at its principal office. Such resignation shall be effective upon receipt (unless specified to be effective at some other time) and acceptance thereof shall not be necessary to make it effective unless it so states. Any Board member may be removed from office at any time by vote of the church members. Officers elected or appointed by this Board may be removed from their respective offices with or without cause by vote of this Board. A vacancy in the Board may be filled for the remainder of the term by the members at the next annual meeting or at a special meeting of members called for that purpose.
Section 6. Committees.
The Board may elect or appoint one or more committees and may temporarily delegate to any such committee or committees one or more of its responsibilities. Any such committee to which any of the responsibilities are delegated shall contain at least one member of the delegating body. The members of any committee shall remain in office at the pleasure of the delegating body.
Westgate Christian Academy (WCA)
Section 1. Number and Responsibilities of Board of Trustees, Term and Tenure.
Westgate Christian Academy (WCA), a ministry of Westgate Church providing a preschool, elementary and middle school education in a Christian setting, and, subject to the parameters set by the Board of Elders and the oversight of the Pastor, shall be directed by a Board of Trustees responsible for administering all aspects of Westgate Christian Academy, including, but not limited to, articulating the Academy’s Christian education philosophy; preparing the school budget for Elder and Deacon approval; establishing policies with respect to accreditation, student admission, staffing levels, tuition and scholarships; establishing policies with respect to staff compensation, credentials, and training, and parent involvement; maintaining positive community relations; conducting fund raising consistent with Elder guidance; and coordinating other church uses of school facilities with the Board of Deacons. The Trustees shall follow all established church policies and procedures as may be set forth from time to time in handbooks, policy manuals, and such other written documents and decisions approved by the Board of Elders or established or determined by vote taken at a duly called and held meeting of members. The Trustees shall provide a written report to the membership at the annual meeting and interim reports to the Elders, as needed or as requested by the Elders. The WCA Board of Trustees shall be comprised of no fewer than five (5) elected members nor more than eleven (11) elected members, such number to be determined from time to time by a vote of two-thirds (_) of the members present in person or represented by proxy at the annual meeting or any special meeting of the membership provided a quorum is present. Any Headmaster and/or Principal of WCA chosen by the Trustees shall be non-voting members of the Board of Trustees. The term of office of a WCA Trustee shall be two (2) years. No WCA Trustee shall hold office for more than three consecutive full or partial terms.
Section 2. WCA Treasurer.
The Board of Trustees shall appoint from among themselves a chief financial officer (the WCA Treasurer) who, subject to the direction of the Treasurer of Westgate Church, shall be responsible for and oversee the financial affairs of WCA.
Section 3. Parent Representative(s).
The WCA Board of Trustees may appoint up to two (2) representatives from the parents of WCA students as voting members of the Board of Trustees to serve at the pleasure of the Board of Trustees. The selection process, qualifications, and policies governing parent participation at WCA shall be developed by the WCA Board and submitted to the Board of Elders for approval and modification from time to time.
Section 4. Qualifications.
The members of the church shall elect those active members in good standing to the WCA Board of Trustees who indicate serious interest in and heart for Christian education and willingness to receive training in WCA’s philosophy, policies and Trustee responsibilities.
Section 5. Chairman.
A Chairman of the WCA Board of Trustees shall be elected every other year at the annual meeting of church members, or at such special meeting of the church membership as shall be duly called and held for such purpose, to serve for a two year term, which term shall end on the day before the Annual Meeting of members which is more than twelve months but not more than twenty-four months after his election. The Chairman shall be either an existing Trustee or a Trustee elected at that annual meeting. The Chairman shall not hold office for more than four consecutive full or partial terms. A candidate for Chairman of the Board of Trustees shall meet all the requirements for an Elder stated in Article VI, Section 2, and shall have a serious interest in Christian education, a willingness to develop a thorough understanding of WCA’s philosophy, policies and Trustee functions, and have a heart for children. The Chairman shall perform those duties of the office of Chairman described in writing by the WCA Board of Trustees and approved by the Elders and also shall confirm the updates of the financial affairs of WCA provided to the Treasurer and the Boards of Elders and Deacons. A candidate for Chairman shall require the approval of the Board of Elders and Pastor prior to formal nomination by the Nominating Committee. In the case of the recusal of the Chairman in a specific instance only, the WCA Board shall designate an Interim Chairman from among its male members to preside over that portion of any meeting that deals with the subject matter that was the source of such recusal. In the case of the resignation or other permanent vacancy of the position of Chairman, the Board of Elders shall designate an Interim Chairman for the remainder of the term or until a successor is elected by the members at a meeting duly called for such purpose.
