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UUFG Bylaws 2010


Bylaws of the Unitarian Universalist Fellowship of Gainesville

Revised May 23, 2010

Article I – Name

The legal name of this religious society as established in its Articles of Incorporation in the State of Florida is the Unitarian Universalist Fellowship of Gainesville, Florida, Inc. (the Fellowship”).

Article II – Purpose

This organization:

  • Provides opportunities for personal spiritual growth and nourishment
  • Fosters and invigorates a broadminded acceptance of different views of religion
  • Respects the inherent worth of every individual
  • Supports mutual respect for differences of individual paths to spiritual formation
  • Encourages free and disciplined search for truth and a deeper understanding and experience of human values
  • Strives to create a world community founded on the ideals of friendship, justice, and peace

Article III – Non-Discrimination Covenant

The Fellowship does not discriminate in the hiring or calling of a Minister, in the hiring of staff members, in the choice of service or product providers, in the ability to join and/or remain affiliated with the Fellowship, or in the ability to participate in the governance and activities of this Fellowship on the basis of race, age, gender, sexual orientation, gender identity, national origin, disability, marital status, education, or economic status. The Fellowship also does not discriminate in any of these activities on the basis of religious beliefs provided those beliefs are consistent with the purpose of the Fellowship and with the principles of the Unitarian Universalist Association.

Article IV – Authority and Affiliations

§1.0 Governing Authority

In case of conflict between these Bylaws and the Articles of Incorporation as approved by the Secretary of State of Florida, the Articles of Incorporation take precedence.

§2.0 Rules of Order

These Bylaws govern the conduct of business in the Fellowship and may not be suspended. The current edition of Robert’s Rules of Order governs for questions not addressed herein. A motion to suspend the prevailing rules of order must address the specific purpose of suspending the rules of order and requires the approval of two-thirds of the Members present (see Article VI, Section 6.4).

§3.0 Denominational Affiliation

This Fellowship is a member of the Unitarian Universalist Association (UUA), its Florida District, and the Florida District’s Northeast Cluster. This Fellowship may affiliate with any future derivative organizations via Congregational vote and amendment of these Bylaws.


§4.0 Voting Delegates

The President, after consultation with the Governing Board, appoints voting delegates of the Fellowship to the UUA General Assembly and to any derivative organization provided for in Section 3.0 of this Article.

§5.0 Dissolution

In the event of dissolution of the Fellowship (see Article VI, Sections 6.2 and 6.4), all of its property and assets shall become the property of the Unitarian Universalist Association. In no event shall any of the assets or property, or the proceeds from the sale of any assets or property, be distributed to members for the reimbursement for any sum contributed by those members or for any other purpose.

Article V – Membership


Any person age 13 or older who supports the purpose of the Fellowship may become a Voting Member by following the appropriate procedures as set forth in the Fellowship’s Policy and Procedures Manual (see Article VI, Section 1.0). A voting member must be 18 years of age or older to vote on an issue that binds the congregation in a legal contract, such as borrowing money or purchasing property. A new Member becomes a Voting Member six months after meeting all the requirements of membership. The Governing Board may remove a member from membership for dangerous or disruptive behavior in accord with appropriate policies and procedures. The Fellowship addresses other matters involving membership according to its approved membership policies.


Article VI-Governance

§2.0 Elected Officers

The Voting Members elect four Fellowship officers each year at the Annual Meeting (see Article VI, Section 6.1): The President, Vice President, Secretary, and Treasurer. The Vice President serves as the President Elect. The President is elected to serve one, one-year term and the following year becomes the immediate Past President, a Governing Board position. The President may be elected for a second one-year term, in which event the Vice President, if willing, also serves a second one-year term, or a new vice president may be elected. The immediate Past President also may serve a second one-year term, and if he/she declines or has served four consecutive years as a Board member, a Trustee may be elected for a one-year term to fill the seventh Board position. A person may serve a maximum of four years in a combination of Vice President and President positions. The Secretary and Treasurer may serve up to four consecutive one-year terms. In the event of a vacancy on the Governing Board, the Fellowship follows the Policy and Procedures Manual for filling the vacancy.

