Christian Church (Disciples of Christ) Capital Area, Inc.
Re-typed as Amended 10-23-2004
And as amended by the Regional Board 11-24-2006
And as amended by the Regional Board 07-23-2016 & approved by the Regional Assembly 10-15-2016
CHRISTIAN CHURCH CAPITAL AREA
We, who are members of the Christian Church (Disciples of Christ) Capital Area, know ourselves to be a part of the church universal as well as the Christian Church (Disciples of Christ) in the United States and Canada. We affirm the theological understandings contained in the Design for the Christian Church (Disciples of Christ) as an appropriate basis for the purpose and work of our Regional Church, and we reaffirm our commitment to the covenantal relationships outlined therein. It is our earnest desire to so structure ourselves and so live and work together as church that these theological understandings and covenantal relationships will be nurtured.
An Affirmation of Identity
As members of the Christian Church, we confess that
Jesus is the Christ
The Son of the living God,
And proclaim him Lord and Savior of the world.
In Christ’s name and by his grace
We accept our mission of witness
And service to all people.
We rejoice in God, maker of heaven and earth,
And in the covenant of love,
which binds us to God and to one another.
Through baptism into Christ
We enter into newness of life
and are made one with the whole people of God.
In the communion of the Holy Spirit we are joined
together in discipleship and obedience to Christ.
At the table of the Lord we celebrate with thanksgiving
the saving acts and presence of Christ.
Within the universal church we receive
the gift of ministry and the light of scripture.
In bonds of Christian faith
we yield ourselves to God
that we may serve the one whose kingdom has no end.
Blessing, glory and honor be to God forever. Amen
Article I. Incorporation
The name of this organization shall be “Christian Church (Disciples of Christ) Capital Area, Inc.” hereinafter also referred to as the “Christian Church Capital Area”, the “CCCA”, or the “Region”. This organization, incorporated under the laws of the District of Columbia, is the successor to the Capital Area Association of Christian Churches, which was the successor of the Capital Area Council of Christian Churches, which was the successor to the Capital Area Christian Missionary Society, which was successor to the Christian Missionary Society of Maryland, Delaware and the District of Columbia. The Region also incorporates the organization formerly known as the Capital Area Christian Women’s Fellowship. The CCCA is a Region of the Christian Church (Disciples of Christ) in the United States and Canada, which is also referred herein as the “General Church”.
Article II. Definition of Capital Area
The Capital Area shall consist of: the District of Columbia; the state of Maryland, not including Garrett and Allegheny Counties; the state of Delaware; Morgan, Berkeley and Jefferson Counties in West Virginia; Franklin County in Pennsylvania; Alexandria City, and Arlington, Fairfax, Loudoun and Prince William Counties in Virginia and such other territory as may from time to time be agreed upon by the CCCA and neighboring Regions of the General Church.
Article III. Purposes and Powers
Section 1. Statement of Mission
Called of God through Jesus Christ to be part of the church universal, we Disciples fulfill our ministry as the Christian Church (Disciples of Christ) Capital Area.
Our purpose is to witness the ONENESS of the Church of Christ of earth, to be a covenantal community that embodies the ministry of Christ in worship, witness, and service to the world God loves and that promotes justice and concern for the whole creation.
In partnership with one another we establish, receive, and nurture congregations and provide pastoral care to members, ministers and congregations, as they relate to one another and the world-wide mission of the whole church.
Section 2. General Powers
The CCCA shall have power, for the purposes appropriate to its creation, to own personal, mixed, and real property, and to acquire title thereto; to hold, use, improve, sell, lease, pledge, mortgage, convey or otherwise dispose of the same; to accept gifts, devises, and bequests; to solicit subscriptions for money; and to borrow money. The property of the organization shall be held in trust for the uses of the religious body known as the Christian Church (Disciples of Christ) or its successor.
Section 3. Powers Excluded
The CCCA shall be without mandatory powers over local church congregations and organizations.
Article IV. Membership
The CCCA consists of all congregations that are now, or shall become, associated with the denomination known as the Christian Church (Disciples of Christ) and which participates in some way with the work of the Region.
Article V. Regional Assembly
Section 1. Function
The Regional Assembly is the general representative body of the CCCA and shall be held biennially in even-numbered calendar years at a place and time (between May 15 and November 1) to be fixed by the Board of Directors. The Regional Assembly will transact the business of the Region and will conduct programs for worship and for the education of those in attendance.
Section 2. Special Meetings
At the discretion of the Board of Directors and for the conduct of urgent Assembly business, the Regional Assembly may be called into special session in the interim between the regular biennial sessions.