Section 6. Headmaster, Principal
The WCA Headmaster and Principal shall be either a member of Westgate Church, or, if not a member, shall agree with and sign the Westgate Church Statement of Faith (Article II, Section 2 of these By-Laws), Mission and Vision Statements. Each shall have the qualifications and experience commensurate with the needs and educational requirements pertaining to private Christian schools.
The specific job description, term, compensation and required credentials and experience for each position shall be prepared by the WCA Board of Trustees and submitted to the Board of Elders for approval. A candidate for Headmaster or Principal, meeting the necessary requirements shall, after being presented by the WCA Board of Trustees to the Board of Elders and the Pastor and having received their approval, be hired and serve at the pleasure of the WCA Board of Trustees.
Section 7. Meetings and Quorum.
Regular meetings of the Westgate Christian Academy Board of Trustees may be held without call or notice at such times and places as selected by the Board. Special meetings of the Westgate Christian Academy Board of Trustees may be called by its Chairman, at least two (2) Trustees, or by the Board of Elders. Notice of any special meeting so far as practicable shall be given each Trustee in person, by telephone or by e-mail. The number required to constitute a quorum at any meeting of the Board shall be two-thirds (_) of those then in office serving on that Board. If a quorum is present at any such meeting, three-fourths (3/4) of those present shall decide any question brought before such meeting, except to the extent that a larger number is required by law, by the Articles of Organization or by the By-Laws.
The Board may act without a meeting by writing executed by all members of the Board. Such action shall have the same force and effect as action taken at a meeting of the Board at which a quorum was present and voting.
Section 8. Resignations, Removals and Vacancies.
A member of the Board may resign by delivering a written resignation to the church at its principal office. Such resignation shall be effective upon receipt (unless specified to be effective at some other time) and acceptance thereof shall not be necessary to make it effective unless it so states. Any Board member other than parent representatives may be removed from office at any time by vote of the church members. Officers elected or appointed by the Board of Trustees, including parent representatives, may be removed from their respective offices with or without cause by vote of such Board. A vacancy in the Board may be filled for the remainder of the term by the church members at the next annual meeting or at a special meeting of members called for that purpose.
Section 9. Committees.
The Board may elect or appoint one or more committees and may temporarily delegate to any such committee or committees one or more of its responsibilities. Any such committee to which any of the responsibilities are delegated shall contain at least one member of the delegating body. The members of any committee shall remain in office at the pleasure of the delegating body.
Nominating Committee
Section 1. Function.
The function of the Nominating Committee is to present to the members one or more nominees for each elective office to be filled.
Section 2. Number and Term.
The Nominating Committee shall be comprised of seven (7) members. Of these, three shall be elected from the general membership at the annual meeting and the remaining four shall be a member of and representative from each of the following Boards: Elders, Deacons, Missions, and Westgate Christian Academy Trustees, designated at the first meeting of each Board after the annual meeting of members as provided in these By-Laws. The Nominating Committee shall choose its Chairman at its first meeting, the date of which shall be determined by the Elder representative, and which shall occur not later than October 15 each year. The term of office for all members shall be one year.
Section 3. Qualifications.
