Etz Chayim Congregation

By-Laws

Huntsville Conservative Synagogue

(dba Etz Chayim Congregation)

7705 Bailey Cove Road, Huntsville, AL 35802

Preamble

The Huntsville Conservative Synagogue (Etz Chayim Congregation), an integral part of the Jewish Conservative Movement, is founded upon the principle of Judaism being an evolving, religious civilization. Therefore, the congregation:

Affirms reverence for Jewish tradition and respect for Jewish law. Fosters the growth of creative Judaism.

Recognizes the role of Israel and of the Hebrew language in the pattern of meaningful Jewish living.

Affirms the necessity of Jewish learning for young and old; and makes the Sabbath and festivals significant in the synagogue and in the home.

Thus, this congregation fulfills the many-sided program of the Conservative Movement and carries out the traditional function of the Synagogue by truly being a House of Prayer, a House of Study, and a House of Gathering.

Article I: Name.

The name of this congregation shall be HUNTSVILLE CONSERVATIVE SYNAGOGUE. The congregation is also known as ETZ CHAYIM CONGREGATION.

Article II: Affiliation.

(A)   This congregation shall hold membership in, and be affiliated with, the United Synagogue of Conservative Judaism.

(B)   This Congregation shall interpret Judaism in a manner consistent with the holdings of the Conservative Movement’s Committee on Jewish Laws and Standards.

Article III: Membership.
Section 1.

(A) Any person of the Jewish faith, 18 years of age or older, shall be eligible for membership. An eligible applicant may also apply for a family membership. A family membership consists of not more than two (2) adults sharing the same residence and their dependents.

 

(B) Applications for membership shall be made in writing, Attn.: Board of Directors, Etz Chayim Congregation, which shall consider appropriate action.

(C) A majority vote of the members present at a Board of Directors meeting, provided a quorum is present, shall be required to elect a new member.

   Section 2. There shall be three classes of membership:

(A) A Regular Member must be Jewish by circumstances of birth or conversion, and shall be defined as an individual or as a family unit; either to be accorded one vote for the business of the congregation. In the case that family members shall disagree upon any issue each shall be assigned an equal fraction of a vote.

(B) An Associate Member shall be a person or family actively interested in participating in Etz Chayim activities but not belonging to the Jewish faith. The Associate Member shall pay assessed dues and be accorded the privileges of a member as defined below but shall not vote nor hold office.

(C) An Honorary Member shall be defined as an actively interested party, or family, of the community, not necessarily Jewish. The Honorary Member shall not vote upon any Congregational matters nor hold office nor be subject to membership dues.

Section 3. Member in Good Standing

   (A) Any Member: (i) who is delinquent in the payment of all financial commitments as set out in Article IV; or (ii) whose conduct brings discredit to the Jewish faith, Jewish name, or Jewish institutions, may be declared as a Member Not in Good Standing, or have their membership suspended or terminated by no less than two thirds of the full Board of Directors.         

   (B) Any member who is suspended for non-payment of dues shall be reinstated by payment of all arrears.

   (C) Any member who has not been suspended and/or terminated pursuant to this section shall be considered to be a “Member in Good Standing” for the purposes of these bylaws. The term “Member in Good Standing”, used without restriction, will refer to all classes of members.

 Section 4.  Regular members in good standing are allowed to have a vote, vote at all Congregation meetings, and hold positions of Officers or Directors.

Section 5. All members in good standing shall enjoy the following privileges:

        (A) To Attend all meeting of the Congregation.

        

(B) To participate in Divine worship at all religious services in the Synagogue, and at all Synagogue services, subject to the rules and regulations of the Board of Directors. Torah Honors are restricted to persons of the Jewish Faith. Non-Jewish guests may accompany a person of the Jewish faith to participate in Torah honors.

(C) To have access to religious education by an entity approved by the Board of directors.    

(D) To use the facilities or equipment of the Synagogue, including the building and grounds, subject to such fees, charges, regulations, and restrictions as may be imposed by the Board of Directors.

(E) To receive all official Synagogue mailings including publications and meeting notices.

(F) To purchase burial plots in the Synagogue Cemetery, subject to rules and regulations as promulgated by the Board of Directors.

(G) By reason of financial hardship, to request a partial abatement of dues from the Dues and Assessment Committee.

Article IV: Dues, Assessments, and Fees

Section 1. The Board of Directors shall recommend the nominal annual dues to the Congregation for approval. The Board shall set rentals of Synagogue property and facilities. Dues and other obligations shall be payable quarterly.

