Jesus Christ calls us to unity. In obedient response to that call and in recognition and affirmation of his prayer, ‘~that they may all be one” (John 17:20-23), those churches in Texas whose members proclaim Jesus Christ as Lord and Savior and who choose to express and bear testimony to such common witness do hereby constitute ourselves into the Texas Conference of Churches. In so doing, we seek to enable our members to work together, to engage in dialogue, to overcome divisions and misunderstandings, to engage in prayer and work for unity, and to give, as far as possible, a common Christian witness and service, doing together all things save those which we must in conscience and obedience do separately.

The name of this Texas non-profit corporation [501 (c)(3)] shall be the Texas Conference of Churches.

The purpose of the Texas Conference of Churches (hereinafter referred to as Conference), is to clarify and strengthen our witness to Christ as Lord of Church and world by:

The registered office of this corporation shall be in Austin, Texas.

ARTICLE II- MEMBERSHIP

  Church judicatories affirming the Preamble of the Constitution and sharing the purposes of the Texas Conference of Churches (Conference) may apply to the Board of Directors (Board) for membership and shall be received into full membership upon vote of approval by the Board subject to ratification without objection by the member judicatories (Constitution Article III Section 1). Full membership shall continue until and unless the member judicatory rescinds its endorsement of this Constitution.

  Member judicatories shall fulfill their responsibilities by:

(a.)       electing or appointing twelve members to the Board in three rotating classes of four members each (Constitution Article IV Section 1);

(b.)      participation in the Judicatory Leader Advisory Council by their appropriate executive leaders (Constitution Article IV Section 3);

(c.)       electing or appointing representatives to the Annual Assembly (Constitution Article IV Section 4);

(d.)      electing or appointing members to the Forums, Task Forces, and Advisory Groups (Constitution Article IV Section 6, 7, and 8);

(e.)       providing financial resources for the mission and ministry of the Conference, which is an extension and expression of the mission and ministry of the member judicatories. Member judicatories are expected to pay their fair share of the annual Conference budget (Bylaws Article VIII Section 1);

(f.)       overseeing the stewardship of the financial resources of the Conference through their Board members (Bylaws Article VIII Section 1).

Other Christian Communions, denominational units and individual congregations may apply to the Board to be Associate Members and shall be received into associate membership upon a vote of approval by the Board, subject to ratification without objection by the member judicatories (Constitution Article III Section 2). Associate membership must by reviewed for renewal by the Board every five years.

Each Associate Member shall fulfill its responsibilities by:

(a.) electing or appointing two representatives to the Assembly. (b.) providing financial resources for the work of the Conference.

Texas Conference of Churches may collaborate with ecumenical, inter-faith, and non-sectarian organizations which share common values and concerns for the good of God’s people in Texas.  Such collaboration shall be subject to Article 5, Section 1 of the Constitution.

(a.) The JLAC shall elect two of its member executive leaders (or their representatives) to the Board annually, in three rotating classes, who shall serve three year terms, for a total of six seats on the Board (Bylaws Article IV Section 1).

(b.) “Four members shall be elected or appointed to the Board annually, in three rotating classes, who shall serve three year terms, contributing 12 seats on the Board to serve with the 6 names from among the member executive judicatory leaders (or their representatives; at no time shall the Board have less than three members from among the executive judicatory leaders, nor more than three of their representatives) (By-law Article III section 1 [a.], constituting a Board numbering a minimum of 15. These members shall be drawn from the member judicatories acting in denominational groupings. The Executive Committee of the Board in cooperation with the member judicatories shall facilitate this process. (Bylaws Article II Section 2 [a.], Bylaws Article III Section 4).”

(c.) Board members elected or appointed by the member judicatories shall reflect the diversity of our communions, as well as minority, gender, laity/clergy and age balance, according to a formula of inclusiveness as determined by the member judicatories at a meeting of the JLAC annually.