The members of the church shall elect to the Nominating Committee only those active members in good standing who indicate a serious interest in the important task of electing competent and qualified board members for the work of the church and who have a willingness to learn and carry out Nominating Committee policies, procedures, and functions.
Section 4. Meetings and Quorum.
Regular meetings of the Nominating Committee may be held without call or notice and at such times and places as selected by the Committee Chairman. Notice of each meeting so far as practicable shall be given each Board member in person, by telephone or by e-mail. The number required to constitute a quorum at any meeting of the Nominating Committee shall be a majority of those then in office serving on that Committee. If a quorum is present at any such meeting, three-fourths (3/4) of those present shall decide on any nomination brought before such meeting.
The Committee may act without a meeting by writing executed by all Committee members. Such action shall have the same force and effect as action taken at a meeting of the Committee at which a quorum was present and voting.
Section 5. Recommendations.
The Chairman shall request from the Board of Elders a list of its recommendations for each elective office to be filled, along with instructions, and the qualifications for the offices of Treasurer, WCA Chairman of the Board of Trustees, Elder, Deacon, Missions Board member, and Westgate Christian Academy Trustee. Any such list and instructions shall be provided to the Nominating Committee not later than the end of October of each year. Additional nominations for any elective office may be made to the Nominating Committee in writing at least one hour prior to the Annual Meeting by at least three active members of the Church, provided that such members have first procured the written consent of the nominee. The Nominating Committee shall consider any such additional nominations and may amend their official report prior to its presentation to the membership at the Annual Meeting. No person whose name is not included in the ballot presented by the Nominating Committee at the annual meeting shall be considered for election to any position being voted on at such meeting.
Section 6. Posting of Report.
The Nominating Committee shall post its official report in a conspicuous place at least two Sundays prior to the Annual Meeting and the Chairman, or another member of the Committee shall present the Committee’s official report to the membership at the Annual Meeting.
Section 7. Vacancies.
A vacancy in the Nominating Committee may be filled for the remainder of the term by the members at a special meeting of members called for that purpose.
Officers
Section 1. Officers of the Corporation; Number and Qualifications.
The officers of the corporation shall be a President, Treasurer, Clerk, and such other officers, if any, as the Board of Elders or Board of Deacons may from time to time determine. The church may also have such agents, if any, with such responsibility as the Board of Elders or Board of Deacons may appoint. A person may hold more than one office at the same time. If required by the Board of Elders or the Board of Deacons, any officer shall give the church a bond for the faithful performance of such duties in such amount and with such surety or sureties as shall be satisfactory to such Board.
All other officers may be appointed by either the Board of Elders or Board of Deacons at any time and shall hold office at the pleasure of the appointing Board. Officers other than the President, Chairman of the Board of Deacons, Clerk and Treasurer need not be Elders or Deacons.
Section 2. President.
The President shall be an Elder elected by the Board of Elders at its first meeting after the annual meeting of church members and shall hold office for a term of one year and until his successor is elected. The President shall be the Chief Executive Officer of the corporation, subject to the control of the Board of Elders and shall preside at all meetings of the members. The President shall have the following additional responsibilities: (1) Conduct an annual evaluation of the Pastor consistent with evaluation policies and procedures established by the Board of Elders; (2) Make sure that all policies and procedures of the church are implemented on a consistent basis; and (3) Make sure that staff and members are informed as to the leadership and administrative structure of the church. In the case of the absence or disability of the President, or for any other reason deemed sufficient by the Board of Elders, the Board of Elders may delegate the President's power or duties to another Elder, or declare the office vacant and elect a successor to serve for the remainder of the term.
Section 3. Treasurer.
The Treasurer shall be the chief financial officer and the chief accounting officer of the church and, subject to the control of the Board of Elders and Board of Deacons, be in charge of its financial affairs, funds, securities and valuable papers and shall keep full and accurate records thereof. The Treasurer, when elected by the members at their annual meeting, shall hold office for a two year term and until a successor is elected. The Treasurer shall supervise and oversee the chief financial officer of WCA and the Missions Treasurer and have such other duties and powers as designated by either Board. The Treasurer shall render to the President and the Chairman of the Board of Deacons, whenever either may require it, a statement of the accounts of transactions and of the financial condition of the church. The Treasurer shall also be in charge of its books of account and accounting records, and of its accounting procedures.
