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MDD Bylaws.5.2015
MDD Bylaws.5.2015
MDD Bylaws.5.2015.pdf
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The PDF is the official copy, amended April 11, 2015. Text is provided here as a convenience.

Mountain Desert District of the Unitarian Universalist Association

ARTICLE I – NAME

The name of this organization shall be:

The Mountain Desert District of the Unitarian Universalist Association of Congregations.

This organization is incorporated, as a “Non-Profit Corporation” under the laws of the State of Colorado. The Mountain Desert District is a participating District of the Pacific Western Region of the Unitarian Universalist Association of Congregations.
The governing body of the Mountain Desert District is the District Board of Trustees.

Hereinafter, the Mountain Desert District shall be referred to as either the District or as MDD. The Unitarian Universalist Association of Congregations shall be referred to as the UUA.

The District Board of Trustees shall be referred to either as the Board, or as the Board of Trustees.

ARTICLE II – PURPOSES

Working in collaboration with the other districts in the Pacific Western Region, the purposes of the Mountain Desert District shall be:

  1. To promote the growth of liberal religion, within the District.
  2. To aid in the establishment and growth of Unitarian Universalist Churches, Fellowships and other allied groups, within the District.
  3. To make the resources of our national and local religious movement available to our Member congregations and friends.
  4. To encourage both lay and professional leadership development within the District.
  5. To support and promote the policies and ideals of the Unitarian Universalist Association of Congregations.

ARTICLE III – MEMBERSHIP

Section 1.

The Members of the District shall include only those congregations and gatherings, which are affiliated with the UUA, and which are located within the geographical boundaries of the District. Exceptions must have the approval of the UUA.

Section 2.

Other groups or organizations, in sympathy with the above stated purposes (per Article II) may become affiliated with the District. Affiliation requires a recommendation from the Regional Lead or designee and the approval of the Board of Trustees. Affiliation does not convey a right of participation in the Delegate Assembly (per Article V).

ARTICLE IV – MEETINGS

Section 1.

There will be a Delegate Assembly held annually. The Delegate Assembly has the responsibility for setting overall policy and direction for the District and to conduct the official business of the District. Said business shall include (but is not limited to):

  1. Election of the Officers and Trustees of the District
  2. Election of the Leadership Succession Committee
  3. Election of a Director to the Midwest Unitarian Universalist Conference
  4. Approval of the annual operating budget(s) of the District
  5. Approval for any major capital expenditures by the District
  6. Other matters, as recommended by the Board of Trustees
  7. Resolutions and other “new business” which may arise from the floor

The Board shall designate procedures for the verification of Delegate credentials (per Article V) and the legality of resolutions or other legitimate business, which may come before the Delegate Assembly.

A meeting notice, preliminary agenda, and supporting materials will be sent to the appropriate leadership in the Member congregations prior to the Delegate Assembly. Said notice, issued by the President (or designated representative) shall be sent a minimum of thirty (30) days prior to the meeting. The supporting materials are those deemed necessary for a Delegate to perform the listed tasks, satisfactorily.

Section 2.

Special Meetings of the District may be called by either the Board or via petition from the Member congregations. Petitions must clearly state the reason(s) for the request and be submitted in writing to the President. Further, a valid petition must be endorsed by the governing bodies of at least 1/3rd of the Member congregations; located in at least four (4) of the States (in whole or part) which lie within the geographical boundaries of the District.

Upon a call for a Special Meeting either by the Board or by a petition, no more than forty-five (45) days may elapse before the requested Special Meeting is held. The agenda and supporting material for the Special Meeting must be published a minimum of fourteen (14) days in advance of the meeting date. Only items contained on the agenda may be acted upon at the meeting.

Section 3.

At meetings of the District, all of the following conditions must be met to establish a quorum for the purpose of conducting business:

  1. one quarter (25%) of the eligible delegates must be present;
  2. representatives from one-third (33%) of all certified member congregations must be present; and
  3. representatives from certified members congregations located in at least four (4) states served by Mountain Desert District must be present.

 

ARTICLE V – VOTING

Section 1.

Each member congregation shall have the number of lay and ministerial delegates based on the calculation established by the UUA for representation at the most recent General Assembly of the UUA.

Section 2.