Article VI. Officers
Section 1. Composition
The officers of the CCCA shall be the Moderator, the Moderator-Elect, Regional Assembly Planning Coordinator, Secretary, Treasurer, Treasurer-Elect, and the Regional Minister. All officers except the Regional Minister shall be elected for two-year terms at the biennial Regional Assembly and shall take office January 1 following election.
Section 2. Terms of Office
The Moderator, Moderator-Elect, Treasurer, Treasurer-Elect, and Regional Assembly Planning Coordinator shall be elected to one two-year term and may not succeed themselves. The Secretary shall be elected for a term of two years and may be re-elected for one successive term.
Article VII. Board of Directors
Section 1. Composition
The CCCA shall have a Board of Directors (also referred to as the “Board”) that shall have full authority to conduct the business of the Region when the Regional Assembly is not in session. The Board of Directors shall be constituted as follows: the Officers; the Chair of the Trustees; the Directors of the Commissions and their Directors-Elect; the Presidents or designees of the Constituency Organizations; the member of the General Board of the General Church elected by the Regional Assembly and two At-Large Board members elected by the biennial Regional Assembly. At-large members may serve no more than two consecutive two-year terms on the Board of Directors. The Professional Staff other than the Regional Minister shall be non-voting members of the Board. Vacancies in positions elected by the Regional Assembly shall be filled by the Board of Directors.
Section 2. Authority And Responsibility
The Board of Directors shall have authority to appoint and elect such officers committees, agents, and employees as it deems necessary for the conduct of the business and mission of the CCCA. Any committee named by the Board, whether permanent or temporary, shall report its activities to the Board through its respective Commission Director and the Chair of such a committee may, at the invitation of the Commission Director or the Moderator, attend, without vote, the meetings of the Board.
Section 3. Conduct Of Business
The Board shall meet no fewer than three times each calendar year, with no more than 180 calendar days between meetings. Fifty percent of the voting membership shall constitute a quorum. Minutes of each Board meeting shall be mailed to all member congregations. Any member of any congregation may attend meetings of the Board of Directors, but without vote.
Article VIII. Administrative Committee
Section 1. Composition
The Board of Directors shall have an Administrative Committee comprised of the Officers and the Chair of the Trustees.
Section 2. Authority and Conduct of Business
The Administrative Committee shall meet at the call of the Moderator or of the Regional Minister or at the direction of the Board. Sixty percent of the voting membership shall constitute a quorum. The Administrative Committee shall implement policies and actions of the Board of Directors and shall discharge such other duties and responsibilities as may be assigned to it by the Board. The Administrative Committee may also take interim action on behalf of the Board. All actions of the Administrative Committee shall be reported to the Board for approval, disapproval, or further action and minutes of the Administrative Committee shall be appended to the minutes of the subsequent meeting of the Board of Directors.
It is responsible for the general oversight of the financial affairs of the Region and, in coordination with other Commissions and the Regional Minister, prepares the annual budgets for presentation to the Board of Directors for approval; coordinates budget control procedures and guidelines for disbursement; reports regularly to the Board of Directors on the current statuses of the budget; supervises the management and maintenance of all regional properties, (excluding the Regional Campgrounds and Conference Centers); including the recommendation of policy related to these properties; identifies maintenance and development with appropriate recommendations to the Board of Directors; and develops and maintains personnel policy guidelines.
Article IX. Trustees
Section 1. Function
The CCCA shall have seven trustees, who shall serve the Region in the management of the estate, property, interest and inheritance of the organization. It shall be the responsibility of the trustees also to supervise invested funds and trust accounts of the Region; to conduct business within the framework of the Articles of Incorporation and the Constitution and in accordance with applicable laws; and to carry out such instructions as may be given them by the Regional Assembly and/or the Board of Directors.
Section 2. Composition
The Trustees shall include the Moderator, the Treasurer, the Regional Minister and four persons elected at-large by the biennial Regional Assembly. The officers named shall serve as trustees during tenure of their office. The four trustees at-large shall be elected for terms of four years, two of whom shall be elected at each biennial Regional Assembly. Trustees may not succeed themselves. All trustees shall serve until their successors assume office. The Chair of Trustees shall be designated by the Regional Assembly. The Trustees shall name one of their numbers to act as Resident Agent. Trustees shall take office January 1 following election.
Article X. Ministerial Staff
Section 1. Personnel
The Ministerial Staff shall consist of the Regional Minister and other professional personnel, including Associate and/ or Assistant Ministers, as are now or may be employed by the Board of Directors.
