Ministry of Reconciling Peace By Laws
Mission Scripture:
"Therefore, since we are justified (acquitted, declared righteous, and given a right standing with God) through faith, let us [grasp the fact that we] have the [peace of reconciliation to hold and to enjoy] peace with God through our Lord Jesus Christ (the Messiah, the Anointed One)."
-- The Apostle Paul, Romans 5:1 from the Amplified Bible
Purpose statement for IRS:
The purpose of Ministry of Reconciling Peace is to help religious Christianity to advance and help hurting (troubled) people-adults and youth.
Purpose for Articles of Incorporation to State of Idaho:
The purpose of Ministry of Reconciling Peace is to Advance Christian ministry of prayer, reconciliation, outreach to hurting (troubled) youth and other people.
Mission Statement and Purpose:
Ministry of Reconciling Peace is to be a Christian Ministry of prayer, reconciliation, teaching, training, healing (spiritually), Spiritual Ministry (not mental health) and outreach to others all to be done in a Christian and spiritual manner.
Goals:
To educate; train, instruct; perform music, dance, praise, or worship; consult; and speak to persons by using a Christian focus. To be able to use prayer, gifts, witnessing, instruction, outreach, linguistics and any form of Christian Ministry. We will be offering instruction, performance, and consulting in the arts of music, dance, praise, worship, and other tools of evangelism to be able to help people and groups in the United States. In these areas, the use of spiritual retreats, seminars, group meetings, conferences and similar activities will be utilized to reach individuals and groups without regard to their color, creed, race, ethnicity, gender, and/or social standing to bring ministry to others. The Corporation is formed solely for religious purposes within the meaning of section 501(c)(3) of the Internal Revenue Code
Internet Web Site:
http://www.reconcilingpeace.org
Definitions
1. The non Profit for Ministry Corporation will be called Ministry of Reconciling Peace
2. Secretary means the Secretary of Reconciling Peace who will hold notes of board meetings and all voting action.
3. Quorums: 50 % need to be present by person, Skype, phone, or e-mail to have an annual meeting. Voting: a vote of 51% will be needed to carry the vote on any issue.
4. Members are members of the board only. The board is for voting purposes and for helping to accomplish the mission statement of reconciling peace. There are no members except the board of Directors.
5. Individuals/Groups/Churches: There will be individuals/groups and churches being ministered to that will need our help who will remain confidential. But they are not members of Ministry of Reconciliation.
6. The Appointed Director shall be a Director/ Reconciling Minister who shall be a leader, a teacher, a shepherd, and a guide of the ministry and shall perform all of the scriptural and necessary duties as Director/Reconciling Minister. He/She shall be a member of all the committees and auxiliary organizations of the Ministry. He/She shall have training and practical experience sufficient to equip him/her for his/her assigned responsibilities.
7. The Director shall be called for an indefinite period of time by the Ministry upon the recommendation of the Board. He/She may be removed or replaced by a majority vote by the Board providing such removal follows the By Laws of the Ministry of Reconciling Peace. The Director may resign with a 30 days written notice, or sooner by mutual consent.
8. Youth Director – shall be a member of the Board of the Ministry of Reconciling Peace. A person who assesses the local and any individual/group/church events needs for the youth and communicates the needs to the membership.
9. Music Director- shall be a member of the Board of the Ministry of Reconciling Peace. A person who assesses the local and any individual/group/church events needs for music of any kind and form or format; communicates the needs to the membership.
10. Missionary/Interpreter – a person who is Christian and a member of the Board of the Ministry of Reconciling Peace. He/She shall have previous missionary experience and as a linguistics translator for Americans who has worked with Christian Groups; a person who is willing to gain training to help in the Ministry of Reconciling Peace; a person willing to share with all individuals/groups/churches her/his experience with hurting and troubled people and her/his experience in spiritual help. Religious missionary/interpreter needs to have knowledge living conditions and cultural issues of the struggle of youth and adults in his/her country. She/he needs to understand the culture and spiritual terminology and workings of American Christianity.
