Bylaws
CONSTITUTION of the UNITED METHODIST CAMPUS MINISTRY ASSOCIATION CORPORATION
Cincinatti, OH
(Established July 2005)
ARTICLE I (Name)
The name of this Corporation shall be: The UNITED METHODIST CAMPUS MINISTRY ASSOCIATION CORPORATION
ARTICLE II (Mission and Vision)
The mission of the United Methodist Campus Ministry Association (UMCMA) Corporation is to be a professional network engaged in supporting, connecting, equipping and advocating on behalf of collegiate ministers. The UMCMA Corporation envisions a church that passionately loves college students as much as God does, and offers God’s transforming love to every student, on every campus, in every generation.
The UMCMA Corporation realizes this mission and vision through the following values:
•Grounded in our faith and the Wesleyan tradition
•Shared passion for the United Methodist tradition
•Shared passion for students
•Committed to students
•Communication with colleagues
•Resourcing
•Mutual support
•Systemic vision
•Reaching out
•Intentionally inclusive
•Disciple-making
•Leadership development
•Training
•Relationships
•Advocacy
•Shared vision
The UMCMA Corporation is organized exclusively for charitable, religious, educational, and devotional purposes, including, for such purposes and activities, the making of distributions to organizations that qualify as exempt organizations under Section 501(c)(3) of the Internal Revenue Code, or the corresponding section of any future federal tax code.
ARTICLE III (Powers)
SECTION 1 - The UMCMA Corporation, hereinafter, the membership of which is referred to as The UMCMA Coordinating Committee, is organized as a non-profit corporation to be operated with the principles, practices and methods of the United Methodist Church.
SECTION 2 - To accomplish its mission, The UMCMA Coordinating Committee (CoCom) shall have the power
(a)to develop a yearly budget.
(b)to raise monies to support the budget.
(c)to spend monies, including without limitation, for event and meeting expenses, advertising, transportation, activities and programs, and material goods and services.
(d)to set policies and bylaws for the facilitation and guidance of UMCMA.
(e)to negotiate understandings and formalize covenants between all organizations in relationship to this Corporation.
(f)to appoint committees and task forces to accomplish the work of the Corporation.
(g)to act as a Board of Trustees with all appropriate powers and responsibilities as outlined in Article VIII.
SECTION 3 – No part of the net earnings of the organization shall inure to the benefit of, or be distributable to its members, trustees, officers, or other private persons, except that the organization shall be authorized and empowered to pay reasonable compensation for services rendered and to make payments and distributions in furtherance of the exempt purposes of the organization. No substantial part of the activities of the organization shall be the carrying on of propaganda, or otherwise attempting to influence legislation, and the organization shall not participate in, or intervene in (including the publishing or distribution of statements) any political campaign on behalf of or in opposition to any candidate for public office. Notwithstanding any other provision herein, this organization shall not, except to an insubstantial degree, engage in any activities or exercise any powers that are not in furtherance of the purposes of this organization.
ARTICLE IV (Location)
The location for this Corporation shall be in the city of Mount Pleasant, in the county of Charleston, in the state of South Carolina.
ARTICLE V (Membership and Elections)
SECTION 1 – The Members of The UMCMA Coordinating Committee (CoCom) shall be:
(a)Two members elected from each of the five UMC Jurisdictions.
(b)One alternate elected from each of the UMC Jurisdictions.
(c)Up to five members appointed by CoCom to ensure diversity in regards to gender, age, ethnicity, geographical location, ministry setting, and experience level.
SECTION 2 – Election and Terms of Service
Elected and alternate members of CoCom shall be elected by their jurisdictional representatives.
(a)All elected and appointed members shall have voting rights.
(b)Elected members shall serve four-year terms after which they may seek nomination for an additional four-year term. Elected members may serve for a maximum of eight concurrent years and may return to Co-Com after a minimum of two years off Co-Com.
(c)Alternate members shall be elected to a two-year term and have voice without vote.
(d)Appointed members shall serve a two-year term.
SECTION 3 – Officers and Representatives
(a)The officers of CoCom shall consist of two Co-Chairs, Membership Chair, Treasurer, Secretary, Webmaster, and Annual Conference Staff Person and shall be elected by CoCom from its membership for two-year terms and no person shall serve in more than one office simultaneously.
(b)Duties of the offices shall be those commonly accepted for the given offices.