Section 2. Duties and Responsibilities
A. The Regional Minister shall serve as chief executive officer and perform the senior ministerial functions of the Regional Church, which shall include attention to the spiritual life of the church and pastoral oversight to the work and witness of the Region. The Regional Minister shall provide overall direction and coordination of the work of all members of the professional and administrative staff. The Regional Minister serves as an ex-officio member of all Commissions and committees except as specifically excluded by this Constitution, the Plans of Organization or by action of the Board. The Regional Minister is responsible to the Board of Directors on all matters.
B. Other Ministerial Staff, including Associate and Assistant Ministers, shall be employed to implement the work of the Region, as necessary and as consistent with budgetary allowances. Ministerial Staff members shall be responsible for specific program areas and assignments as determined by the Regional Minister in consultation with the Administrative Committee. All Ministerial Staff members are responsible to the Regional Minister.
Section 3. Selection and Calling of Ministerial Staff
A. Regional Minister shall be called by the Board of Directors. When a vacancy in this position is to be filled, a Search Committee shall be appointed by the Moderator subject to ratification by the Board, to consider candidates and make a recommendation to the Board. The Search Committee shall consist of six to eight persons of whom one-half shall be pastors of congregations. The Moderator shall name the Chair of the Search Committee. A recommendation to the Board that a call be extended must be supported by three-fourths of the Search Committee. A call by the Board must be supported by the vote of two-thirds of the voting members of the Board of Directors, after the Board has interviewed the recommended candidate.
B. Other Ministerial Staff members shall be called in the same manner as the Regional Minister, except the Regional Minister, if already called, shall be a member of the Search Committee, and shall serve in addition to the congregational pastors required to be named. The calling of other Ministerial Staff members shall require the concurrence of the Regional Minister.
C. Contracted persons may be engaged by the Regional Minister, in consultation with the Personnel Committee and the appropriate program group, to perform one or more specific functions in the Region’s program. Contract persons shall be compensated per hour for their work, their expenses shall be paid after presentation of the documentation, and all other pertinent federal and/or state regulations related to such contracted persons shall apply. Such persons shall work in coordination with the regional ministerial staff member who has oversight of the particular program area in which the contracted persons serves.
Section 4. Conditions of Employment
A. Employment of all members of the Ministerial Staff shall be for indefinite periods unless otherwise stated.
B. Prior to employment, each member of the Ministerial Staff shall be provided a written Statement of Agreement setting forth terms of employment including salary and allowances, leave and other benefits, and other such terms as appropriate.
C. Each member of the Ministerial Staff shall be furnished a position description. Realignment of staff duties and responsibilities may be made at any time by the Regional Minister subject to the approval of the Administrative Committee.
Section 5. Termination of Employment
A. The employment of the Regional Minister may be terminated, at the initiative of the Regional Minister, 60 calendar days following written notice to the Moderator. The employment of other members of the Ministerial Staff may be terminated, at the initiative of the Ministerial Staff member, 60 calendar days following written notice to the Regional Minister and to the Moderator.
B. The employment of any member of the Ministerial Staff may be terminated, at the initiative of the Christian Church Capital Area, 90 calendar days following the delivery of written notice by the Moderator to the Ministerial Staff member. Such notice of termination must be signed by the Moderator and the Secretary, and supported by the vote of two-thirds of the voting members of the Board of Directors. The vote of the Board shall be at a special meeting called specifically to consider the termination and for which Board members shall be given 14 calendar days prior notice in writing. The Regional Minister shall vote only with respect to terminations of other members of the staff.
Section 6. Personnel Committee
The Personnel Committee Chair shall be appointed by the Moderator, and shall serve as a member of the Board of Directors ex officio. This committee is responsible for those duties normally associated with a personnel committee, including administering personnel policies, performing evaluation functions and making salary recommendations for the CCCA.
Article XI. Program Cabinet
Section 1. Compostion
The Program Cabinet (hereinafter also referred to as the “Cabinet”) shall be comprised of the Officers, all Regional Ministers, the Directors of the three Commissions, and the Presidents of the Constituent Groups. The Cabinet shall be chaired by the Regional Minister.
Section 2. Duties
It shall be the function of the Program Cabinet to plan and administer the programs of the Region, in keeping with the policies established by the Constitution and the Plans of Procedure of the Regional Assembly and the Board of Directors. The Cabinet shall meet at least once each six months. The Cabinet shall evaluate current program activities and plan for future programs, shall coordinate plans and activities of the various Commissions, shall arrange a calendar of activities, and shall perform such duties as may be requested by the Board of Directors.
Article XII. The Commissions
Section 1. Organization
The programming and operational functions of the Region shall be performed by the Commissions described herein and by such committees as they deem necessary.