Section 2. A Dues and Assessment committee, consisting of the President, Treasurer, and a Board member selected by the President, shall have the authority to reduce the nominal annual dues for the current fiscal year in whole or in part as a special consideration to members. All applications for abatement of dues and disposition thereof shall be confidential.

Section 3.

(1) Any Member who is delinquent in the payment of dues or other fees for six (6) months, shall be sent a notice by the Treasurer requesting payment. If payment is not received within thirty (30) days, the Treasurer shall notify the President of the delinquency.

(2) Any donations, or other remittances, to unrestricted funds provided by a member then in arrears will first be applied to satisfy said member’s balance in arrears. Any such funds remaining after said member’s dues have been brought up to current status shall be applied as originally directed by member. 

Article V: Meetings.

Section 1. There shall be at least two (2) Congregational meetings held during the year. A mid-term meeting in January and end-of-year meeting in May.

(A)  The End-of-Year Congregational Meeting shall be held in May on a date to be designated by the Board of Directors, at which time the Congregation shall elect new Officers and adopt a budget, and perform any other business as required.

(B)  The Mid-Term Congregational Meeting shall be held in January, on a date to be designated by the Board of Directors, at which time the President shall provide the Congregation with a state of the Synagogue, the consideration of the renewal of rabbinical contracts shall be deliberated, and the Congregation shall perform any other business as required.

Section 2. The President may request additional Congregational meetings as required to transact necessary business.

Section 3.

(A)  All Members in Good Standing are encouraged to actively participate in all annual or special meetings.

(B)  A quorum shall consist of at least 25% of the Regular Congregation Members in Good Standing

Section 4. Letters of notice for all Congregational meetings shall be mailed and/or emailed to the all Members in Good Standing at least two weeks prior to any meeting and shall be directed to the members' addresses as listed in the membership rolls. Notices for special meetings shall include the reasons for them.

Section 5. The Board of Directors shall meet at least once monthly with at least one week of prior notification.

(A)  A quorum for a Board of Directors meeting shall consist of at least six Board Members present in-person or virtual. No business shall be transacted in the absence of a quorum.

(B)  If circumstances arise that precludes the Board from meeting in person, the President may authorize the board of directors to meet virtually by means of which all persons participating in the meeting can hear and see each other at that same time and participation by the means shall constitute presence in person at a meeting.

Section 6. All members of the Congregation may petition the Board of Directors for a general meeting to take place within 30 days of the Board meeting where the petition is presented, with the signatures of at least ten (10) members in good standing and eligible to vote.

Article VI: Officers and Directors.
Section 1.

(A)  The Officers of this congregation shall be:

            (1) President

            (2) Vice-President

            (3) Treasurer

            (4) Recording Secretary

            (5) Corresponding Secretary

            (6) Immediate Past President

(B) Officers shall be elected annually by the majority of votes cast by those Regular members in good standing present. Directors shall be elected by rotation as defined below. Officers, with the exception of Treasurer, and Directors may be elected to any one position for no more than two consecutive terms. The Treasurer may serve no more than four consecutive annual terms. Unless elected to a different position, after leaving office, an Officer may not be reelected to the Board for a period of at least one year. All Officers and Directors must be Regular Members in Good Standing.

Section 2.

(A) The President shall preside at all meetings of the congregation and of the Board of Directors; sign all official documents for the congregation; call special meetings as provided for;  appoint the Chairpersons of all Committees other than the Board Nominating Committee; and in the absence of the treasurer shall sign orders on the treasury; sign in conjunction with the Corresponding Secretary all legal documents (as approved by the Board of Directors), deeds, mortgages, etc., drawn or executed on behalf of the Congregation; cast the deciding vote in case of a tie on issues decided by the Board of Directors; and discharge all other general duties as are incidental to his/her office. The President shall appoint the Chairpersons of all Committees, other than the Nominating Committee, for a term of one year, which may be extended annually.

(B) The President, with the advice and consent of the Board, may declare a vacancy on the Board for sufficient cause, which may include resignation, incapacity to hold and fulfill office, or chronic absence. In the event of such vacancy, the President shall appoint a temporary Officer or Director who shall serve until the designated election.

 

Section 3. The Vice-President shall exercise the powers and perform the duties of the president in the latter's absence and shall supervise and coordinate the standing committees of the Congregation. The Vice-President shall be the head of the nominating committee and shall assist in the planning of long-range programs and plans for the Congregation. In the case of the death, resignation, or disability of the President, the Vice-President shall assume and discharge all duties of that office.

