PREAMBLE

The Session of the First Presbyterian Church of Kingston, New York under the authority granted by the Constitution of the Presbyterian Church (U.S.A.) has determined that it does not provide more efficient operation of the church by delegating those various duties managing the fiscal, real property and stewardship business of the church to a board of church members to be called the trustees. The Companion to the Constitution of the Presbyterian Church (U.S.A.) gives the following advice: 

 

ARTICLE I - THE BOARD

Section 1. The creation of The Board of Trustees (herein referred to as the "Board", "Trustees", or the "Board of Trustees") shall be in accordance with the Constitution of the Presbyterian Church U.S.A. and the laws of the State.

Section 2.Qualification; Election; Removal. The directors of the Corporation are designated Trustees. The initial Board of Trustees shall be those persons named in the Articles of Incorporation. Thereafter, the membership of the Board of Trustees shall be identical to the membership of the Session in active service. Election by the congregation and installation as Elder of the church shall constitute a person a Trustee of the Corporation. They must also be eligible under civil law. Termination for any cause of the active service of a person on Session shall automatically terminate such person as a Trustee of the Corporation. (Book of Order G-7.0401; Article of Incorporation IX).

ARTICLE II - ANNUAL MEETING

Section 1. The Annual Corporate Meeting of the congregation shall be in conjunction with the Annual Congregational Meeting (determined by the unicameral Board of Trustees and Session). A corporate meeting shall be called by the unicameral Board of Trustees and Session at their discretion, or when directed by the Presbytery.

Section 2. A quorum of a meeting of the corporation shall not be less than thirteen (13) or one tenth of the eligible active members of the Church, whichever is greater. A quorum being present - voters shall decide any question properly introduced and required by civil law by a majority vote.

Section 3. Trustee members, who are on the active roll of the particular church, shall designate the Presiding officer and secretary of the Annual Corporate Meeting.

Section 4. Business to be transacted:

A. Matters related to buying, mortgaging, or selling real property;

B. Report on the management of real and personal property of the church.

Section 5. The Presiding Officer and Secretary of the Annual Congregational Meeting shall be designated by the unicameral Board of Trustees and Session from among the ruling Session members.

 

ARTICLE III - OFFICERS AND TRUSTEES
Section 1. Following the Annual Meeting, at the next regularly stated meeting of the unicameral Board of Trustees and Session, the Board shall elect a president, vice president, secretary, church treasurer. The treasurer may or may not be a member of the Board, and the Board shall designate his or her duties.

Section 2. The Board shall meet monthly, and at such other times as necessary on the call of the President or any two Trustees.

Section 3. A quorum of the session shall be the pastor or other presiding officer and one third of the Elders but no fewer than two, except for the reception and dismission of members, when the quorum shall be the moderator and two members of the session. (Book of Order: G-10.0202)

 

ARTICLE IV - POWERS OF OFFICERS AND THE BOARD OF TRUSTEES

Are subject to the authority of theSessionand under the provisions of the Constitution of the Presbyterian Church (U.S.A.)

Section 1. President's Powers

A. Duties: The President shall preside at all meetings of the Board of Trustees provided a quorum of the Board is present to act.
B. General Administration: The President shall, subject to the authority and direction given to the Board of Trustees by the Session, have direct responsibility for the general administration, formulation and execution of the business of the Board.

C. Committees: The President may appoint such committees, as he or she may deem advisable to carry out the business of the Board.

Section 2. Vice President's Powers. The Vice President shall perform all duties and functions of the President in his or her absence or incapacity.

Section 3. Treasurer's Powers.

A. Duties: The Treasurer shall, subject to the authority and direction of these by-laws and the Board of Trustees, collect all funds and keep financial accounts of the Corporation.

B. Accounts: All accounts of the Church's funds and security and security holdings, entrusted to the Board by Session, shall be kept upon terms and conditions defined by the Session approved budget. Terms and conditions not supported by the present budget must be approved by Session.

C. Reports: The accounts shall be open at all times for the inspection of the Board, Session,and Presbytery, and reports of the financial condition of said accounts, shall be made no less than once a month to the Board, a copy to be provided to the Sessionfor their review. A financial report shall be issued quarterly, reviewed by Session and made available to the congregation through the Board of Trustees.

D. At the annual meeting of the corporation, and at the expiration of his or her term of office, the Treasurer shall submit a final report for the year.

Section 4. Secretary's Powers

A. Duties: The Secretary shall, subject to the authority and direction of these by-laws and of the Board, keep minutes of all meetings of the board and shall perform such duties as the Board may assign or delegate. The Secretary shall also provide a copy of the minutes to Session for review.

B. Correspondence: At the direction of the President and Board, the secretary shall correspond with such persons, as the Board deem necessary.

Section 5. The corporation so formed, or the individual Trustees, shall have the following powers:

A. To receive, hold, encumber, manage and transfer property, real or personal for the church;

B. To accept and execute deeds of title to such property;

C. To hold and defend title to such property;

D. To manage the property of the church buildings and facilities.

E. To manage any permanent funds for the furtherance of the purposes of the church.

Section 6. The Trustees shall with the written permission of the Presbytery transmitted through the Session sell, mortgage, or otherwise encumber any of its real property and acquire real property subject to an encumbrance. The Trustees shall act only after the approval of the congregation granted in a duly constituted meeting.

Section 7. A copy of all minutes of the Board shall be sent to the Clerk of Session for review prior to next regularly scheduled Session meeting. A copy of said minutes will be filed with the Presbytery.

Section 8. The Board shall arrange for an annual audit of the books of the church treasurer; such audit is to be made by a committee composed of at least two members of the Board. The result of such audit shall be reported to the Session and to the corporate meeting.

 

ARTICLE V - AMENDMENTS

Section 1. Amendments to these by-laws may be proposed by Session and adopted by a majority vote of a declared quorum at a duly called meeting of the congregation.

 

 

Revised June 28, 2009