(d.) Vacancies in membership shall be filled by election/appointment to the unexpired term of the Board seat vacated; and shall normally be filled by a person of the same denomination.

The Board shall annually elect from the Board of Directors, a President, Vice-President, Secretary, and Treasurer, each to serve a term of two years,   (Constitution Article IV Section 2). These officers and the executive director shall be the Officers of the Conference.

             (a.)        The President as executive officer of the Conference presides at the Board and Annual Assembly.

(b.)        The Vice-President presides in the absence of the President.

            (c.)        The Secretary keeps timely records and minutes for the Board and the Annual Assembly and holds the official seal of the Conference.

            (d.)       The Treasurer oversees all fiscal matters of the Conference, is a member of the Finance Committee, and presents the financial report of the Conference to the Annual Assembly. 

The Board shall hold regular meetings at least twice annually in order to conduct Conference business.   Special sessions of the Board may be called by the President or upon request of two-thirds of its members. The Board may hold a retreat annually, for welcoming and orienting new members of the Board. 

There shall be an Executive Committee of the Board consisting of the four officers, the Executive Director, and at least one other member elected by the Board. The Executive Committee may act on behalf of the Board in the interim between meetings of the Board, reporting on those actions at the next regularly called meeting of the full Board. 

Committees to serve administrative needs of the Conference shall be organized by the

Board and shall be responsible to the Board. No Committee is authorized to exercise the authority of the Board in management and/or financial decisions. 

(a.) Personnel Committee

The Personnel Committee shall consist of the President of the Board, The Vice-President of the Board, one judicatory leader, one clergy member of the Board and one lay member of the Board. The Personnel Committee shall elect a Recording Secretary and the Vice President shall serve as the chair of the committee..

The purpose of the Personnel Committee shall be to:

1.) offer support to staff;

2.) consider staffing needs and make recommendations;

3.) consider personnel policies and make recommendations;

4.) conduct annual evaluation of Executive Director and other staff;

5.) make annual staff compensation recommendations;

6.) mediate any conflicts around staff issues.

(b.) Finance Committee

The Finance Committee shall consist of the Treasurer of the Board, one

judicatory leader, one clergy member of the Board, one lay member of the

Board and one financial consultant. The Finance Committee shall elect a

Chair and a Recording Secretary.

The purpose of the Finance Committee shall be to:

1.) review all financial reports;

2.) make budget recommendations;

3.) consider capital issues and make recommendations;

4.) consider fund raising issues and make recommendations;

                                     5.)  consider property issues (e.g. repair, replacement, purchase, sale) and make recommendations;

6.) direct an annual audit be conducted.

  (c.)        Additional Board Committees may be developed to serve administrative needs of the Conference, as deemed necessary and appropriate.

The purpose of the Board shall be to: 

(a.)        develop policies and goals regarding membership, mission and ministry, personnel, finance, constitutional and bylaw issues, and public statements of the Conference;

(b.)       implement the approved policies and goals by the establishment of necessary guidelines and procedures;

(c.)       provide for administrative services and appropriate accountability.

The responsibilities of the Board shall be to:

             (a.)        be incorporated as the Board of Trustees of the Conference;

             (b.)        nominate and elect the Officers of the Conference;

(c.)        develop guidelines to insure inclusiveness in personnel practices, and in volunteer participation, for the total mission and ministry of the Conference;

 (d.)       elect the Executive Director through a Search Committee process which shall include representation from the College of Judicatory Leaders;

              (e.)       approve the Conference staff positions recommended by the Executive Director;

              (f.)       serve as a resource and guide to the elected Officers and Conference staff;

             (g.)      develop and approve Conference policies and goals;

(h.)        provide appropriate administrative services for the Annual Assembly, the JLAC, and committees and task groups  

             (i.)        make arrangements for, plan, and host the Annual Assembly;

(j.)        establish the linkages and necessary procedures to insure coordinated planning, evaluation and funding;

             (k.)       adopt, support, and administer the annual budget for the Conference;

(1.)       determine and communicate to member judicatories through appropriate judicatory staff and their committees, an equitable basis for their financial contributions;

(m.)       evaluate the mission and ministry of the Conference Commissions, Forums, Task Forces, and Advisory Groups, as they relate to those of the member judicatories.

