PREAMBLE
We, as members of congregations, faith-/interfaith-based organizations and individuals in the Eden area of Alameda County, desire to manifest the unity which we have with one another and with all people of faith who seek to promote a spirit of fellowship, service and cooperation in our area. To that end, we unite in the adoption of the following BY-LAWS.
ARTICLE I. NAME
The name of this organization shall be Eden Area Interfaith Council, hereinafter referred to as the Interfaith Council or EAIC. The Eden Area refers to a part of Alameda County in California, comprised of Hayward, Castro Valley, San Leandro, San Lorenzo, and surrounding unincorporated areas.
ARTICLE II. PURPOSE
The purpose of the Interfaith Council shall be:
1. To promote and facilitate through education, dialogue and advocacy, understanding and respect for all faiths and work together towards human rights, peace, justice, civic change, and freedom of religion.
2. To involve members of our congregations, faith-/interfaith-based organizations and individuals in the variety of programs which we undertake.
3. To promote interfaith understanding that is focused on common ground.
ARTICLE Ill. AUTHORITY AND RELATIONSHIPS
1. The Interfaith Council is an association of congregations, faith-/interfaith-based organizations and individuals in Alameda County, which is autonomous and free to carry on its ministries independent of any other denominational, interdenominational, or interfaith body.
2. The Interfaith Council shall be governed by a Board of Directors, which may delegate the management of the activities of the Interfaith Council to any Standing or Ad Hoc Committees, or persons, provided that the activities and affairs of the Interfaith Council shall be
3. The Interfaith Council shall maintain relationships with interfaith bodies.
4. Community issues may be addressed by the elected Council as a whole at a properly called and duly noticed meeting of the elected Council Representatives.
5. The Board, Committees thereof, and the Council, when making statements on community issues, shall be understood to speak only as a Council or for themselves as a Committee of the Council, and not for the entire Interfaith Council membership unless authorized to speak upon behalf of EAIC.
6. The relationships between the various faith groups shall be one of mutual respect. Members are encouraged to learn about each religion's beliefs and practices: however, there shall be no attempts made to convert any person to a differing belief.
ARTICLE IV. MEMBERSHIP
1. Membership in the Interfaith Council shall be open to congregations, faith-/inter faith-based organizations, and individuals in the Eden area of Alameda County. As with full members, individual members shall be required to make an annual prorated financial contribution to the Interfaith Council and will be offered opportunities to publicize their events through the Interfaith Council.
a. Any events publicized shall relate to the stated purpose of EAIC, as stated in Article II above. No commercial events will be publicized.
2. Congregations, faith-/interfaith-based organizations and individuals shall become Members through their applications, duly submitted in writing under the approved authority of the organizations' own organizational structure (Board, etc.) and then by acceptance of the Board of EAIC.
3. Membership definitions are as follows:
a. A congregation is an assembly of persons brought together for common religious worship.
b. i. A faith-based organization is an organization whose values are based on faith and/or beliefs, which has a mission based on social values of the particular faith, and which most often draws its activists (leaders, staff, volunteers) from a particular faith group.
ii. An interfaith organization is an organization of, operating or occurring between persons belonging to different religions, i.e., South Hayward Parish.
c. i. An individual member: is a person who is not affiliated with a faith, and/or congregation (spiritually independent);
ii. or is a member of a congregation that is not a member of EAIC (religiously affiliated individual).
Such individuals shall become a member by application and agreement with our purpose.
4. A Congregation faith-/interfaith-based organizations and individuals shall be considered an Active Member in good standing through financial support and participation in the activities of the Interfaith Council.
5. Membership may be terminated by official action of a congregation, faith-/ interfaith-based organizations, or individual, or by the Board of EAIC. After a Representative Council meeting, the Board of Directors may terminate a membership on the grounds of nonadherence to the stated purpose of EAIC. The Board of Directors shall make possible an appeal as part of the process.
6. Member congregations and member faith-/interfaith-based organizations shall each have a voice and vote on Interfaith Council committees and at the Annual and any Special Meeting on the basis of one vote per member. In exercising their voice and vote, each member congregation and faith-/interfaith based organization shall thus be entitled to designate one official representative to vote at the Annual and any Special Meeting as well as at any Council, monthly meetings, or committee meetings. The Spiritually independent members group and the religious affiliated individual members group will each designate one official representative to vote at these meetings.
ARTICLE V. ORGANIZATION
1. A representative shall be selected by each member congregation and faith-/interfaith based organizations. The spiritually independents group and the religiously affiliated Individuals group will each be entitled to one representative collectively. These member representatives elected by their respective congregations, faith-/interfaith-based organizations, and individuals will be known as the Representative Council, designated to take action on behalf of and represent the EAIC as described in these By-Laws, to review and consider the budget, and to transact such other business as may be necessary.