11. Definition of Christianity:
Apostles Creed
I believe in God, the Father Almighty, Creator of heaven and earth, And in Jesus Christ, his only begotten Son, our Lord, who was conceived by the Holy Spirit, born of the Virgin Mary, suffered under Pontius Pilate, was crucified, dead and buried; He descended into hell. The third day he rose again from the dead; He ascended into heaven, and sits at the right hand of God the Father Almighty. From there he shall come to judge the quick and the dead. I believe in the Holy Spirit, I believe in the holy catholic church, the communion of saints, the forgiveness of sins, the resurrection of the body, and the life everlasting. Amen.
Membership:
1. Membership in the Ministry shall not be transferable.
2. Membership in the Ministry shall consist of those who support the purpose and Mission Statement of the Ministry.
3. The “legal age” in most jurisdictions is 18; membership must be of legal age.
4. The Director must be 25 or older.
Members’ Meetings:
1. Members meetings will include:
a) Any ordinary or special general meetings of the members called by the board director may be held at any time, and shall be called if requested in writing (paper or e-mail) by any officer or 25% of the members.
b) The annual general meeting (AGM) of the Ministry which shall be held two months after the end of each fiscal year of the Ministry on the first Tuesday of February at 8 p.m.
c) Seven (7) days notice to members is required to change an ordinary general meeting or call a special general meeting of the Ministry.
2. No formal membership or board fees.
3. The board of directors and the members are one and the same for the ministry.
4. Proxy voting is allowed in Ministry of Reconciling Peace if it involves funds of less than $1000 or not legal issues. A member can only vote for him/herself and one other person as proxy.
5. The board is not paid to serve as a board member
Elections:
Voting for the Board: In December of each year, there will be voting will take place to vote to keep or change a member of the board. In December any member can give notice that they are not continuing and the board will seek a replacement.
Annual meeting: At Ministry of Reconciling Peace’s location or suitable location as designated by the Director with concurrence from the Secretary. The annual meeting is held every February on the first Tuesday.
Quorum: 50 % need to be present to have an annual meeting. Voting: a vote of 51% will be needed to carry the vote on any issue and the board membership. Voting can be done off of minutes by mail and e-mail.
Fiscal year:
Fiscal year is January 1 to December 31
General Annual Board Meeting:
1. Minutes of the previous annual general meeting
2. Consideration of the annual report of the directors and other reports
3. Consideration of the annual financial report of the Ministry and, if required by these bylaws, the appointment of auditors for the ensuing year
4. Approval of directors, secretary and any officers
5. Special Resolutions (e.g. changes in By Laws)
6. Voting for the board members need a vote of 51% to carry the vote.
7. Board members notify the board in December if they want to remain or not.
8. The board will decide if members do not come back, if they are replaced and by whom. All other types of business transacted at an ordinary general, annual general or special general meeting of the members shall be deemed special business.
9. No business shall be transacted at any members meeting of the Ministry unless a quorum of members is present at the commencement of business and such quorum shall consist of 50%.
10. If, within one-half hour from the time appointed for a members meeting, a quorum of members is not present, the meeting, if convened upon the requisition of the members, shall be dissolved. In all other cases it shall stand adjourned until such time and place as a majority of the members then present shall direct: then at such adjourned meetings the members present shall constitute quorum only for the purpose of winding up the meeting.
11. At a Board meeting the Chair shall have a vote as any other member. In the case of an equality of votes, the motion shall be lost.
12. The Chair may, with the consent of the meeting, adjourn any meeting at any time and no business shall be transacted at any adjourned meeting.
13. At any members meeting, unless a poll is demanded by at least three members, a declaration by the Chair that a motion or resolution has been carried and the entry in the minutes shall be sufficient evidence of the fact, without proof of the number or proportion of the members recorded in favor of, or against, such a resolution. If a poll is demanded it shall be held by show of hands or by secret ballot as the Chair may prescribe and the result of such a poll shall then be deemed to be the will of the Ministry Directors (Board of Directors) Voting records will be kept by the secretary of the Board.
14. Unless otherwise determined by special resolution of the members, the number of Board members shall not be less than five or more than twenty.