The Assistant Treasurer(s), if any, shall be appointed by and hold office at the pleasure of the Board of Deacons and shall be responsible to and assist the Treasurer in the carrying out of his responsibilities.
In the case of the resignation or removal of the Treasurer, the Board of Deacons may appoint a temporary Treasurer until a special meeting of the members can be called to elect a Treasurer to serve until the next annual meeting of the members.
Section 4. Clerk.
The Clerk shall be elected by the Board of Deacons from among themselves at their first meeting after the annual meeting and shall hold office for a two year term and until a successor is elected. The President shall be notified by the Chairman of the Deacon Board of the identity of the Clerk promptly after such meeting. The Clerk shall be a resident of Massachusetts. The Clerk shall record and maintain records of all proceedings of the members and the Board of Deacons in a book or series of books kept for that purpose, which book or books shall be kept within the Commonwealth of Massachusetts and be open at all reasonable times to the inspection of any member. Such book or books shall also contain records of all meetings of Incorporators and the original, or attested copies, of the Articles of Organization and By-Laws and names of all members, Elders and Deacons and the address of each. If the Clerk is absent from any meeting of members or of the Board of Deacons, a Temporary Clerk, chosen at the meeting, shall exercise the duties of the Clerk at the meeting. A vacancy in the office of the Clerk may be filled by the Board of Deacons by the election of a successor to hold office for the unexpired term.
Section 5. Delegation of Power.
Except as hereinafter provided for the President, Chairman of the Board of Deacons, and Treasurer, in the case of the absence or disability of any other officer of the church, or for any other reason deemed sufficient by the Board of Elders or Board of Deacons, either Board may delegate an officer’s power or duties to any other officer, Elder, or Deacon, or declare the office vacant and elect a successor to serve until the next annual meeting of the members and until a successor is elected.
Section 6. Resignations, Removals and Vacancies .
An officer may resign by delivering his written resignation to the church at its principal office. Such resignation shall be effective upon receipt (unless specified to be effective at some other time), and acceptance thereof shall not be necessary to make it effective unless it so states. Any officer may be removed from office at any time by vote of the church members. Officers elected or appointed by a Board may be removed from their respective offices with or without cause by vote of such Board. Any vacancy in a corporation office may be filled for the remainder of the term in the same manner as set forth above for the specific office and may require a special meeting of members called for that purpose.
Execution of Papers
Except as the Board of Elders may generally or in particular cases authorize in some other manner, all deeds, leases, transfers, contracts, bonds, notes, drafts and other obligations made, accepted or endorsed by the church, with the exception of checks, shall be signed by both the President and the Treasurer.
Any recordable instrument purporting to affect an interest in real estate, executed in the name of the church by two of its officers, of whom one is the President and the other is the Treasurer, shall be binding on the church in favor of a purchaser or other person relying in good faith on such instrument notwithstanding any inconsistent provisions of the Articles of Organization, By-Laws, resolutions or votes of the church.
Pastor(s)
Section 1. The Pastor.
The Pastor shall be recommended by the Board of Elders and chosen at a meeting of members called for the purpose, by a three-fourths (3/4) vote of the members present and voting and shall serve without limitation of term. Subject to the control of the Board of Elders, he shall preach the Gospel, administer the Ordinances, take charge of services of public worship, direct all ministries, including ministries overseen and administered by boards and committees, work with the Board of Deacons, report to the Board of Elders on a regular basis as to the goals, status, staffing, operations, and effectiveness of each ministry, and perform such other duties as may be delegated to him from time to time by the Board of Elders. He shall have all the rights and privileges of an Elder, except that he may not hold the office of President nor is his term limited to three years. The Pastor will preside over the meetings of the Board of Elders as its Chairman, ex officio. The Board of Elders shall look to the Pastor for guidance, spiritual leadership, advice and direction.