2. The EAIC shall meet at least annually to celebrate our life and work as the Eden Area Interfaith Council; to elect the Board of Directors of the Council designated to take action on behalf of and represent the EAIC as described in these By-Laws, to review and consider the budget, and to transact such other business as may be necessary. At these annual meetings, each congregation and each faith-/interfaith-based organization, the spiritually independents group and the religiously affiliated individuals group shall have representative voting as in a Representative Council meeting.
3. Unless otherwise provided in these By-Laws, members who register their presence and attend properly called meetings of the Board, the Representative Council, Standing Committees and/or the Annual or any Special Meeting shall constitute a quorum. However, for meetings of the Representative Council, the minimum shall be 40% of the full voting members.
4. At the annual meeting there shall be an open election for the Officers of the Board from a slate of designated representatives from faith communities. Any member representative of the Representative Council present may challenge the slate and run for any position on the Board, as defined in Article VI. 1.
5. EAIC will have an elected Board of seven members drawn from designated representatives of member congregations, faith-/interfaith based organizations, the spiritually independent members group, and the group of religiously affiliated individuals. They shall include five officers: President,1st VP, 2nd VP, Treasurer and Secretary. To ensure inclusivity and a representative cross-section of the EAIC, the five officers shall include members of at least four different faith communities* with no more than one officer from a single institution. This Board of Directors shall be responsible for the fiscal stability, administrative oversight, governance, outreach, mission and programming of EAIC. Each duly elected member of the Board of Directors shall serve a one-year term with the privilege of re-election for three more years. The Board of Directors shall meet regularly, and no fewer than two times per year, to conduct the business and operations of EAIC.
*faith communities i.e., Baha'i, Buddhist, Christian, Hindu, Indigenous, Jewish, Muslim, Pagan, Sikh, and Unitarian Universalist
6. This Board together with member representatives in attendance shall constitute the Representative Council, which shall meet at least 6 times per year and shall serve as the main EAIC governing body on matters related to the mission and purposes of EAIC. At these meetings, the committee chairs shall be present as well as any congregants of EAIC members who so choose (in a nonvoting capacity).
ARTICLE VI. OFFICERS OF THE INTERFAITH COUNCIL
1. The Officers (Board) of the Eden Area Interfaith Council shall be recommended by the Nominating Committee from among the members (congregations, faith-/interfaith based organizations, the spiritually independents group and the religiously affiliated individuals group and shall be elected at the annual meeting by the member representatives of the Representative Council (or an alternate) present. There shall be a President, a 1st Vice President (Programming), a 2nd Vice President (Communications & Rapid-Response Media), a Treasurer, a Secretary, and such other Officers as may be deemed necessary by the membership representatives to conduct the business of EAIC. The officers of the Board shall be representative of at least 4 (four) faith communities.
*faith communities i.e., Baha'i, Buddhist, Christian, Hindu, Indigenous, Jewish, Muslim, Pagan, Sikh, and Unitarian Universalist
2. The term of each elected Officer and appointed Standing Committee Chair and member shall be one calendar year with the privilege of re-election for three {3) more years. Terms of Office and Standing Committee duties shall begin and end as of the respective dates of the Annual Meeting.
3. The President shall also serve as Chair of the EAIC Council and shall have the responsibilities to call and conduct all meetings such as the Annual meeting, regular meetings of the representative council, and any Special Meetings of the Membership. In the absence of the President, the 1st Vice President (or if the latter is also unavailable, another officer designated by the President) shall perform these responsibilities.
4. The President, upon approval of a majority of Board members, may fill a vacant position of an Officer or Standing Committee Chair who has resigned or is no longer able to serve. Such interim appointment to fill a vacant position shall be for the remainder of the vacated term, following which the appointee may stand for election or appointment as per the usual procedure.
5. The Secretary is responsible for maintaining meeting attendance records, for recording and distribution of agendas and minutes of the Representative Council, Board and Special Meetings, and keeping membership email addresses and other contact information. The Secretary will also maintain an EAIC correspondence file as well as a file on membership requests approvals.
6. The Vice President-- Programming is responsible for sending out EAIC announcements of EAIC and other events.
7. All resolutions of the EAIC will be introduced by a Board member or the designated representative of a member congregation, faith-/interfaith based organization, the spiritually independent group or the religiously affiliated individuals group.
8. All responsibilities for the Officers, Chairs and members of Standing Committees shall be detailed in job descriptions to be maintained as part of the Board of Directors' records.