15. At the annual general meeting (AGM) of the Ministry, the directors shall retire from office but shall hold office until the dissolution of the meeting at which their successors are approved. Retiring directors shall be eligible for becoming Director again.
16. In the event that a director resigns his/her office or ceases to be a member in the Ministry, the vacancy thereby created may be filled for the unexpired portion of the term by the Board of Directors from among the members of the Ministry by simple vote of consensus.
17. Directors who have, or could reasonably be perceived to have, a conflict of interest with respect to the affairs of the Ministry, have a duty to declare this interest. Such a Declaration is to be made to the members upon nomination or, if serving as a director, to the Board, when the possibility of a conflict is realized. A conflict of interest does not preclude a member from serving as a director provided that he/she withdraws from voting on issues of conflict.
18. Directors are not entitled to reimbursement for service as Director or Board Member but may be reimbursed for reasonable expenses incurred in the conduct of their duties. Such expenses may be specified in advance by a policy of the Board of Directors.
19. The responsibility for the management of the activities of the Ministry shall rest with the director who, in addition to the authorities and responsibilities outlined by these By Laws or otherwise expressly conferred upon them, may exercise, within the limits of the law, all powers as may be required by the Ministry to achieve its purposes. In particular, the director shall have power to set policy to guide the management of the Ministry, engage staff, and to determine their duties, responsibilities and reimbursement. The director may appoint an executive committee and other committees consisting of director and/or other such persons as required.
20. Meetings of the Board of Directors shall be held as often as the business of the Ministry may require but the officers of the board shall meet quarterly or more often. A meeting of officers may be held at the close of every ordinary or annual general meeting of members of the Ministry without notice. Special board meetings may be called by the director. If notice is required it shall specify the time and place thereof and shall be given either orally or in writing to each director within a reasonable time before the meeting is to take place. Non-receipt of such notice by any director shall not invalidate the proceedings at any meeting of the Board of Directors.
Officers:
1. The officers of the Ministry shall be a Director, a Secretary and/or a Treasurer. There should be reimbursement to the director or board if there are expenses that are approved ahead of time. Emergency basis will be dealt with using the Ministry of Reconciling Peace’s form for reimbursement through the financial officer.
2. The Director will name a substitute chair in event of his/her not being able to be at a meeting. If the Director is not able to name a substitute, any member appointed from among those members present shall preside as Chair at that Board meeting.
3. There shall be a Secretary of the ministry who shall be responsible for the minutes of the meetings of members and directors, and shall perform such other duties as may be assigned to him/her by the members. The minutes of all the meetings of the Ministry and other legal books and records of the Board of Directors are held by the secretary.
4. The Board shall also appoint a Treasurer of the Ministry who shall be responsible for overseeing financial management practices, insuring that the Director understand the financial situation of the Ministry and may carry out other such duties as the Board may assign.
5. The positions of Treasurer and Secretary may be a combined position.
6. The director is responsible for insuring that all members receive annually a written report on the financial position of the Ministry. This statement shall be in the form of a balance sheet showing the particulars of its liabilities and assets, and a statement of its income and expenditures for the past year. A copy of the financial report, as a true and fair account of the Ministry’s financial affairs, shall be signed by the auditor or, if there is no auditor, by two Board Members and shall be filed with the Ministry. The Annual Report will be filed with the State of Idaho by June 13th each year.
7. Director and/or secretary shall have responsibility for the filing system and physical custody of, the Minute Book, Incorporation, registration documents and important contracts. The Treasurer will keep the records of all financial records, statements, and donations. The secretary will have access to financial records as necessary.
OFFICERS:
Debra Gamache
Director
Brian Dickson
Secretary
Stephen Gamache
Youth Chair
Robin Cook
Music Chair
Alla Akulenko
Missionary/Interpreter
COMMITTEES:
Youth Committee
Music Committee
Day to Day Ministry:
This is the only By-Law that expressly addresses the day-to-day management of the Ministry. Those that need to work daily or weekly will volunteer until monetarily the Ministry can decide and afford any positions retreats, seminars, training, and healing prayer will pay those necessary expenses and paid employees will be voted on each occasion if it is a paying event. All other time is volunteered. All missionaries will be paid legal compensation that is allowed per month and all expenses paid, housing provided, meals, and medical provided in the performance of their assigned missionary duties; missionaries will not be compensated for time dedicated as duties as a Board Member.