(n.)        initiate, periodically review, and dissolve, Forums, Task Forces, and Advisory Groups of the Conference;

(o.)       establish criteria for participation on Conference Commissions by non-member groups or individuals;

             (p.)       receive applications for Conference membership and act on them;

             (q.)       amend the Constitution and Bylaws as necessary to the operating procedures and well-being of the Conference. 

A simple majority of the voting membership of the Board shall constitute a quorum. An exception is made in the case of amendment of the Constitution, which requires a two-thirds vote (Constitution Article VII). 

The appropriate executive leader of each full member judicatory shall, by reason of that office, be a member of the JLAC (Constitution Article IV Section 3). 

One member of the JLAC shall be elected annually to serve as Chairperson of the JLAC for a term of one year, who can be re-elected up to a maximum of three consecutive years. The Chairperson shall appoint another member of the JLAC annually to serve as Recording Secretary of the JLAC for a term of one year, who can be re-appointed for up to a maximum of three consecutive years.

The JLAC shall meet at least once annually with the Board (for which judicatory leaders may appoint a designee, so each judicatory is represented), and at least once annually as peers for mutual conversation, sharing, and support.

The purpose of the JLAC shall be to:

(a.)        provide the judicatory leaders with an organized, regular meeting place for ecumenical discussion and reflection as a model for the whole Church;

(b.)       provide for the Conference the collective wisdom of the Church’s designated leaders;

(c.)        illumine the theological and biblical foundations of the Conference’s mission and ministry.

The responsibilities of the JLAC shall be to: 

(a.)        elect six of its members (or their representatives) to serve on the Board for three year terms. These Board members shall be elected in three rotating classes of two members each (Constitution Article IV, section 1).

(b.)        be represented on the Search Committee for the Executive Director;

(c.)        hold member judicatories accountable for providing the financial resources which they have pledged;

            (d.)       discern ecumenical trends and propose Conference goals to the Board;

            (e.)       engage in theological discussion around emerging issues.

A quorum will consist of one third of the membership of the JLAC, providing at least four communions are represented in attendance. 

  There shall be an Annual Assembly of representatives elected or appointed, who are persons involved in ecumenical relations, special ministries and/or with competence or interest in a particular Assembly theme (Constitution Article IV Section 4), as follows:

(a.)        Each full member judicatory shall be entitled to two voting representatives in the Assembly plus one additional for each 20,000 confirmed or adult members, or major fraction thereof~ except that denominational units with jurisdiction embracing the entire state of Texas shall have the two basic representatives plus one additional for each 10,000 confirmed or adult members up to 400,000 and one additional representative for each 20,000 members in excess of 400,000. In no case shall the representation of a single denominational group exceed one-third of the total Assembly. At least one-half of the elected or appointed representatives of each member unit shall be lay people.

(b.)       In addition to the above representatives, members of the Board shall be representatives in the Assembly.

(c.)        Associate members and ecumenical partners shall be entitled to two representatives.

(d.)       Advisory representatives may also participate in the Assembly and shall have the privilege of the floor, but may not vote. The following may participate as advisory representatives:

1.)    Members of t              1.)      The JLAC, or Task Force members, who are not elected or appointed.

2.)       Representatives of non-Christian religious bodies who have been invited to participate, by the Board.

The President, as executive officer of the Conference, presides at the Assembly. The Vice-President presides at the Assembly in the absence of the President. The Secretary keeps timely records and minutes for the Assembly. The Treasurer presents the financial report of the Conference to the Assembly. Decision-making will be by consensus if possible. 

The Assembly shall meet annually at a time and place determined by the Board.