ARTICLE VII. STANDING COMMITTEES
1. Standing committees of the Interfaith Council shall be Nominating, Programming, the Communications and Rapid Response Media Team and Finance. Other Ad Hoc Committees may be established by the Officers as relates to our mission. Task Forces may also be established for short-term responsibilities.
2. Primary Standing committee responsibilities shall be as follows:
Nominating Committee: Appointed by the Board to provide names for nomination of Officers of the Board all under appropriate criteria to be developed by the Nominating Committee and approved by Member representatives, and to act as resource in providing names of people to address specific Interfaith Council needs.
Programming (chaired by the 1st V.P.): to provide strategic oversight, resourcing, planning and development of specific programs, events and activities consistent with the mission and purposes of the Interfaith Council.
Communications and Rapid-Response Media Team: (chaired by the 2nd V.P.) a representative group standing ready to prepare media responses to Interfaith crises and matters of common concern here in our county, the Bay Area, state, the nation or the world. This group will also help lead quick response mobilizations to support individuals or groups affected by issues that are central to the mission and purpose of the EAIC.
Finance Committee: (chaired by the Treasurer) to oversee the finances of the organization on a regular basis, as further described in Article VIII 4 below, recommend needed action to the Board of Directors, and to prepare a preliminary budget annually for approval by the Board.
3. All committee Chairpersons shall be nominated by the President with the assistance of the Nominating Committee, or selected within the committee itself.
4. Participation on a committee is open to non-voting congregants of member congregations, faith/interfaith based member organizations and other non-voting individuals.
5. The Nominating Committee members shall represent at least 4 different faith communities*.
a. Two months prior to the Annual meeting the Committee chair will solicit names of potential candidates for the EAIC board positions from EAIC member congregations, faith-/interfaith-based organizations and individuals. The nominees for officers of the Board shall be representative of at least four (4) faith communities and/or a member of the spiritually independent group or the religiously affiliated individuals group.
*faith communities i.e., Baha'i, Buddhist, Christian, Hindu, Indigenous, Jewish, Muslim, Pagan, Sikh, and Unitarian Universalist
b. One month prior to the Annual Meeting the Committee will submit the Committee's slate of nominations to the Secretary for membership distribution.
ARTICLE VIII. FINANCE
1. The Treasurer shall be responsible for keeping the financial records of the Interfaith Council, for paying bills in a timely manner, filing all required tax documents, and for making regular financial reports to the Board of Directors. The Treasurer shall make recommendations to the other Board members for the responsible investing of any monies as may be needed.
2. The financial books of the Interfaith Council shall be reviewed annually by the Board.
3. The fiscal year of the Interfaith Council shall be from January 1 to December 31.
4. The Finance Committee shall be responsible for overseeing and managing the financial support for the ongoing work of the Interfaith Council, including but not limited to resources from budgetary allocations of member congregations and religious organizations, County contracts, individual gifts, organizational gifts, and fundraising projects.
5. The budget of the Interfaith Council shall be presented by the Board of Directors at the Annual Meeting for review.
6. All bills shall be paid by check and signed by any one of the following authorized signers: Treasurer, President, or 1st Vice President. Checks over an amount determined and specified by the board shall require any two authorized signatures.
ARTICLE IX. MEETINGS OF ELECTED OFFICERS AND EAIC MEMBERS
1. The Annual Meeting of the Interfaith Council shall be held on an agreed upon date in October or November* at a location reasonably accessible to all member representatives, on a date to be designated by the Board. At its discretion, the Board may also call for a Special Meeting of the members.
*Since some of our EAIC faith communities do not have holidays/celebrations with fixed dates the exact date of our annual meeting for any given year will be a date that is not a significant designated holiday/celebration for any faith community.
2. a. For the Annual Meeting, thirty (30) days' notice shall be provided by email to each member’s email address as registered with the Secretary of the Interfaith Council.
b. For any Special Meeting of the members, ten (10) days' notice shall be provided by email to each member's address as registered with the Secretary of the Interfaith Council.
3. The meetings of the Board and the Representative Council members shall in the regular course be conducted at a location, time, and date agreed to by Officers and representatives, and announced by email to each member's address as registered with the Secretary of the Interfaith Council.
4. At all meetings of Board and at all meetings of the Representative Council (whether regularly scheduled, the Annual or a Special Meeting), the Chair (President) of the meeting shall declare at the outset whether there is a quorum for the conduct of business as described in Article V hereinabove): and, unless otherwise specifically provided by these By-Laws, all questions requiring a vote shall be decided by the majority of votes duly cast on the question by the Board members and member representatives.