§3.0 Governing Board

The Governing Board is in charge of the property of the Fellowship and is responsible for its business affairs and its administration. The Governing Board is responsible for policies, annual budget preparation, long-range plans, and other duties indicated in the Bylaws and Articles of Incorporation. The Governing Board may delegate day-to-day operations to staff members. The Governing Board shall have the powers and duties necessary for administration of the affairs of the Fellowship and may do any acts that are not prohibited by law, these Bylaws, or the Articles of Incorporation or directed to be exercised or done directly by the Members.


The Governing Board consists of the four Fellowship officers, the Immediate Past President, and two at-large Trustees, who, at the time of their election, have been Members of the Fellowship at least one year. The Trustees serves two-year terms on the Board. An individual may serve two consecutive two-year terms as a Trustee. A Trustee elected to a one-year term to fill the Past President position on the Board (see Article VI, Section 3.0) may be re-elected to one two-year term. Board Trustees shall hold portfolios assigned by the President in consultation with the Board and Minister.


§3.5 Program Council

The Program Council is responsible for implementing the programs of the Fellowship and for carrying out other duties delegated to it by the Governing Board. It is also the body responsible for communications and coordination among programs, groups, and committees falling within their Subcouncils, and between programs, committees, and the Program Council.


The Program Council consists of the Program Council Chairperson, Program Council Secretary, and four Subcouncil Representatives, all of whom are elected by the Voting Members at the Annual Meeting, and who, at the time of their election, have been Members of the Fellowship at least six months. The Subcouncil Representatives are responsible for, advocates for, and liaisons to, the programs, groups, committees, and task forces falling within their defined subject areas, which are determined by the Program Council.


The four Subcouncil Representatives serve staggered two-year terms, with two Representatives being elected at each Annual Meeting. Each may serve up to two consecutive terms. The Program Council Chairperson and Secretary serve a one-year term and may serve up to four consecutive one-year terms.


§4.0 Leadership Development Committee

The Leadership Development Committee consists of four persons who, at the time of their election, have been Voting Members of the Fellowship at least six months. The Voting Members elect two individuals to the Leadership Development Committee each year to serve a two-year terms. The Immediate Past President may be elected to a term on the Leadership Development Committee, which selects its own chair.


The Leadership Development Committee is responsible for preparing and conducting the elections at the Annual Meeting of the Fellowship in accordance with Fellowship policy. The Leadership Development Committee presents the Fellowship with a slate of candidates for the five Fellowship Officers, the two open Subcouncil Representatives, the Program Council Chairperson and Secretary, the two members of the Leadership Development Committee who are elected each year, and any open Governing Board Trustee positions. These candidates will have agreed to serve if elected. The Leadership Development Committee is also responsible for other duties as enumerated in its charter.

§5.0 Ministerial Search Committee (MSC)

The MSC shall search out and recommend to the members a minister for the Fellowship. The MSC consists of seven members. The Leadership Development Committee, in consultation with the President and Governing Board, solicits nominations for candidates for the seven MSC positions and presents a slate to the membership. The Voting Members elects the seven MSC members at a special meeting (see Article VI, Sections 6.2 and 6.4

§6.0 Congregational Meetings

§6.1 Annual Meeting

The Fellowship shall hold its Annual Meeting each year between April 1 and May 31. The Governing Board shall establish the date for the Annual Meeting and make it known to the Fellowship at least 14 days in advance through an announcement in the Fellowship newsletter or on the all-member email list, and/or through a written letter to all members.


During the Annual Meeting, the Voting Members shall elect the Fellowship Officers, the Governing Board Trustee(s), the two open Program Council Subcouncil Representatives; the Program Council Chairperson and Secretary and the two members of the Leadership Development Committee who are elected each year. During the Annual Meeting, the Voting Members shall approve the operating budget for the next fiscal year. Proposed By laws changes may be voted on at the Annual Meeting or at a Special Meeting (See Article VI, Section 6.2). A detailed description of the proposed changes and the rationale for the changes must be sent to the congregation via email or U.S. mail at least 14 days prior to the meeting.



