Bylaws of the Greater Pittsburgh Cluster of Unitarian Universalist Churches (Unitarian Universalists of Greater Pittsburgh)
Article I. Purpose Statement
The purpose of the Greater Pittsburgh Cluster of Unitarian Universalist Churches, hereinafter known as the Cluster, is to support its member congregations by working together to achieve a common goal of promoting Unitarian Universalism.
Article II. Membership
The Cluster consists of Unitarian Universalist Association (UUA) member congregations, located in proximity to Pittsburgh, Pennsylvania and within the tri-state area of western Pennsylvania, eastern Ohio and northern West Virginia. Member congregations are classified as Active or Inactive depending upon whether they have paid their assessed Cluster dues in the preceding fiscal year of the Cluster. Inactive congregations may be dropped from membership if they remain inactive for 3 years.
Article III. Governance
1. The member congregations of the Cluster are to elect or appoint delegates to the Cluster assembly. These delegates will elect a Board of Directors consisting of 7 members. Members of the Board of Directors, hereinafter called the Board or Directors, are empowered to act on behalf of the Cluster to execute policies adopted by the Cluster membership, implement a mission statement and govern all the affairs of the Cluster during all adjournments, consistent with the policy directives.
2. The Board is responsible for establishing and implementing objectives and programs that further the purpose of the Cluster.
3. The Board is to elect officers from among its members. The officers are: president, vice- president, secretary, and treasurer.
4. To fulfill its duties, the Board may, at its discretion, contract for services; employ personnel and determine their functions and remuneration; adjust line item budget allocations to stay within the overall approved budget; appoint committees to carry out the Cluster's mission; and declare a vacancy in its membership should any Board member fail to attend three consecutive meetings, and appoint a successor to serve until the next annual meeting.
5. The Board will provide for a standing Leadership Development Team (LDT). The Board will appoint three to five persons to the LDT, for presentation of a slate of directors to the Board annually. The president will convene the initial meeting of the LDT and present their charge; the Team will then elect a chair and pursue its business independent of the Board.
6. Four directors shall be elected on the even year and three directors shall be elected on the odd year.
7. The Board of Directors may fill vacancies that occur on the Board between elections.
Article IV. Terms of Office for Directors and Officers
1. Directors are elected for a term of two years. A Director may not serve more than three consecutive terms.
2. Officers serve a term of one year.
Article V. Duties and Responsibilities of Officers and Directors
1. President: The president is the chief executive officer of the Board and may exercise all the functions usually pertaining to the office of president of a corporation. The president is to preside at all meetings of the Cluster Board.
2. Vice-president: The vice-president presides at all meetings in the absence of the president.
3. Secretary: The secretary records the minutes of all meetings of the Board and the Cluster assembly and is the custodian of the records and files pertinent to the history of the Cluster. The secretary sends timely notices of all meetings.
4. Treasurer: The treasurer may exercise all the functions usually pertaining to the office of Treasurer and Controller of a corporation. The treasurer keeps all of the Cluster financial records. The treasurer calculates dues for each member congregation and sends timely invoices. The treasurer provides current financial information as needed. The treasurer receives budget data from all activity chairs and drafts a budget estimate for the Board. The treasurer recommends and maintains the banking relationship of the Cluster and pays promptly all approved bills and appropriations.
5. Directors: The Board is to maintain liaison with all member congregations. Communication will include, but not be limited to,
1. conveying the activities of the Cluster to a newsletter or communications person in that congregation;
2. soliciting news of the congregation's activities appropriate to be conveyed to the Board or to other congregations.
3. The directors act as members or ex officio members of assigned Cluster committees or sponsored projects.
4. The Directors represent the Cluster at congregation functions, including celebratory events at their congregations.
6. Immediate Past-president: The immediate past president serves as advisor and consultant to the officers and directors.
Article VI. Meetings
1. The annual meeting of Cluster member congregations will be held once during a Cluster fiscal year (July 1-June 30). The date, time and place are to be determined by the Board and notice sent to the constituency not less than ninety days in advance of the meeting. To allow time for adequate consideration, congregational requests for budget allocations and proposals for bylaw changes must be submitted to the Board at least sixty days before the annual meeting, for preliminary deliberation. The meeting agenda packet for the meeting will be sent to each member congregation not less than thirty days prior to the meeting date. The agenda packet will include the proposed budget, the report of the Leadership Development Team, reports of requested budget allocations, bylaws proposals that have been submitted along with the Board's decisions regarding them, and announcements of any special events in addition to the business meeting. The business meeting will include reports on GPCUUC activities and functions, a financial report, provisions for election of Directors, plans for the coming year, and adoption of a budget for the coming year. Substantial amendments to the proposed budget (amounting to 10% or more of the budget total) may be made from the floor if the Board has been notified of the proposed amendment thirty days prior to the meeting. Less substantial amendments to the proposed budget (amounting to less than 10% of the budget total) may be made from the floor without prior notice, providing they offset any proposed spending increase with spending cuts or feasible revenue increases.