The purpose of the Annual Assembly shall be to:

(a.)      provide witness to our unity in Christ;

(b.)      provide inspiration, worship, and fellowship;

(c.)     receive reports on the previous year’s activities of the Conference, other related bodies, ecumenical partners and staff;

(d.)     transact any other business placed before it by the Board;

(e.)      encourage representatives to advocate for the work of the Conference with their respective member units. 

The responsibilities of the Assembly representatives are to:

(a.)        consider those concerns and issues through dialogue and reflection which may contribute to the overall mission and ministry of the Conference and its member judicatories, and take action as deemed appropriate;

(b.)       receive reports from the Board, the Executive Director,  the Partner Organizations, the Forums, the Task Forces, and the Advisory Groups;

(c.)        report on the Annual Assembly and the work of the Conference to their member judicatories;

(d.)       encourage pledged support for the Conference as a budget line item in their member judicatories.

Normally, a resolution(s) in keeping with the consensus goals / purposes of the TCC that falls within the parameters of our Constitution / By-laws, may be submitted in writing by a person(s), the Board of Directors, a designated Task Force, or Advisory group with time for discussion, at a regularly scheduled meeting of the Board, appropriate Task Force, or Advisory group during the calendar year.  However, exception(s) may be granted by a majority of the Assembly to any timely resolution with immediate implications.  

The Board or appropriate Task Force, committee, or advisory group, having received or initiated a resolution (see format example below), may:

(a.)  refer the resolution for review and revise its content / format, as deemed necessary, without changing the intent of the resolution.

         (b.)  refer the resolution for further study / recommendation.

  (c.)  table the resolution, if not in keeping with the consensus goals / purposes of the TCC, and if it does not fall within the parameters of our Constitution / Bylaws.

           (1.) Upon completion of its work, the consultative committee returned the resolution to the Board or appropriate Task Force or Advisory group for approval or further action.

                (2.)  If approved by the appropriate Task Force or Advisory group, the resolution is then forwarded to the Board of Directors, for their approval or further action.

                (3.)   If substantial changes in the resolution are suggested by the annual assembly, the resolution will be sent back to the appropriate Task Force or Advisory group for further review and revision.

The deadline for submitting a resolution at the assembly is 5:00 p.m. on the first day. 

Please type or print clearly on a single sheet of paper, using the following format:

(a.)    Begin each statement or paragraph describing or explaining the purpose of the resolution with the word “WHEREAS...”

  (b.)    Begin the recommended action statement(s) or paragraph(s) with the word

“therefore be it RESOLVED, that...” (If needed, “and be it further RESOLVED, that...”).

FORMAT EXAMPLE:

“WHEREAS, __                                          ;_; and

WHEREAS, ______________________; therefore, be it

RESOLVED, that___________________.

Answer briefly, the three questions below:

(a.) What is the financial impact of this resolution on the TCC budget?

If expenditures are required, what are the sources of income anticipated to accomplish the purpose of the resolution?

(b.) What are the personnel implications within the TCC?

Who will be responsible for implementation of the resolution?

(c.) How does this resolution enhance and forward the mission and ministry of the TCC?

In exceptional cases, any resolution can be brought to the floor of the Assembly by  a majority vote of the Assembly itself.

If there is an Executive Director he/she shall be elected by the Board. Voting shall be by ballot, and a two-thirds majority of the ballots cast shall be required for election. The Executive Director shall serve the Conference at a salary to be determined by the Board, upon the recommendation of the Personnel Committee.

The Executive Director shall be supported by such staff as the Board deems appropriate, consistent with Conference goals for mission and ministry and the corresponding budget (Constitution Article IV Section 5 (b)).

The purpose of the Executive Director shall be to:

provide administrative leadership for the Conference as it seeks to carry out its ecumenical mission statewide.