§6.2 Special Meetings

The Fellowship shall hold a Special Meeting when either (1) the Governing Board deems it necessary or (2) the Governing Board receives a written request for a special meeting (the request must explicitly describe the purpose of the meeting) signed by five percent of the Voting Members of the Fellowship. The Governing Board must mail a written notice of a Special Meeting and a description of the purpose of the meeting to all Members at least 14 days in advance.


The following business may be transacted only at a special meeting: calling, hiring, or dismissing a Minister; electing four members of the MSC; revising the Articles of Incorporation; purchasing land and/or other property valued at over $10,000; and dissolution of the corporation. The written notice of the Special Meeting must include the specific motion(s) to be made and on which a vote will be taken. If a Special Meeting is called to revise the Bylaws, the written must include a detailed description of the proposed changes and the rationale for the changes.


§6.3 Voting Methods

UUF does not permit voting by proxy. UUFG permits voting by absentee ballot for the questions noted in Section 6.4 of this Article, for motions at Special Meetings called in accordance with Section 6.2 of this Article, for the approval of the annual operating budget, and for the election of Governing Board members and other officials elected by the Congregation. Absentee votes must be made in accordance with the Fellowship’s established procedure in the PPM in order to be valid and counted. The Secretary must have record of such votes at least 48 hours before the scheduled meeting of the Congregation.


§6.4 Meeting Quorums and Required Voting Margins

Only Voting Members may vote on business matters of the Fellowship.

Unless specified otherwise below, one-fifth of those who are Voting Members by the date of the meeting who have been Members for longer than six months constitutes a quorum for transaction of business. Absentee votes count toward the establishment of the quorum. A quorum is not necessary to adjourn a meeting.

Unless specified otherwise below, a majority vote decides any question.



Minimum Favorable Vote



Bylaws Change




Articles of Incorporation Change




Suspension of Rules of Order




Calling or Hiring a Minister




Dismissing a Minister


Ø 50%+1


Major Property Purchase/Sale




Organizational Dissolution




Establishment of a MSC follows the Fellowship’s established procedure in the PPM and requires a quorum of 20% of Voting Members. The seven candidates for election to a MSC who receive the most votes become members of the MSC.


Article VII – Minister

The Fellowship calls or hires a Minister to help fulfill the Fellowship’s purpose. The minister is responsible for the overall Ministry of the Fellowship and for developing programs and methods for fulfilling the Ministry in collaboration with the lay leadership. The Fellowship and the Minister agree, through the Minister’s Letter of Agreement, on the mutual expectations for fulfilling the Ministry. The Fellowship maintains specific policies for assessing its Ministry and for adapting the Letter of Agreement as the needs of its Ministry change.


Article VIII – Finances

§1.0 Execution of Instruments

The President, the Vice President, the Secretary, and the Treasurer may enter into contracts and execute and deliver any instrument in the name and on behalf of the Fellowship. The Governing Board may authorize other agents to enter into specific contracts and execute and deliver specific instruments in the name and on behalf of the Fellowship.


§2.0 Review of Books

The Finance Committee shall initiate an annual review of the congregation’s books in accord with approved policies and procedures.


§3.0 Check Signing Authority

The President, the Vice President, the Secretary, and the Treasurer have the authority to sign checks on behalf of the Fellowship. The Governing Board may also grant such authority to other persons on an as needed basis. One authorized signature is necessary for all disbursements unless transactions approved by the Treasurer or designate are done electronically. Two authorized individuals must sign any check or approve any transaction over $1,000.


§4.0 UUF Foundation

The Fellowship has established an endowment fund known as the UUF Foundation (the Foundation) for the purpose of promoting liberal religion in Florida. The Foundation is empowered to solicit and receive donations of cash and other assets primarily to support physical and human capital improvements at and for the Fellowship.


The Foundation has its own Policy and Procedures and operates independently from but is accountable to the Governing Board. The Governing Board, in consultation with the Directors of the Foundation, may amend the Foundation Policy and Procedures.

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