Amendment of By Laws:
To amend the By Laws, a 51% vote is needed to carry the vote.
Conflict of Interest:
1. General Principles: Individuals who are neither compensated themselves, nor related to individuals, who are compensated, shall constitute a majority of the board of directors. Primary responsibility for making all decisions subject to a conflict of interest, or possible conflict of interest, shall rest with the Board of Directors of Ministry of Reconciling Peace. The Board may delegate decisions subject to this Article to a committee involved in the proposed transactions. In matters of compensation, no board member or officer may receive economic benefits from the Ministry which exceeds the value of the services provided for such compensation. In any other transaction, no board member or officer may receive economic benefits from Ministry of Reconciling Peace which exceed the consideration provided for such transaction. Deliberation, decision-making and written documentation of all arrangements subject to this Article shall take place before Ministry makes payments of any kind.
2. Basis for Decision making: In making decisions subject to this Article, the board of directors shall, to the best of its ability, obtain and rely upon appropriate data as to comparability, such as:
a. Information about compensation paid by similarly situated organizations for similar goods or services,
b. current compensation surveys compiled by independent firms, or
c. Actual written offers from similarly situated organizations.
3. Conflict of Interest: No Board member may vote upon a matter in which he or she has a direct financial interest. No Board member may vote upon a matter in which he or she has a business or family relationship with anyone who has a direct financial interest. Immediately upon becoming aware that such a conflict may exist, a Board member must disclose the existence of the potential conflict to the remaining Board members. If, by vote of the remaining Board members, a conflict of interest is found to exist, the Board member with the conflict shall withdraw from further deliberation and refrain from voting on the matter.
4. Recordkeeping: The basis for each decision subject to this Article shall be fully documented, including:
a. the terms of the approved transaction and the date approved,
b. the members of the decision-making body who were present during debate on the transaction and those who voted on it,
c. the decision made by each individual who voted,
d. the comparability data that was relied on by the decision-making body and how the data was obtained, and
e. any actions by a member of the decision-making body having a conflict of interest.
Rules of Order
1. Under the guidelines of the Mission Statement, Articles of Incorporation, and By Laws the leadership shall do everything to lead the Ministry in unity by being of the same mind, maintaining the same love, united in spirit and intent on one purpose. With that in mind:
2. The business of the Ministry shall be conducted in a manner of decency and order. Robert's Rules of Order shall be followed using the Holy Spirit as direction.
3. No teaching, ministry, training or other goals of the Ministry will be administered by one individual. Two of the same gender as an individual, group, or Church, or a couple will be present to prevent any improper conduct or accusations. If there is a request for prayer being answered by paper or e-mail, it may be done by an individual.
4. Any member who is dissatisfied with the general operation of any element of the Ministry or finds himself or herself in disagreement with the Doctrinal Statement shall make his or her case known to the Board/Officers. Such dissatisfaction shall not be voiced among the individual/group/church, but every effort shall be made to strive for peace (Romans 14:19). Let us therefore follow after the things which make for peace, and things wherewith one may edify another.
Fiscal Policy:
1. The fiscal year shall begin January 1st and end December 31st.
2. Checks and deposits shall be executed by Authorized signers which shall be appointed by the Board/officers. Signing of blank checks is not permitted.
3. The Ministry books shall be kept in accordance with generally accepted accounting principles. Such assets may be written off to expenses when purchased.
4. Proper records shall be kept of any loans to the Ministry, either on the Ministry books or by using other services.
5. The Ministry shall maintain a General Fund to which all contributions will be credited unless designated otherwise. The Ministry shall actively pursue fundraising by all ways and means opened to said Non Profit Corporation as such as IRS regulations under Section 501(c)(3) allow. This fund will be used to meet stated Ministry, outreach and program expenses. Other funds shall be established as required to meet Ministry and program needs as decided by the Board/officers. Funds not designated shall be considered to be general funds. Money shall be credited to these funds when so designated by the any contributor or the Board/officers. Such designations shall not obligate the Ministry to use the funds in the manner specified if this use of those funds violates basic Ministry/Non Profit Corporation tenets, or if the group or individual to whom those funds are designated shall expose views or programs contrary to the position of the Ministry. If it is necessary to return funds under those circumstances, the individual donors, if possible, will be informed of the proposed action and reasons for it.