The Pastor shall be responsible for recruiting, hiring, supervising, and evaluating ministry and administrative staff, whether paid or volunteer, except that Associate Pastors shall be elected as provided in the following Section. The Pastor shall follow established church policies and procedures as set forth from time to time in handbooks, policy manuals, documents and written decisions approved by the Board of Elders and/or the membership at a duly called and held meeting.
He may resign at any time by written resignation delivered to the Board of Elders and giving not less than three months notice, unless a shorter notice is accepted by the Board. He may be removed upon a vote of three-fourths (3/4) of the members present and voting at a meeting duly called for the purpose of considering such request after not less than fourteen days notice to him that such meeting is to be called, and with payment of not less than three months salary from the date of such a vote.
Section 2. Associate Pastor(s)
Any Associate Pastor(s) shall be recommended by the Board of Elders and chosen at a meeting of members called for that purpose, by a three-fourths (3/4) vote of the members present and voting and shall serve without limitation of term. The Associate Pastor(s) shall serve under the direction of the Pastor, be an ex-officio member, in lieu of the Pastor, of such committees as delegated by the Pastor. Any full-time Associate Pastor (s) shall be an ex-officio, non-voting member(s) of the Board of Elders and Board of Deacons. No Associate Pastor shall serve in any elected position or as a Chairman or President.
He (they) may resign at any time by written resignation delivered to the Board of Elders and giving not less than two months notice, unless a shorter notice is accepted by the Board. He (they) may be removed by a vote of three-fourths (3/4) of the members present and voting at a meeting duly called for the purpose of considering such action to be held after not less than fourteen days notice to him (them) that such a meeting is to be called, and with payments of not less than two months salary from the date of such a vote.
Audit of Books
Provision shall be made by the Board of Deacons for an annual audit of the accounts of the Treasurer, by a committee of Deacons or an accountant or other committee retained by the Board of Deacons for the purpose of such audit.
Personal Liability
The members, Elders, Deacons, Mission Board members, WCA Board of Trustees, and officers of the Church shall not be personally liable for any debt, liability or obligation of the Church. All persons, corporations or other entities extending credit to, contracting with, or having any claim against the Church, may look only to the funds and property of the Church for the payment of any such contract or claim or for the payment of any debt, damages, judgment or decree, or of any money that may otherwise become due or payable to them from the Church.
Amendments
The members of the Church may amend the By-Laws by a vote of three-fourths (3/4) of the members, present in person or represented by proxy, at any meeting called for that purpose and for which a quorum is present.
ARTICLE XV
Relationships
Section 1. Local Autonomy.
Westgate Church shall remain free and independent of any external authority that would tend to hinder its ability to, under the Lordship of Christ, decide and govern its own affairs. It is in subjection to no ecclesiastical body, except by its own consent. It controls the admission, discipline and removal of its members according to its own understanding of the Word of God.
Section 2. Denominational Affiliation.
Westgate Church shall be affiliated with the Evangelical Free Church of America through its New England District Association and shall be entitled to send two delegates to their conferences for every one hundred members or fraction thereof and unite in all mutual efforts for the furtherance of the Gospel of Christ in the measure that the Church may officially decide.
Section 3. Property Rights.
In addition to and not in contravention of the dissolution provisions set forth in the Articles of Organization of Westgate Church already filed with the Office of the Secretary of State of the Commonwealth of Massachusetts, in the event of the dissolution of Westgate Church, the membership may, as a part of the process of dissolution, authorize the New England District Association of the Evangelical Free Church of America to assist it in the handling of the legal and administrative issues related to the distribution of those items of property and other assets belonging to Westgate Church in the manner required by said Articles of Organization.
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- End of By-laws