Church of Body Modification

 

By-Laws of the CHURCH OF BODY MODIFICATION

(As adopted March 4, 2008, revised June 16, 2008)

Section 1 Official Address

The Official address of the Church of Body Modification is:

TBA

 

Section 2 Governing Body

The governing body of the Church of Body Modification, hereafter referred to as the CoBM, shall be known as the Board of Directors, or simply, the Board. The members of the Board agree to uphold and maintain the bylaws and doctrine in its present state, including any and all amendments added to or subtracted from them.

 

Section 3.0 President and Secretary

The Board of Directors shall appoint a single individual to the role of President. This position shall remain active until such time as the financial books of the CoBM are closed, or until the individual is removed from office (as stated in Section 10 below), retires or resigns.

The Board shall also appoint one individual to the position of Secretary. This position shall be held as active until such time as the financial books of the CoBM are closed, or until the individual is removed from office (as stated in Section 10 below), retires or resigns.

 

Section 3.1 Officers

In addition, the Board may appoint a Vice President. The Board may also choose to create and fill additional rolls including Vice Chairs, Secretaries, Assistant Secretaries or Assistant Treasurers, as well as other offices. The same person may hold any two or more offices, but no Officer shall execute, acknowledge, or verify any instrument in more than one capacity. To become an Officer of the Organization, a member must be at least eighteen (18) years of age and have been an active member of the CoBM for a minimum of six (6) months.

 

Section 4 Authority of the President

The President is authorized to prescribe such rules and regulations for the running of the Board of Directors as it determines to be in the best interests of the CoBM. Acceptance of these rules and regulations shall be by consent of a majority of the Board.

 

Section 5 Membership in the CoBM

President, Board members and members of the CoBM shall not receive any stated salary for their services to the CoBM.

In addition to the duties prescribed in these By-Laws, each member of the Board shall have any additional duties, not inconsistent with these By-Laws, that the Board of Directors may prescribe.

 

Section 6 Meetings of the CoBM

All meetings of the CoBM shall be held in a manner and at a time that is agreed upon by the Board. One or more persons may attend by means of conference telephone or similar communication equipment by means of which all persons participating in the meeting may communicate with each other. Members of the Board who are unable to attend meetings for whatever reason may provide the Board with written reports, in either electronic format or hard copy at the discretion of the President. The CoBM shall conduct such business as may properly be brought before the meeting and they shall receive the President’s report, and the Treasurer’s report. All members of the Board shall be accorded the right to vote at meetings.

 

Section 7 Notice of Meetings

The Board shall cause notification of a meeting to occur no less than fourteen (14) days prior to the day of the meeting. Notification shall be served on or mailed by the following methods: postage pre-paid, electronic format (email) or telephone, to each member of the Board. The notice shall specify the place, date, and hour of the meeting and the general nature of the business to be conducted at it. Notice to each member shall have been deemed to be received if such notice is served on or mailed to the address of record for the member.

 

Section 8 Voting and Proxies

A member of the Board may vote, in person or by proxy, at any meeting of the CoBM. Each board member shall be entitled to cast one vote on all matters that are subject to a vote unless said vote is to remove that particular member from their position. Every proxy must be dated and signed by the member and provided to the President prior to the end of the meeting.

 

Section 9 Removal of CoBM Members

Any member of the CoBM (excluding the President, Security and Board members) may be removed with cause, at any time, by a 51% majority vote of all board members of the CoBM. Any member of the CoBM may resign from the CoBM at any time. Such resignation shall be made in writing and delivered to the President or to any member of the Board. Unless otherwise specified in such notice, a resignation shall take effect immediately upon its tender to the CoBM. In the event of the resignation or removal of the President, the Board shall select a replacement.

 

Section 10 Removal of CoBM President, Secretary and Board Members

The President or any member of the Board may be removed with cause by a unanimous vote of all board members of the CoBM.

 

Section 11 Installation of CoBM President, Secretary and Board Members

To fill an empty position a unanimous vote of all board members is required.

 

Section 12 Duties

Section 12.1 The President

The President shall be the chief executive officer of the Organization, shall preside at all meetings of the CoBM, shall have day-to-day general and active management powers over the business of the Organization, and shall see that all orders and resolutions of the CoBM are carried into effect.

The President shall annually prepare a full and true statement of the affairs of the Organization, including a Balance Sheet and Operating Statement, to deliver to the CoBM and Board of Directors.

The President shall have the custody of the corporate funds and receipts, shall keep full and accurate accounts of receipts and disbursements in books belonging to the Organization, and shall deposit all monies and other valuable effects in the name and to the credit of the Organization in such depositories as the CoBM may designate.

The President shall disburse the funds of the Organization as the CoBM may order, taking proper vouchers for such disbursements, and shall render to the Board of Directors and the CoBM, at its regular meetings or when the CoBM so requires, an account of all transactions and of the financial condition of the Organization.

In case of the President’s death, resignation, retirement, or removal from office, all the Organization’s books, papers, vouchers, money, and other property in the President’s possession or under the President’s control shall be surrendered to the upcoming President, as installed by the Board.

The President may sign, with the Board’s prior authorization, any instruments and/or deeds of conveyance of the Organization for any expenditure. In general, the President shall perform all the duties ordinarily performed by a treasurer of a corporation, and such other duties as the CoBM or Board may assign.

The Vice President, if there is one, shall, in the absence or disability of the President, perform the duties and exercise the powers of the President, and shall perform such other duties and have such other powers as the CoBM or the Board may prescribe from time to time.

 

Section 12.2 Presidential Power

The President shall maintain “Presidential Power”. This includes but is not limited to veto power over Board decisions as well as final say over CoBM policy and operations. Presidential Power does not extend to the removal of the President.

 

Section 12.3 Secretary and Assistant Secretaries

The Secretary shall attend all meetings of the CoBM and record all the proceedings of the meetings of the Organization in a book to be kept for that purpose. In the absence of the Secretary at any meeting, the Board may designate an alternate to serve as Secretary for that meeting.

The Secretary shall give or cause to be given notice of all meetings of the CoBM. The Secretary shall keep in safe custody the records of the Organization.

In general, the Secretary shall perform all duties ordinarily performed by a recording secretary and/or corresponding secretary of a corporation and such other duties as the CoBM or the Board, subject to the CoBM’s control, may assign from time to time.

 

Section 13 Amendments

A three-quarters vote (75%) of all of the members of the Board may alter, amend, repeal, or add to these by-laws, provided that a written notice has been sent to each board member at least thirty (30) days before the start of the meeting at which such actions will be considered. The notice shall state the alterations, amendments, additions, or changes that are proposed. This notice may be waived in accordance with these by-laws.

 

Section 14 Former Officers

Members who held office prior to February of 2008 shall be considered Former Officers and no longer hold their former position nor hold any current power. Former Officers include but are not limited to ministers, board members, and liaisons. The President holds the official listing off all current officers and only members on the President’s list are current and recognized.