6. The Ministry funds shall be properly segregated by expenses classification in the books, but these funds may be commingled in the church bank accounts. If any fund goes into a deficit status the treasurer shall inform the Board/officers and the deficit shall be rectified by the direction of the Board/officers as soon as possible.
7. The books shall be open to inspection except for the individual contribution records of others as excluded by law. A financial report shall be published each year and the organization shall make the financial report available. A copy may be requested online, by mail, or by phone. Only the Financial Report, voting record, and minutes are available at request. All other items are not available; the Board can receive requests and by individual cases decide if there is evidence enough to honor the requests.
8. The books will be audited yearly by a person/group named by the board.
9. The annual financial statements and minutes of membership and directors meetings may be inspected by any member with one week’s notice at the registered office of the Ministry. All other financial records of the Ministry may be inspected by any member at any reasonable time within two days prior to the annual general meeting at the registered office of the Ministry
10. Contracts, deeds, bills of exchange and other instruments and documents may be executed on behalf of the Ministry by the Chair and/or the Secretary, or otherwise, as voted on by the Board of Ministry and as legally executed such as IRS regulations under Section 501(c)(3) allow.
11. There will be a reimbursement form to be used by authorized Members for the Ministry of Reconciling Peace’s check book at events. Any expenses incurred at other times and at other times will be reimbursed by the reimbursement form through the treasurer, who will approve and disperse funds.
12. Fundraising for Ministry of Reconciling Peace will allow the use of the following methods to advertise to people that is available for services and/or donations and payments. Fundraising can incorporate, but is not limited to, to mail letters, e-mail letter, and call on the phone to people who appear to be interested through any method of communication (talking, phone, e-mail, web, computer, etc.) Personal communications through word of mouth and through conversations are encouraged. The website is set up for people to contact the ministry and/or to allow for receiving donations and/or request services. In addition, letters in every individual/group/church’s communication that can be used to advertise services and donation capabilities. As the ministry expands, in the future if the need arises for help with a great need for hurting (troubled) youth or adults to be able to write foundation grants or government grants with in the scope of the IRS for grants of Non-Profits.
13. States and Jurisdictions for Fundraising will allow the ministry to fundraise in any state and location that the website will reach. Ministry of Reconciling Peace shall only fundraise for Ministry of Reconciling Peace. Other entities will not fundraise for Ministry of Reconciling Peace.
Financial Decisions and Powers:
1. The borrowing powers of the Ministry may be exercised by special resolution of the members.
2. The Board shall insure that the Ministry’s assets are protected against damage and loss, and, if it is determined that considerable risk is involved in the operations of the Ministry, the directors themselves are void of suability. No member, officer or Director of this corporation shall be personally liable for the debts or obligations of this corporation of any nature whatsoever, nor shall any of the property of the members, officers or Directors be subject to the payment of the debts or obligations of this corporation.
Dissolution of Ministry of Reconciling Peace:
1. If dissolution becomes necessary for the Ministry of Reconciling Peace, the Board will call a meeting. There will be a 2/3 vote of the members for agreement of dissolution. There must be a reason given before a vote can be taken for dissolution. It must be written in the minutes the reason why and the vote. There will be a letter sent to all appropriate agencies. The letter will contain all legal requirements.
2. Assets shall be distributed by the Board of Ministry of Reconciling Peace after paying or making provisions for the payment of all debts, obligations, liabilities, costs and expenses of the corporation. The rest of the money will be donated to a religious or charity organization that works with the same type of Ministry. This will be implemented according to the requirements of section 501(c)(3) of the Internal Revenue Code.
Disclaimer:
The Ministry of Reconciling Peace does not claim to do any medical healing or promise any thing except to share the knowledge, healing and love of God so people may find God and the healing with Jesus.