A. Commission for Congregational Life. Chaired by the Director for Congregational Life, this Commission shall be responsible for regional programs of education, evangelism, training and for financial assistance to existing congregations. This Commission also plans and implements programs for the establishment of new congregations. It also shall be responsible for regional programs of service, outreach, interdenominational relations, and campus ministries.
B. Commission for Ministry. Chaired by the Director for Ministry, this Commission shall be responsible for working with ministers and with candidates for ministry in the region, including the implementation of the Policies and Procedures of the Christian Church (Disciples of Christ) Capital Area Concerning the Order of Ministry.
C. Commission for Camps and Conferences. Chaired by the Director for Camps and Conferences, this Commission shall be responsible for regional programs of camps, conferences, and other related activities now in existence or which may be developed as related to Camps and Conferences and the oversight of the Regional Campgrounds and Conference Centers.
Section 2. Directors and Directors-Elect of Commissions
A. Directors of the Commissions shall be elected at the biennial Regional Assembly to a two-year term, and shall take office on January 1 following election.
B. Directors-Elect of the Commissions shall be elected at the biennial Regional Assembly to a two-year term, and shall take office on January 1 following election; then be nominated for the Director position for the next biennium.
Article XIII. Duties of Officers and Trustees
Section 1. Moderator
The Moderator shall preside at meetings of the Regional Assembly, the Board of Directors, and the Administrative Committee and perform such other duties as are generally associated with the office and as are specifically prescribed in this Constitution and the Plans of Procedure.
Section 2. Moderator-Elect
The Moderator-Elect shall perform the Moderator’s duties in the absence of the Moderator and shall assist the Moderator in such manner and means as the Moderator shall request. The Moderator-Elect shall be elected at the biennial Regional Assembly to a two-year term, and shall take office on January 1 following election; then be nominated for the Moderator position for the next biennium.
Section 3. Regional Assembly Planning Coordinator
The Regional Assembly Planning Coordinator, in the absence of the Moderator and the Moderator-Elect, shall perform the duties of the Moderator. The Regional Assembly Planning Coordinator shall chair the Program Committee of the Regional Assembly and shall perform such other duties as may be assigned by the Board of Directors.
Section 4. Secretary
The Secretary shall maintain records of the proceedings of the Regional Assembly, the Board of Directors, the Executive Committee and the Cabinet; shall be responsible for the issuance of notices and preparation of correspondence in the connection therewith and shall perform such other duties as are related to the office.
Section 5. Treasurer
The Treasurer shall be responsible for maintenance of appropriate accounting records and for receipt and disbursement of funds and or establishment and maintenance of fiscal controls; shall serve as a member of committees dealing with the budget and finances; shall coordinate with the Administrative Committee in the establishment and supervision of such budgeting procedures as are necessary and shall perform such other duties as are related to the office.
Section 6. Treasurer-Elect
The Treasurer-Elect shall perform the Treasurer’s duties in the absence of the Treasurer and shall Assist the Treasurer in such manner and means as the Treasurer shall request. The Treasurer-Elect shall be elected at the biennial Regional Assembly to a two-year term, and shall take office on January 1 following election; then be nominated for the Treasurer position for the next biennium.
Section 7. Trustees
The Chair of the Trustees shall preside at meetings of the Board of Trustees; shall prepare reports to the Regional Assembly and to the Board of Directors concerning property owned or leased by the Region, and shall submit such recommendations as are proper and necessary in connection herewith. The Chair of the Trustees shall see that contracts or other written instruments on behalf of the CCCA, pursuant to action by the Board and/or the Regional Assembly, are properly executed by the Trustees as expeditiously as possible.
Article XIV. Nominating Committee
Section 1. ComposItion
The CCCA shall have a Nominating Committee comprised of the following: the Moderator-Elect and the presidents of the constituency organizations deemed official by the Board at that time ex-officio; a past Regional Moderator or President; and five additional members. These five other members and the past Regional Moderator/ President shall be elected by the Assembly for a two-year term.
Section 2. Selection Procedure
Each biennium, the Board of Directors shall forward to the Assembly for election to the incoming Nominating Committee, the names of a past Regional Moderator or President and of five other Members as well as the names of the ex-officio members (see above), and shall designate one member from this group as the Chair. Additional nominations for Nominating Committee members may be made from the floor, provided the nominees are present and consent. The past Moderator/President may not serve consecutive terms. The five other Nominating Committee members may serve a maximum of two consecutive terms. Vacancies in the Assembly-elected positions during the term of office shall be filled by the Board of Directors.