5. In case of an equality of votes at any such meeting, either upon a show of hands or upon a ballot, the Chair of the meeting shall cast a deciding vote. (In Robert's Rules of Order, the chair doesn't vote, unless to break a tie.)
6. The proceedings at all meetings of Interfaith Council members and all meetings of the Officers shall be governed by the latest edition of Robert's Rules of Order.
ARTICLE X. MEETINGS OF BOARD AND STANDING COMMITTEES
1. Meetings of the Board of Directors and all Standing Committees (Finance, Programming and Rapid Response) shall be held as determined by the committee members at least two (2) times a year and otherwise as specified by the respective Standing Committees; provided, however, that by consensus of the committee, as applicable, the location of their meeting may be set at such a place as may be convenient, necessary or appropriate for the conduct thereof.
2. Notice of Board and Standing Committee meetings shall be given by email to the respective addresses of Standing Committee members as applicable, at least ten (10) days in advance of the scheduled meeting; however, no error or omission in giving notice for such a meeting shall invalidate or render void any proceedings taken or had at such meeting, and any Director or Standing Committee member, as applicable, may at any time waive notice of any such meeting and may ratify and approve any or all proceedings taken or had thereat.
3. A Board of Directors meeting may also be conducted without notice immediately following any duly called and noticed Annual, Representative Council or special Meeting of the members of the Interfaith Council.
4. A quorum for the transaction of business shall consist, respectively, of the Committee Chair and one half of the members of a Standing Committee, and 65% for the Board of Directors. The proceedings of Standing Committee and Board meetings shall be governed by the latest edition of Robert's Rules of Order.
5. The Board of Directors may consider or transact any business, either general or special, at any meeting of the Board, including a meeting held by teleconference if so notified by the Chair; and the Board shall have the power to act on behalf of the Interfaith Council in all matters between meetings of the Representative Council of the Interfaith Council.
6. Standing Committees may consider or transact any business designated within the purposes of their committee as specified in their By-Laws and otherwise delegated to them by the Board of Directors.
7. Questions arising at any meeting of the Board of Directors shall be decided by a majority of votes present unless otherwise provided in these By-Laws. In case of an equality of votes, the Chair shall cast a deciding vote. (In Robert's Rules of Order, the chair doesn't vote, unless to break a tie.) The same voting process shall be applied in all proceedings of Standing Committees.
ARTICLE XI. AMENDMENTS TO THE BY-LAWS
1. These By-Laws are made and recommended by the Bylaws Committee and adopted by the general membership of the Interfaith Council at the Annual Meeting to be held on an agreed upon date by all the members. Thereafter, the annual meetings will be held during the months of October and November* with full authority to implement and publish these By-Laws. These By-Laws shall remain in full force and effect until such time as they are properly repealed, revised, amended, restated or otherwise validly superseded according to law.
*since some of our EAIC faith communities do not have holidays/celebrations with fixed dates the exact date of our annual meeting for any given year will be a date that is not a designated holy day for any faith community.
2. Repeal, amendment, revision or modification of these By-Laws in the future may be conducted and accomplished at a duly called and properly noticed Annual or Special Meeting of the Interfaith Council members, with a quorum present as defined in Article V.4, by a two-thirds vote of the full members entitled to vote thereat. Such action to repeal, amend, revise or to otherwise modify these By-Laws shall be by "up or down" vote at a meeting specifically noticed for such purpose and conducted in accordance with these By-Laws.
ARTICLE XII. ARTICLES OF INCORPORATION
These By-Laws are enacted under and pursuant to the empowerment and purposes of the Articles of Incorporation of the Eden Area Interfaith Council of Alameda County incorporated in the State of California as filed by May 15 of each calendar year to do and perform any and all other acts and things whatsoever as may be authorized under the Laws of the State of California pertaining to non-profit corporations.
ARTICLE XIII. DEDICATION OF ASSETS
Upon the dissolution of this organization or the winding up of its affairs, subject to the discharge of valid obligations, the organization’s assets shall be distributed exclusively to one or more nonprofit organizations which then qualify under the provisions of section 501(c)(3) of the Internal Revenue Code or corresponding provisions of any future federal tax code, as is (are) selected by the organization’s Board of Directors.
EXECUTION AND WITNESS
Adoption by vote of the Members of the Interfaith Council on 12 February 2017 at Eden United Church of Christ after proper notice and discussion, these By-Laws have been duly enacted as hereby attested herein below to be and they hereby are declared effective 12 February 2017 and to be automatically reviewed by the membership one year from this ratification.
Amended most recently 19 March 2024.