2. Other meetings of the assembled congregational delegates may be held at such times and places and for such purposes as are determined by the Board or upon petition by three member congregations. Notice of such meetings and their purpose must be given to all member congregations thirty days prior to the scheduled meeting.
3. Assembled delegates: All individuals presenting themselves at a meeting as active members of a member congregation in good standing may be seated as voting delegates, up to the maximum entitled by their congregation (1 delegate for the first 50 members or fraction thereof, plus 1 additional delegate for each additional 50 members or fraction thereof).
In addition, the following religious professionals serving or affiliated with congregations in good standing may be delegates:
1. ordained ministers called by or employed by Unitarian Universalist congregations within the Cluster (including extension and interim ministers);
2. emeritus/a ministers of a Cluster congregation;
3. community ministers who maintain active involvement and affiliation with a Cluster congregation;
4. religious educators serving Cluster congregations who are active members of the Liberal Religious Educators Association (LREDA).
Congregations are “in good standing" if they have paid their assessed Cluster dues for the prior fiscal year. Individuals may not be seated as voting delegates if prior written notice indicating that they do not represent the member congregation has been received by the Cluster Board from the president or board secretary of the member congregation or if such a determination is made by the Cluster Board. Any individual rejected by the Cluster Board will be extended privilege of the floor to petition the seated quorum of delegates to be seated as a voting delegate.
4. Quorum for meetings of assembled delegates: Delegates representing not less than 5 member congregations constitute a quorum for transaction of business at any Council meeting. Privileges of the floor may be extended to non-delegates in attendance at the discretion of the presiding officer.
5. Meetings of Directors: The Board of Directors generally meets at least four times a year at such time and place as may be determined by the Board. The meetings are for the purpose of reporting on each Board member's portfolio of responsibilities, voting upon proposals from the officers or any director, and reviewing any activity that is on-going or proposed, as stipulated by the bylaws, mission statement, policy, and budget directives. Meetings may be held more frequently as called by the president, or special meetings may be called by majority vote of a quorum of the Board voting. At the request of any Board member, an email or telephone poll by the secretary will be accepted as notice for any otherwise unscheduled meeting.
6. Quorum for meetings of the Board of Directors: A quorum for a Board meeting will be a simple majority of the current elected Board members.
Article VII. Fiscal Provisions
1. The annual budget will be supported by regular contributions from the Cluster member congregations and from the income of funds held by the Cluster. The Cluster Board of Directors will solicit annual dues from member churches of the Ohio Meadville District (OMD) and the Central Eastern Regional Group (CERG) in the community of the greater Pittsburgh area congregations. Such dues will be determined on a per-member schedule and the rate will be ratified by the delegates of congregations present at an annual Cluster meeting. A change in the dues rate may be suggested by the Cluster Board and communicated to the constituent congregations at least thirty days in advance of presentation for ratification at the Cluster annual meeting.
2. The Cluster Board of Directors may receive and accept grants, gifts and bequests for the work and activities of the Cluster, but no such receipts will be accepted by the Board unless its purpose and restrictions, if any, are approved by the Board.
3. All requests by member congregations for new budget allocations by the Cluster Board must be made in writing sixty days prior to the Cluster annual meeting, for consideration of inclusion in the annual budget, to be published to the membership thirty days prior to the annual meeting and to be approved by the constituency at the annual meeting.
Article VIII. Amendments to the Bylaws
1. These bylaws may be amended at any meeting of a quorum of the assembled member delegates by a two-thirds vote of those delegates present, provided the proposed amendment (editorial changes not affecting the sense of the amendment excepted) will have been transmitted in writing to the member congregations at least thirty days prior to the meeting.
2. Amendments to these bylaws will become effective immediately upon affirmative vote by the assembled delegates meeting for that purpose or at such future time as is determined by the resolution for adoption.
Article IX. Dissolution
In the event of the dissolution of the Cluster, all outstanding debts are to be paid, and the remaining assets, both real and personal, and including all property ever donated to the Cluster, shall be distributed to the member congregations in good standing, pro-rata based on the annual dues paid for the prior fiscal year, subject to all applicable laws.
Adopted Nov 1, 2014
Revised Sept 21, 2014