Section 3. Authority and Responsibility
A. The Nominating Committee shall hold a first meeting within 120 calendar days after election.
B. The Nominating Committee shall solicit suggestions from all congregations of the Region for names of persons to serve in elective positions and on the various committees and other units of the organization. They shall maintain records of suggested candidates for future reference. In selecting nominees for the various offices, the Committee shall consider, but not be limited to, the names of all persons suggested.
C. The Nominating Committee shall select one nominee each of the following offices to be elected by the Assembly: Moderator, Moderator-Elect; Regional Assembly Planning Coordinator; Secretary; Treasurer; Treasurer- Elect; Chair of the Trustees; two Trustees-at-large; Director for Congregational Life; Director for Ministry; Director for Camps and Conferences; two members-at-large of the Board of Directors; and (every four years) a Representative to the General Board of the General Church. The slate of nominees shall be broadly representative of the Region, and the Nominating Committee shall seek to identify new people for leadership positions in the CCCA while at the same time endeavoring to maintain a healthy balance of experience persons for purposes of continuity.
D. The Nominating Committee shall report a slate of candidates to the Administrative Committee in time to be included in the business docket of the next Assembly. Additional nominations may be made from the floor of the Assembly, provided the nominees are present and consent.
Article XV. Indemnification
Any member of the Board of Directors, of the Board of Trustees, or of any functional group of the Board of Directors, past or present, and any employee, past or present , shall be indemnified, and appropriately, by the Board of Trustees of the Christian Church Capital Area against any and all expenses actually and necessarily incurred in the connection with defense of any action suit proceeding in which the employee, officer, director, trustee or member of a function group; except in relation to matters as to which the employee, officer, director, trustee, or member of a functional group shall be adjudged in such action suit or proceeding to be liable for negligence, misconduct or misfeasance in the performance of any duties. Such indemnification shall not be deemed to be exclusive of any other rights to which such employee, officer, director, trustee or member of a functional group mat be entitled under any agreement, vote of the Board of Trustees, Plan of Procedure or otherwise.
Article XVI. Plans of Procedure
Section 1. Regional Assembly
The Regional Assembly shall adopt a Plan of Procedure, consistent with this Constitution, to govern its activities, and may alter, amend, or repeal any provision in the Plan of Procedure in the same manner my which amendments are made to this Constitution.
Section 2. Board of Directors
The Board of Directors shall adopt a Plan of Procedure, consistent with this Constitution to govern its affairs, and may. At any meeting of the Board, the Board may alter, amend, or repeal the same by a two-thirds vote of the members of the Board present and voting, providing the proposed amendment is presented to each member in writing no later than 20 calendar days before the meeting at which the vote is taken.
Article XVII. Dissolution
If and upon the dissolution of the Christian Church Capital Area Corporation, all assets of the Corporation remaining after all liabilities and obligations of the Corporation have been paid, satisfied and discharged, or adequate provisions have been made therefore, shall be transferred, conveyed and distributed to its successor corporation and/or the Christian Church (Disciples of Christ) in the United States and Canada or its corporate successor. If on the date of such proposed distribution, the Christian Church (Disciples of Christ) or its corporate successor shall no longer be in existence, or shall not qualify for exempt status under Section 501(c) (3) of the Internal Revenue of 1954 (or the corresponding provision of any future United States Internal Revenue law), the assets of this Corporation upon its dissolution and liquidation shall be transferred, conveyed, and distributed to or among such other not-for-profit (religious, educational, charitable, benevolent or other) organizations as may be specified or provided for under the plan of distribution adopted by the Corporation, provided however that in any event such distributee organization shall be exempt under the provision of Section 501 (c) (3) of the Internal Revenue Code of 1954 ( or the corresponding provision of any future United States Internal Revenue law).
Article XVIII. Amendments to the Constitution
This constitution may be amended by a two-thirds vote of the representatives present and voting at a Regional Assembly, provided the amendment is mailed to each member congregation no later than 45 calendar days before the Regional Assembly at which the vote will be taken.
Article XIX. Effective Dates
Upon adoption by the Regional Assembly, this Constitution, the Plan of Procedure of the Regional Assembly, and the Plan of Procedure of the Board of Directors, shall become effective on January 1, 1993. The Board of Directors is authorized to adopt interim procedures as necessary to provide for an orderly transition from the old Constitution and Bylaws to this new Constitution, and as a transition procedure, the report of the Nominating Committee to the 1992 Regional Assembly shall be accepted for presented nominees as needed under the new Constitution.
(Draft 6/3/92, as amended and adopted by the Regional Assembly on October 17, 1992. Further amended by the Regional Assembly, October 8, 1994. Further amended October 23, 2004. Further amended October 15, 2016).