Attested By:
President
1st Vice President
Secretary
We, as members of congregations, faith-/interfaith-based organizations and individuals in the Eden area of Alameda County, desire to manifest the unity which we have with one another and with all people of faith who seek to promote a spirit of fellowship, service and cooperation in our area. To that end, we unite in the adoption of the following BY-LAWS.
ARTICLE I. NAME
The name of this organization shall be Eden Area Interfaith Council, hereinafter referred to as the Interfaith Council or EAIC. The Eden Area refers to a part of Alameda County in California, comprised of Hayward, Castro Valley, San Leandro, San Lorenzo, and surrounding unincorporated areas.
ARTICLE II. PURPOSE
The purpose of the Interfaith Council shall be:
1. To promote and facilitate through education, dialogue and advocacy, understanding and respect for all faiths and work together towards human rights, peace, justice, civic change, and freedom of religion.
2. To involve members of our congregations, faith-/interfaith-based organizations and individuals in the variety of programs which we undertake.
3. To promote interfaith understanding that is focused on common ground.
ARTICLE Ill. AUTHORITY AND RELATIONSHIPS
1. The Interfaith Council is an association of congregations, faith-/interfaith-based organizations and individuals in Alameda County, which is autonomous and free to carry on its ministries independent of any other denominational, interdenominational, or interfaith body.
2. The Interfaith Council shall be governed by a Board of Directors, which may delegate the management of the activities of the Interfaith Council to any Standing or Ad Hoc Committees, or persons, provided that the activities and affairs of the Interfaith Council shall be
3. The Interfaith Council shall maintain relationships with interfaith bodies.
4. Community issues may be addressed by the elected Council as a whole at a properly called and duly noticed meeting of the elected Council Representatives.
5. The Board, Committees thereof, and the Council, when making statements on community issues, shall be understood to speak only as a Council or for themselves as a Committee of the Council, and not for the entire Interfaith Council membership unless authorized to speak upon behalf of EAIC.
6. The relationships between the various faith groups shall be one of mutual respect. Members are encouraged to learn about each religion's beliefs and practices: however, there shall be no attempts made to convert any person to a differing belief.
ARTICLE IV. MEMBERSHIP
1. Membership in the Interfaith Council shall be open to congregations, faith-/inter faith-based organizations, and individuals in the Eden area of Alameda County. As with full members, individual members shall be required to make an annual prorated financial contribution to the Interfaith Council and will be offered opportunities to publicize their events through the Interfaith Council.
a. Any events publicized shall relate to the stated purpose of EAIC, as stated in Article II above. No commercial events will be publicized.
2. Congregations, faith-/interfaith-based organizations and individuals shall become Members through their applications, duly submitted in writing under the approved authority of the organizations' own organizational structure (Board, etc.) and then by acceptance of the Board of EAIC.
3. Membership definitions are as follows:
a. A congregation is an assembly of persons brought together for common religious worship.
b. i. A faith-based organization is an organization whose values are based on faith and/or beliefs, which has a mission based on social values of the particular faith, and which most often draws its activists (leaders, staff, volunteers) from a particular faith group.
ii. An interfaith organization is an organization of, operating or occurring between persons belonging to different religions, i.e., South Hayward Parish.
c. i. An individual member: is a person who is not affiliated with a faith, and/or congregation (spiritually independent);
ii. or is a member of a congregation that is not a member of EAIC (religiously affiliated individual).
Such individuals shall become a member by application and agreement with our purpose.
4. A Congregation faith-/interfaith-based organizations and individuals shall be considered an Active Member in good standing through financial support and participation in the activities of the Interfaith Council.
5. Membership may be terminated by official action of a congregation, faith-/ interfaith-based organizations, or individual, or by the Board of EAIC. After a Representative Council meeting, the Board of Directors may terminate a membership on the grounds of nonadherence to the stated purpose of EAIC. The Board of Directors shall make possible an appeal as part of the process.
6. Member congregations and member faith-/interfaith-based organizations shall each have a voice and vote on Interfaith Council committees and at the Annual and any Special Meeting on the basis of one vote per member. In exercising their voice and vote, each member congregation and faith-/interfaith based organization shall thus be entitled to designate one official representative to vote at the Annual and any Special Meeting as well as at any Council, monthly meetings, or committee meetings. The Spiritually independent members group and the religious affiliated individual members group will each designate one official representative to vote at these meetings.
ARTICLE V. ORGANIZATION
1. A representative shall be selected by each member congregation and faith-/interfaith based organizations. The spiritually independents group and the religiously affiliated Individuals group will each be entitled to one representative collectively. These member representatives elected by their respective congregations, faith-/interfaith-based organizations, and individuals will be known as the Representative Council, designated to take action on behalf of and represent the EAIC as described in these By-Laws, to review and consider the budget, and to transact such other business as may be necessary.