SECTION 4 – Executive Committee
The Executive Committee shall be made up of the Co-Chairs, Membership Chair, Treasurer, Secretary, Webmaster, Annual Conference Staff Person and the Chair of the Advocacy Committee. The Executive Committee shall present a report of all interim actions at the next meeting of the CoComm or via e-email.
SECTION 5 – Mid-year Vacancies
When a vacancy occurs on CoCom, the alternate shall fill the vacancy and the CoCom may present a candidate to fill the alternate position at the next regular meeting of the CoCom. They shall serve with full voting rights.
ARTICLE VI (Meetings)
SECTION 1 – The CoCom shall meet a minimum of one time per year in person, which shall be the annual meeting as required by state law, and throughout the year via conference calling as needed.
SECTION 2 – Special meetings of the CoCom may be called whenever necessary by the Executive Committee.
SECTION 3 – The Executive Committee shall provide each member notice in advance of each meeting of the Corporation, stating the time, place, and purpose of the meeting. For annual meetings, at least six weeks advance notice is required.
ARTICLE VII (Quorum and Alternative Voting)
Eight members present and voting at any officially called CoCom meeting shall constitute a quorum for the transaction of business. Any action required or permitted to be taken by CoCom may be taken without a meeting, through electronic transmission. Such written consent or consents shall be filed with the minutes of the proceedings of the CoCom. Such action by written consent shall have the same force and effect as a vote of such members.
ARTICLE VIII (Board of Trustees)
SECTION 1 – The CoCom shall also be the Board of Trustees of the Corporation.
SECTION 2 – The Board of Trustees has responsibility
(a)To buy, purchase, lease or otherwise acquire any and all kinds of property needed to carry out the mission for which the Corporation was created.
(b)To accept any and all property for the Corporation and to hold the same in such endowments, investments, or funds as may be determined consistent with the purposes of the donors and the mission of the UMCMA Corporation.
(c)To borrow money, issue bonds, debentures, notes or other evidence of indebtedness, execute mortgages and security agreements to acquire needed funds for the purpose of the Corporation.
(d)To negotiate contracts, execute documents and to do any and all acts necessary to carry out the mission and purposes of this Corporation.
SECTION 3 – The Co-Chairs and the Treasurer are authorized to sign all legal documents for the Corporation. In the absence of either of these officers, the Board of Trustees shall designate who shall sign such documents.
SECTION 4 – All the business of the Corporation shall be transacted in the name of the Corporation, viz: THE UNITED METHODIST CAMPUS MINISTRY ASSOCIATION.
ARTICLE IX (Amendments)
The Coordinating Committee may amend this Constitution by a two-thirds majority vote of the members of the Corporation present at any regular or special meeting of the Coordinating Committee, provided written, printed or electronically transmitted notice has been given to each member at least ten days previous to such meeting, and further provided that at least eight members be present and vote.
ARTICLE X (Registered Agent)
The registered agent of the Corporation shall be selected by the Executive Committee.
ARTICLE XI (Dissolution of Organization)
Upon the dissolution of the organization, all assets of the organization remaining after all liabilities and obligations of the organization have been paid, satisfied and discharged, will be transferred, conveyed, and distributed to the General Board of Higher Education and Ministry of the United Methodist Church (GBHEM).
If on the date of such proposed distribution, GBHEM is no longer in existence or does not qualify for exempt status under section 501(c)(3) of the Internal Revenue Code, or the corresponding section of any future federal tax code, the assets of the organization shall be transferred, conveyed, and distributed to the United Methodist entity as the “Successor Organization” entitled under the Book of Discipline of the United Methodist Church, or by other General Conference, Jurisdictional Conference, Annual Conference, or District action, to receive the assets of the United Methodist Campus Ministry Association upon its dissolution.
If pursuant to the preceding paragraphs, the assets of the United Methodist Campus Ministry Association Corporation are to be distributed to the Successor Organization, but on the date of the proposed distribution, the Successor Organization is no longer in existence or does not qualify for exempt status under section 501(c)(3) of the Internal Revenue Code, or the corresponding section of any future federal tax code, the assets of the organization shall be transferred, conveyed, and distributed to such other United Methodist related organizations as may be specified in, or provided for, under a Plan of Distribution adopted by this organization; provided, however, that in any event, each such distribute organization shall be exempt under the provisions of section 501(c)(3) of the Internal Revenue Code, or the corresponding section of any future federal tax code.
[Adopted at the UMCMA Biennial Gathering, July 2013, in Denver, CO, at Iliff School of Theology]