The responsibilities of the Executive Director shall be to: 

(a.)    manage the day to day business of the Conference;

(b.)    administer guidelines of the Board to insure inclusiveness in personnel practices, and in volunteer participation, for the total mission and ministry of the Conference;

(c.)    select, supervise and evaluate the performance of all Conference staff;

(d.)    administer Conference policies and goals regarding membership, mission and ministry, personnel, finance, constitution and bylaw issues, public policy statements of the Conference or its partner organizations, and assist the Board in the development of new policies and goals;

(e.)    develop procedures for the implementation of Conference policies and goals;

(f.)     utilize the linkages and implement the necessary procedures to insure coordinated planning, evaluation and budget control;

(g.)    communicate to the judicatories in all matters which the Board deems appropriate;

(h.)    provide administrative services for the Board, the Conference, the Assembly, the JLAC  and such Forums, Task Forces, and Advisory Groups as may be developed;

(i.)     establish and review procedures and operational guidelines of the Forums, Task Forces, and Advisory Groups;

(j.)     recommend the initiation or the dissolution of the Conference Committees, Forums, Task Forces, and Advisory Groups to the Board;

(k.)    establish and review procedures for the implementation of the Conference policies and goals regarding participation of non-member groups or individuals. 

ARTICLE VII- TASK FORCES, FORUMS, ADVISORY GROUPS & COMMITTEES

The mission and ministry of the Conference shall be carried out by task forces, forums, advisory groups & committees 

Each of these shall function with the oversight of the Board of Directors and/or the Executive Director, if there is one.

Each of these groups shall be composed of one person elected or appointed by each full member judicatory and  may also co-opt persons who may be chosen because of special competence or interest.  

A Chair, Vice-Chair, and Secretary of each group shall be elected to serve a term of one year, each of whom may be reelected for up to a maximum of three years. The three officers, together with such other individuals as the group  may determine, shall compose a group Executive Committee, with the oversight of the Board/Executive Director.

All activities of these groups shall be subject to the supervision and guidance of the

Board, in order to maintain consistency with the overall mission and ministry of the

Conference. 

  The purpose of these groups shall be to:

(a.)  witness ecumenically to the Gospel’s Call for mutual respect, dialogue, reconciliation, and healing of the divisions in the Church;

(b.)  witness ecumenically to the Gospel’s Call for cooperative ministries of justice, peace, and mercy in response to specific needs, as deemed appropriate to implementing the policies and goals of the Conference.

(c.)  witness to issues and concerns deemed appropriate to the work and ministry of the Texas Conference of Churches

(d.) The Board, in consultation with the JLAC, may create Forums, Task Forces, and Advisory Groups in order to address issues and concerns emerging from the work of the Conference, the Assembly, the member judicatories, or from other ecumenical sources (Constitution Article IV Section 7, 8, and 9). The purpose of such Forums, Task Forces and Advisory Groups is to deal with the matters referred to them by the Board.  

The responsibilities of these groups shall be to:

             (a.)       develop and implement ecumenical mission and ministry in Texas;

(b.)       regularly report on their work to the Board, appropriate judicatory committees, and other ecumenical structures;

             (c.)       encourage judicatory support for their work.

The Board shall determine and communicate to member units a fair basis for their financial participation. Although such amounts shall not be considered a tax or assessment, fairness requires that all member judicatories meet this responsibility. (Bylaws Article II Section 2(e.).

The fiscal year of the Conference shall be the calendar year.

The Constitution and Bylaws shall govern the operation of the Conference. Consensus shall be the desired method of decision making.  However, Robert’s Rules of Order (Revised) shall be the parliamentary rules adhered to when relevant and applicable, and when not inconsistent with the Conference Constitution and Bylaws. 

Bylaws to interpret or carry out the purpose of this Constitution may be enacted or amended by a consensus of those present and voting at any Board meeting (Constitution Article VI).  If consensus is impossible after discussion, amendments to the By-laws may be enacted, at the discretion of the Chair, by a two-thirds majority of those present and voting.

Constitution and By-laws rewritten and revised in September, 2008 and submitted for approval to Texas Conference of Churches Assembly on November 17, 2008