2. The EAIC shall meet at least annually to celebrate our life and work as the Eden Area Interfaith Council; to elect the Board of Directors of the Council designated to take action on behalf of and represent the EAIC as described in these By-Laws, to review and consider the budget, and to transact such other business as may be necessary. At these annual meetings, each congregation and each faith-/interfaith-based organization, the spiritually independents group and the religiously affiliated individuals group shall have representative voting as in a Representative Council meeting.
3. Unless otherwise provided in these By-Laws, members who register their presence and attend properly called meetings of the Board, the Representative Council, Standing Committees and/or the Annual or any Special Meeting shall constitute a quorum. However, for meetings of the Representative Council, the minimum shall be 40% of the full voting members.
4. At the annual meeting there shall be an open election for the Officers of the Board from a slate of designated representatives from faith communities. Any member representative of the Representative Council present may challenge the slate and run for any position on the Board, as defined in Article VI. 1.
5. EAIC will have an elected Board of seven members drawn from designated representatives of member congregations, faith-/interfaith based organizations, the spiritually independent members group, and the group of religiously affiliated individuals. They shall include five officers: President,1st VP, 2nd VP, Treasurer and Secretary. To ensure inclusivity and a representative cross-section of the EAIC, the five officers shall include members of at least four different faith communities* with no more than one officer from a single institution. This Board of Directors shall be responsible for the fiscal stability, administrative oversight, governance, outreach, mission and programming of EAIC. Each duly elected member of the Board of Directors shall serve a one-year term with the privilege of re-election for three more years. The Board of Directors shall meet regularly, and no fewer than two times per year, to conduct the business and operations of EAIC.
*faith communities i.e., Baha'i, Buddhist, Christian, Hindu, Indigenous, Jewish, Muslim, Pagan, Sikh, and Unitarian Universalist
6. This Board together with member representatives in attendance shall constitute the Representative Council, which shall meet at least 6 times per year and shall serve as the main EAIC governing body on matters related to the mission and purposes of EAIC. At these meetings, the committee chairs shall be present as well as any congregants of EAIC members who so choose (in a nonvoting capacity).
ARTICLE VI. OFFICERS OF THE INTERFAITH COUNCIL
1. The Officers (Board) of the Eden Area Interfaith Council shall be recommended by the Nominating Committee from among the members (congregations, faith-/interfaith based organizations, the spiritually independents group and the religiously affiliated individuals group and shall be elected at the annual meeting by the member representatives of the Representative Council (or an alternate) present. There shall be a President, a 1st Vice President (Programming), a 2nd Vice President (Communications & Rapid-Response Media), a Treasurer, a Secretary, and such other Officers as may be deemed necessary by the membership representatives to conduct the business of EAIC. The officers of the Board shall be representative of at least 4 (four) faith communities.
*faith communities i.e., Baha'i, Buddhist, Christian, Hindu, Indigenous, Jewish, Muslim, Pagan, Sikh, and Unitarian Universalist
2. The term of each elected Officer and appointed Standing Committee Chair and member shall be one calendar year with the privilege of re-election for three {3) more years. Terms of Office and Standing Committee duties shall begin and end as of the respective dates of the Annual Meeting.
3. The President shall also serve as Chair of the EAIC Council and shall have the responsibilities to call and conduct all meetings such as the Annual meeting, regular meetings of the representative council, and any Special Meetings of the Membership. In the absence of the President, the 1st Vice President (or if the latter is also unavailable, another officer designated by the President) shall perform these responsibilities.
4. The President, upon approval of a majority of Board members, may fill a vacant position of an Officer or Standing Committee Chair who has resigned or is no longer able to serve. Such interim appointment to fill a vacant position shall be for the remainder of the vacated term, following which the appointee may stand for election or appointment as per the usual procedure.
5. The Secretary is responsible for maintaining meeting attendance records, for recording and distribution of agendas and minutes of the Representative Council, Board and Special Meetings, and keeping membership email addresses and other contact information. The Secretary will also maintain an EAIC correspondence file as well as a file on membership requests approvals.
6. The Vice President-- Programming is responsible for sending out EAIC announcements of EAIC and other events.
7. All resolutions of the EAIC will be introduced by a Board member or the designated representative of a member congregation, faith-/interfaith based organization, the spiritually independent group or the religiously affiliated individuals group.
8. All responsibilities for the Officers, Chairs and members of Standing Committees shall be detailed in job descriptions to be maintained as part of the Board of Directors' records.