The Board may modify (but not reduce) the number of delegates a Member congregation is entitled to. The Board may also recommend additional categories of voting privilege not contained in the rules of the UUA Credentials Committee, for approval by the Delegate Assembly.

Section 3.

The members of the Board of Trustees are assigned one (1) delegate vote each.

Section 4.

Ministerial representatives shall have the same delegate representation that was afforded to them at the preceding UUA General Assembly.

Section 5.

Member congregations may register their votes, via absentee ballot, for the Delegate Assembly. Absentee votes must be specific to unamended items contained on the preliminary agenda. Further they must be certified by the governing body of the congregation and be submitted, in writing, to the District Secretary, a minimum of twenty-four (24) hours prior to the opening of the Delegate Assembly. For each Member congregation, the sum of their absentee votes, plus the number of their delegates in attendance, may not exceed the number of votes authorized per Section 1.

ARTICLE VI – BOARD OF TRUSTEES AND OFFICERS

Section 1.

The governing body of the District shall be a five (5) member Board of Trustees.

Members of the Board are the four (4) District Officers, and one (1) Trustee-at-Large.

Officers and Trustees-at-Large are elected to two (2) year terms by a majority vote of the Delegate Assembly. Absentee ballots (per Article V–Section 5) are valid.

The Regional Lead or appointee is designated as an ex officio member, without vote, of the Board. A quorum for the Board of Trustees shall be three (3) voting members present.

Section 2.

The District Officers shall be the President, Vice President, Secretary and Treasurer.

The terms of the President and Secretary begin in the even numbered years, and the terms of the Vice-President and Treasurer, begin in the odd numbered years. Incomplete terms on the Board of Trustees will be filled in one (1) year increments (per Section 6.).

The President will preside over all meetings of the District and the Board of Trustees.

Only the ensuing Delegate Assembly may rescind or overturn action(s) taken by the Board of Trustees.

Section 3.

The Board of Trustees shall meet a minimum of three (3) times during any given fiscal year. The Board shall set the time and place of their face to face meetings or by electronic media, with notification sent to the appropriate leadership of the Member congregations. Said notification to be made a minimum of two (2) weeks prior to the meeting by the President (or designated representative) from the offices of the District, using established communication channels. Special meetings of the Board may be scheduled by the President, or by majority vote of the remaining Board members.

Section 4.

Any position on the Board may be declared “vacant,” when the duties of the position are not being, or cannot be satisfied by the incumbent. A majority vote of the remaining members of the Board is required. In the event that the office of President is vacated, the Vice President shall immediately assume those duties, and the office of Vice President will be deemed as “vacant.”

Vacant positions may be filled by Board appointment until the close of the next Delegate Assembly. All vacant positions on the Board will be referred to the Leadership Succession Committee (Article VIII) for action.

Section 5.

The membership of the Board of Trustees must be fully constituted, with elected representatives, at the close of each Delegate Assembly.

Each candidate for an elected position on the Board of Trustees must be a bona fide member of a Member congregation. No individual may serve more than six (6) consecutive years (in any elected capacity) on the Board. Eighteen (18) months must have elapsed before an individual may again be considered for election to the Board. Elective terms begin and/or end at the close of each Delegate Assembly.

ARTICLE VII – CONTRACTING WITH CONGREGATIONAL LIFE DEPARTMENT

To serve the member congregations of Mountain Desert District and to fulfill the purposes of the district, the Board may contract for services with the Congregational Life Department of the UUA.

ARTICLE VIII – LEADERSHIP SUCCESSION COMMITTEE

Section 1.

In addition to the members of the Board of Trustees, the Delegate Assembly will also elect a Leadership Succession Committee (LSC). The LSC is a Standing Committee of the Mountain Desert District. It works with the Board and the Regional Lead or designee to establish policies and procedures for the selection and qualification of candidates for District office, as well as for the selection of a chair for the LSC.

The LSC shall consist of five members, four members elected to two year terms, on a rotating basis, and one member of the Board appointed in consultation with the Board, Regional Lead or designee, and chair of the LSC. The Regional Lead or designee shall serve as an ex-officio member of the LSC. No individual may serve more than six (6) consecutive years on the LSC. Eighteen (18) months must have elapsed before an individual may again be considered for a position on the LSC.

