Grace Episcopal Church By-Laws

Article I. Name and Organization, Mission, Membership.

Section 1. Name and Organization.

Grace Episcopal Church shall be organized and administered as set forth by the provisions of the Constitutions and Canons of the Protestant Episcopal Church of the United States of America and the Episcopal Diocese of Southern Ohio and acknowledges their authority accordingly. The Parish holds all real and personal property in trust for the Episcopal Church in the Diocese of Southern Ohio. Hereinafter, any reference to "Parish" shall include "Mission", "Rector" shall include "Vicar", and "Vestry" shall include "Mission Council".

Section 2. Mission.

To be a Place of Grace, a community where all are welcome:

• to experience the grace of God through worship, study and action,
• to celebrate our diversity and history,
• to care for our community and each other,
• to serve Christ daily in our lives and work.

Section 3. Membership.

All persons who have been baptized by water in the name of the Father, Son and Holy Spirit and who identify Grace as their home Parish and make it their principal place of worship shall be considered Members of the Parish.

Article II. Parish Meetings.

Section 1. The Annual Meeting.

A. Time and Purpose.

The Annual Meeting of the Members of Grace shall be held on a Sunday during the month of January or February at the discretion of the Rector, Wardens and Vestry. The purpose of the Annual Meeting shall be:

• to elect Wardens, Vestry Members, Delegates and Alternates to Diocesan Convention and North Deanery Representatives according to vacancies to be filled,
• to hear receive reports by the Rector, Vestry Officers and Organizations of the Parish, and to conduct other such business that may properly come before the meeting.

All Members of the Parish shall be notified at least 10 days in advance of the date and hour of the Annual Meeting. The place of the Annual Meeting shall be on the church property unless a different place is specified.

B. Voting Members.

Persons eligible to vote in the Annual Meeting shall be Members at least sixteen years of age. Voting by proxy shall not be allowed at any meetings of the Parish.

C. Quorum.

One-third of the Members defined in the last annual report, shall constitute a quorum at the Annual Meeting. A majority vote of those voting shall determine any matter presented.

D. Rules.

Except where inconsistent with the By-laws and/or Canons, the rules contained in Robert’s Rules of Order Revised shall govern all cases to which they are applicable.

E. Nominating Committee.

A Nominating Committee shall be appointed by the Rector, subject to approval by the Vestry, at least three months prior to the Annual Meeting. It shall consist of three persons. The Nominating Committee shall submit the names of its candidates to the meeting in writing. Opportunity shall be given for additional nominations from the floor during the Annual Meeting. The consent of all people put in nomination must be secured in advance.

F. Voting.

Voting for Wardens, Vestry, Convention Delegates, Deanery Representatives and Alternates shall be done by ballot. Candidates receiving the highest number of votes will be elected. Tie votes will be recast.

Section 2. Special Meetings.

A Special Meeting of the Members of the Parish may be called by the Vestry, by the Rector or by the written request of one-third of the Members of the Parish. Calls for a Special Meeting shall specify the time, place and purpose thereof, and no business other that that specified in the call shall be considered at any such meeting. All Members of the Parish shall be notified at least ten days in advance of the date, time and place of a Special Meeting.

Article III. Parish Representation.

At each Annual Meeting, delegates to the Diocesan Convention will be elected four if the church is in Parish status, or two if the church is in Mission status)for two-year terms. Two alternates shall be elected for one-year terms.

Article IV. The Vestry or Mission Council

The Vestry is the lay authority of the Parish. It is the agent and legal representative of the Parish in all matters concerning the corporate property, finances and the relations of the Parish to its Clergy. It operates within the parameters of the Canons of the Episcopal Church and the Episcopal Church in The Diocese of Southern Ohio.

Section 1. Composition.

The Vestry shall be composed of between six and nine Members plus the Junior and Senior Warden. Vestry seats vacated at the time of the Annual Meeting are to be elected by the Parish Members at each Annual Meeting. (See Sec. 3 for seats vacated in the interim.) All Members elected by the Parish, those elected by the Vestry, and the Junior Warden and Senior Warden shall be entitled to vote on all matters before the Vestry.

Section 2. Term of Office.

The term of office for Vestry Members elected by the Parish is three years. A Vestry Member may be elected for a maximum of two consecutive terms after which they may run for office again after a one-year interval.

Section 3. Vacant Positions.

The Vestry will elect a new person to fill any vacated position. The person so elected will serve until the next Annual Meeting.

Section 4. Organization of the Vestry.

A. The Vestry will meet in an organizational meeting immediately following the Annual Parish Meeting. At this first meeting, new Vestry Members shall receive a copy of the constitution and canons of The Episcopal Church in The Diocese of Southern Ohio and copies of the appropriate sections of the constitution and canons of The Episcopal Church. Members are expected to familiarize themselves with the Constitution and Canons appropriate to their offices.

B. The Vestry will meet at regularly scheduled dates and times. Parish Members will be told in advance of the schedule for the regular meetings.

C. A majority of the Vestry Members in office shall constitute a quorum for the purpose of doing business.

D. The Vestry shall have the following standing committees: Buildings and Grounds, Finance and Stewardship / Development. Vestry may appoint ad hoc committees as needed.

Section 5. Vestry Officers.

A. Senior Warden.

The Senior Warden is the chief ranking lay officer of the Parish. The Senior Warden will be elected at the Annual Meeting for a term of one year and may serve up to three successive years.

B. Junior Warden.

The Junior Warden shall be elected at The Annual Meeting to serve a term of one year. The Junior Warden may serve a maximum of three successive years. At the end of the three years, the Junior Warden is eligible for the position of Senior Warden.

C. Clerk.

The Vestry will elect annually its Clerk for one year. The Clerk may be a Member of the Vestry with all the rights and privileges thereof or may not be a Member of the Vestry. In the latter case, he or she shall have a voice in all meetings, but no vote.

D. Treasurer.

Vestry will elect annually the Treasurer to serve one year. The Treasurer may be a Member of the Vestry with all the rights and privileges thereof or may not be a Member of the Vestry. In the latter case, he or she shall have a voice in all meetings, but no vote.

Section 6. Fiduciary Responsibilities.

The following by-laws are in addition to the Fiduciary responsibilities outlined in the Constitution and Canons of the Episcopal Church and the Episcopal Church in the Diocese of Southern Ohio.

A. All groups or organizations that are part of Grace Church or want to use the name of Grace Church must present all fund-raising efforts to the Vestry for prior review and approval.

B. The Vestry reserves the right to accept or reject gifts to the church.

C. All checks over $500 must be signed by two Parish authorities. These authorities are the Treasurer, the Senior Warden, the Junior Warden, or other person(s) approved by the Vestry.

Article V. Amendments.

These by-laws may be amended or repealed by the voting Members of the Parish at an Annual or Special Meeting by a two thirds vote of the Members who are present at any such meeting; provided that any proposed amendment be sent to each eligible voting Member at least two weeks prior to such a meeting. All changes or substitutions shall take effect immediately following the close of the meeting at which they are adopted.

These by-laws adopted on October 21, 2007, shall supersede any previous by-laws or Code of Regulations formerly adopted by this Parish.

Adopted by a two-thirds vote at the Parish Meeting on October 21, 2007.