ARTICLE VII. STANDING COMMITTEES
1. Standing committees of the Interfaith Council shall be Nominating, Programming, the Communications and Rapid Response Media Team and Finance. Other Ad Hoc Committees may be established by the Officers as relates to our mission. Task Forces may also be established for short-term responsibilities.
2. Primary Standing committee responsibilities shall be as follows:
Nominating Committee: Appointed by the Board to provide names for nomination of Officers of the Board all under appropriate criteria to be developed by the Nominating Committee and approved by Member representatives, and to act as resource in providing names of people to address specific Interfaith Council needs.
Programming (chaired by the 1st V.P.): to provide strategic oversight, resourcing, planning and development of specific programs, events and activities consistent with the mission and purposes of the Interfaith Council.
Communications and Rapid-Response Media Team: (chaired by the 2nd V.P.) a representative group standing ready to prepare media responses to Interfaith crises and matters of common concern here in our county, the Bay Area, state, the nation or the world. This group will also help lead quick response mobilizations to support individuals or groups affected by issues that are central to the mission and purpose of the EAIC.
Finance Committee: (chaired by the Treasurer) to oversee the finances of the organization on a regular basis, as further described in Article VIII 4 below, recommend needed action to the Board of Directors, and to prepare a preliminary budget annually for approval by the Board.
3. All committee Chairpersons shall be nominated by the President with the assistance of the Nominating Committee, or selected within the committee itself.
4. Participation on a committee is open to non-voting congregants of member congregations, faith/interfaith based member organizations and other non-voting individuals.
5. The Nominating Committee members shall represent at least 4 different faith communities*.
a. Two months prior to the Annual meeting the Committee chair will solicit names of potential candidates for the EAIC board positions from EAIC member congregations, faith-/interfaith-based organizations and individuals. The nominees for officers of the Board shall be representative of at least four (4) faith communities and/or a member of the spiritually independent group or the religiously affiliated individuals group.
*faith communities i.e., Baha'i, Buddhist, Christian, Hindu, Indigenous, Jewish, Muslim, Pagan, Sikh, and Unitarian Universalist
b. One month prior to the Annual Meeting the Committee will submit the Committee's slate of nominations to the Secretary for membership distribution.
ARTICLE VIII. FINANCE
1. The Treasurer shall be responsible for keeping the financial records of the Interfaith Council, for paying bills in a timely manner, filing all required tax documents, and for making regular financial reports to the Board of Directors. The Treasurer shall make recommendations to the other Board members for the responsible investing of any monies as may be needed.
2. The financial books of the Interfaith Council shall be reviewed annually by the Board.
3. The fiscal year of the Interfaith Council shall be from January 1 to December 31.
4. The Finance Committee shall be responsible for overseeing and managing the financial support for the ongoing work of the Interfaith Council, including but not limited to resources from budgetary allocations of member congregations and religious organizations, County contracts, individual gifts, organizational gifts, and fundraising projects.
5. The budget of the Interfaith Council shall be presented by the Board of Directors at the Annual Meeting for review.
6. All bills shall be paid by check and signed by any one of the following authorized signers: Treasurer, President, or 1st Vice President. Checks over an amount determined and specified by the board shall require any two authorized signatures.
ARTICLE IX. MEETINGS OF ELECTED OFFICERS AND EAIC MEMBERS
1. The Annual Meeting of the Interfaith Council shall be held on an agreed upon date in October or November* at a location reasonably accessible to all member representatives, on a date to be designated by the Board. At its discretion, the Board may also call for a Special Meeting of the members.
*Since some of our EAIC faith communities do not have holidays/celebrations with fixed dates the exact date of our annual meeting for any given year will be a date that is not a significant designated holiday/celebration for any faith community.
2. a. For the Annual Meeting, thirty (30) days' notice shall be provided by email to each member’s email address as registered with the Secretary of the Interfaith Council.
b. For any Special Meeting of the members, ten (10) days' notice shall be provided by email to each member's address as registered with the Secretary of the Interfaith Council.
3. The meetings of the Board and the Representative Council members shall in the regular course be conducted at a location, time, and date agreed to by Officers and representatives, and announced by email to each member's address as registered with the Secretary of the Interfaith Council.
4. At all meetings of Board and at all meetings of the Representative Council (whether regularly scheduled, the Annual or a Special Meeting), the Chair (President) of the meeting shall declare at the outset whether there is a quorum for the conduct of business as described in Article V hereinabove): and, unless otherwise specifically provided by these By-Laws, all questions requiring a vote shall be decided by the majority of votes duly cast on the question by the Board members and member representatives.