The responsibility of the LSC is to identify and recommend qualified candidates for all elective positions within the District. Further, it is the responsibility of the LSC to ascertain the number of “open” positions (in any given year) and to provide a full slate of candidates for these positions, a minimum of forty-five (45) days prior to the next Delegate Assembly. The LSC shall nominate individuals to serve as members of a District Awards Committee.

ARTICLE IX – ENDOWMENT FUND COMMITTEE

Section 1.

If the MDD Endowment Fund corpus is less than twenty thousand dollars, the MDD Board shall be responsible for investing and for distributing the investment proceeds from the Endowment Fund. The primary investment criterion shall be the preservation of principal; that is, the funds shall be invested with minimal risk.

If the Endowment Fund corpus exceeds twenty thousand dollars, or for any other reason the MDD Board may seek independent Endowment Fund advice, the Board may appoint an Endowment Fund Committee of at least two individuals.

Endowment Fund Committee members shall be appointed for three (3) year terms, on a rotating basis. No individual may serve more than two (2) consecutive terms.

The purpose of the Endowment Fund Committee shall be to advise the MDD Board on the investment of the Endowment Fund, the distribution of investment proceeds, or other matters related to the Endowment Fund, as requested by the MDD Board.

A yearly written report of the Endowment Fund Committee, if appointed, shall be included in the MDD Annual Meeting agenda.

ARTICLE X – MIDWEST UNITARIAN UNIVERSALIST CONFERENCE

Section 1.

The Delegate Assembly shall also elect a representative to serve as a Director of the Midwest Unitarian Universalist Conference (MUUC), consistent with MUUC bylaws. No individual may serve more than six (6) consecutive years as the MDD – MUUC representative. Eighteen (18) months must elapse before an individual may again be considered for this position.

In the event of a vacancy, the Board of Trustees may appoint a representative to fulfill any uncompleted term. Vacancies will be referred to the LSC for action.

ARTICLE XI – GENERAL PROVISIONS

Section 1.

The Headquarters address for the District is to be used for all official business.

Section 2.

The fiscal year of the District shall begin on July 1st and end on June 30th.

Section 3.

At all business meetings of the District, the latest edition of The American Standard Code of Parliamentary Procedure shall guide the rules for conducting the meeting. The President may appoint a temporary Parliamentarian to assist in interpreting these guidelines.

ARTICLE XII – LIMITATION OF LIABILITY

Section 1.

The Board of Trustees, Regional Lead or designee, and all other officers, employees, fiduciaries and agents of the District are indemnified, by the District, for actions taken on behalf of the District, to the extent authorized by and in accordance with Colorado law.

ARTICLE XIII – BYLAW AMENDMENTS

Section 1.

Amendments to these Bylaws require a two-thirds (2/3) vote of the delegates (including absentee and mail in ballots) at any properly convened District meeting. The substantive content of any proposed amendment must be included in the notice for that meeting, as previously provided.

Section 2.

Amendments may be initiated by a majority vote of the Board of Trustees or via petition from the Member congregations (per Article IV – Section 3.).

ARTICLE XIV – RECALL OF DISTRICT OFFICERS/TRUSTEES

Section 1.

A Motion to Recall may be entertained at any regularly scheduled District meeting or at a Special Meeting, called for that purpose. Any Motion to Recall must clearly state the reasons and conditions under which it is being submitted. In the event that the President, is the subject of a Motion to Recall, he or she shall voluntarily remove themselves as the presiding Officer for that meeting.

Section 2.

A Motion to Recall may be initiated by a majority vote of the Board of Trustees or via petition from the Member congregations (per Article IV – Section 3.). A two-thirds (2/3) vote of the delegates (including absentee and mail in ballots) is required for execution of a Motion to Recall.

ARTICLE XV – DISSOLUTION

Section 1.

Should the Mountain Desert District fail to hold a Delegate Assembly for a period of more than three (3) consecutive years, the District will be considered as having been dissolved.

Section 2.

In the event that the Mountain Desert District is dissolved without incorporation into another organizational entity of the UUA, all assets and other properties of the District shall be delivered to the Unitarian Universalist Association of Congregations.

Approved April 11, 2015

Amended October 6, 2005
Amended October 13, 2007
Amended October 9, 2010

Amended April 27, 2013

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