5. In case of an equality of votes at any such meeting, either upon a show of hands or upon a ballot, the Chair of the meeting shall cast a deciding vote. (In Robert's Rules of Order, the chair doesn't vote, unless to break a tie.)
6. The proceedings at all meetings of Interfaith Council members and all meetings of the Officers shall be governed by the latest edition of Robert's Rules of Order.
ARTICLE X. MEETINGS OF BOARD AND STANDING COMMITTEES
1. Meetings of the Board of Directors and all Standing Committees (Finance, Programming and Rapid Response) shall be held as determined by the committee members at least two (2) times a year and otherwise as specified by the respective Standing Committees; provided, however, that by consensus of the committee, as applicable, the location of their meeting may be set at such a place as may be convenient, necessary or appropriate for the conduct thereof.
2. Notice of Board and Standing Committee meetings shall be given by email to the respective addresses of Standing Committee members as applicable, at least ten (10) days in advance of the scheduled meeting; however, no error or omission in giving notice for such a meeting shall invalidate or render void any proceedings taken or had at such meeting, and any Director or Standing Committee member, as applicable, may at any time waive notice of any such meeting and may ratify and approve any or all proceedings taken or had thereat.
3. A Board of Directors meeting may also be conducted without notice immediately following any duly called and noticed Annual, Representative Council or special Meeting of the members of the Interfaith Council.
4. A quorum for the transaction of business shall consist, respectively, of the Committee Chair and one half of the members of a Standing Committee, and 65% for the Board of Directors. The proceedings of Standing Committee and Board meetings shall be governed by the latest edition of Robert's Rules of Order.
5. The Board of Directors may consider or transact any business, either general or special, at any meeting of the Board, including a meeting held by teleconference if so notified by the Chair; and the Board shall have the power to act on behalf of the Interfaith Council in all matters between meetings of the Representative Council of the Interfaith Council.
6. Standing Committees may consider or transact any business designated within the purposes of their committee as specified in their By-Laws and otherwise delegated to them by the Board of Directors.
7. Questions arising at any meeting of the Board of Directors shall be decided by a majority of votes present unless otherwise provided in these By-Laws. In case of an equality of votes, the Chair shall cast a deciding vote. (In Robert's Rules of Order, the chair doesn't vote, unless to break a tie.) The same voting process shall be applied in all proceedings of Standing Committees.
ARTICLE XI. AMENDMENTS TO THE BY-LAWS
1. These By-Laws are made and recommended by the Bylaws Committee and adopted by the general membership of the Interfaith Council at the Annual Meeting to be held on an agreed upon date by all the members. Thereafter, the annual meetings will be held during the months of October and November* with full authority to implement and publish these By-Laws. These By-Laws shall remain in full force and effect until such time as they are properly repealed, revised, amended, restated or otherwise validly superseded according to law.
*since some of our EAIC faith communities do not have holidays/celebrations with fixed dates the exact date of our annual meeting for any given year will be a date that is not a designated holy day for any faith community.
2. Repeal, amendment, revision or modification of these By-Laws in the future may be conducted and accomplished at a duly called and properly noticed Annual or Special Meeting of the Interfaith Council members, with a quorum present as defined in Article V.4, by a two-thirds vote of the full members entitled to vote thereat. Such action to repeal, amend, revise or to otherwise modify these By-Laws shall be by "up or down" vote at a meeting specifically noticed for such purpose and conducted in accordance with these By-Laws.
ARTICLE XII. ARTICLES OF INCORPORATION
These By-Laws are enacted under and pursuant to the empowerment and purposes of the Articles of Incorporation of the Eden Area Interfaith Council of Alameda County incorporated in the State of California as filed by May 15 of each calendar year to do and perform any and all other acts and things whatsoever as may be authorized under the Laws of the State of California pertaining to non-profit corporations.
ARTICLE XIII. DEDICATION OF ASSETS
Upon the dissolution of this organization or the winding up of its affairs, subject to the discharge of valid obligations, the organization’s assets shall be distributed exclusively to one or more nonprofit organizations which then qualify under the provisions of section 501(c)(3) of the Internal Revenue Code or corresponding provisions of any future federal tax code, as is (are) selected by the organization’s Board of Directors.
EXECUTION AND WITNESS
Adoption by vote of the Members of the Interfaith Council on 12 February 2017 at Eden United Church of Christ after proper notice and discussion, these By-Laws have been duly enacted as hereby attested herein below to be and they hereby are declared effective 12 February 2017 and to be automatically reviewed by the membership one year from this ratification.
Amended most recently 19 March 2024.
Attested By:
President
1st Vice President
Secretary