Section 4. The Treasurer shall receive all moneys for the Congregation and shall pay all expenses of the Congregation. The Treasurer and Budget and Finance Committee shall prepare an annual budget for the Congregation to be approved by the Board of Directors and to be presented and approved by the Congregation at the Annual Meeting. S/he shall keep a record of each paying member, and s/he shall present an updated record of incomes, expenses, and finances at each meeting of the Board of Directors and at the annual meeting of the Congregation.

Section 5. The Recording Secretary shall serve as the scribe for all Board and Congregation meetings and as custodian of the records. As such, the Recording Secretary shall take and transcribe notes at all Board and Congregation Meetings. These will include attendance, start and stop times, motions made and carried, as well as the names of those involved in setting forth the motion, and include the meeting notice for the next Board meeting. Distribute a copy of the minutes to the Board members via email for review and corrections. Compile changes and send out corrected minutes prior to the next Board meeting. After such minutes have been approved, ensure that they are transcribed into permanent form and posted in a conspicuous location within the synagogue. The Recording Secretary shall also be responsible for keeping a roll of all categories of members and performing such other duties as may be prescribed by the Board of Directors. Minutes of Congregation meetings shall be sent to all members.

Section 6. The Corresponding Secretary shall conduct any and all official correspondence of the Congregation and the Board of Directors and keep the Board of Directors apprised of incoming and outgoing correspondence at each Board meeting. The Corresponding Secretary shall be responsible for notifying all members of forthcoming meetings and functions, overseeing the publication of the organization’s newsletter, The Shofar, and other publications, and for maintaining the organization’s website. The Corresponding Secretary may enlist the assistance of the Communications Committee in order to ensure the successful completion of his/her duties. The Corresponding Secretary shall, in conjunction with the President, sign all legal documents.

Section 7. The Immediate Past President shall be a member of the Nominating Committee, led by the Vice-President, to nominate Officers and Directors for the next term of office. These shall be submitted to the Congregation at the annual meeting. 

Section 8.

(A) The Board of Directors shall be comprised of the following, who shall have voice and vote unless otherwise noted: President; the Vice-President, Treasurer, Recording Secretary, Corresponding Secretary, Immediate Past President, five at-large Directors and a representative of the Sisterhood and the Men's Club or their designated appointee. One Director shall be elected annually; while four Directors shall be elected for two-year terms in a manner that ensures two of these places be vacated each year.

(B) The President shall appoint each at-large Director to serve as an ex-officio member to at least one Standing Committee.

Section 9. The management and administration of the affairs of this congregation shall be vested in the Board of Directors which shall be responsible for, and assume control of all property of the Congregation; and shall set all rules, regulations, and restrictions concerning the assets and the affairs of the Congregation as it deems advisable and appropriate subject only to the following:

(A) These by-laws as approved by the general membership at a duly-constituted annual meeting.

(B) Any resolution adopted by the general membership at a duly constituted annual meeting. In the event of a conflict between the wishes of the Board of Directors and the wishes of the general membership, at a duly constituted annual meeting, the wishes of the general membership shall prevail.

Section 10.

(A) The Board of Directors shall approve an annual budget, prepared by the Treasurer and the Budget and Finance Committee, of the estimated income and disbursements for the coming year, and shall submit these to the congregation for approval at the annual meeting.

(B) (1) The Board of Directors may, during the fiscal year, appropriate and expend additional funds not previously budgeted, and without the approval of the general membership, provided that each such transaction shall not exceed the value of two-thousand dollars ($2,000).

      (2)   (i) The Board of Directors may appropriate and expend additional funds up to, but not exceeding, the amount of any grant or cost sharing/matching/reimbursing funds provided by a government, organization, or person for a specific purpose.

(ii) The Board of Directors must approve any applications for grants or cost sharing/matching/reimbursing funds prior to their submission.

(iii) Any transaction exceeding the value of two-thousand dollars ($2,000) not otherwise funded by such grant or cost sharing/matching/reimbursing funds shall require the approval of the membership of the Congregation at a duly appointed meeting.

(C)   Other than as provided in paragraph (B) of this section, neither the Board, any Officer, Synagogue employee or Committee shall obligate the Congregation for any expenditure for which they have no authorization, or for a greater sum than provided in the budget for that purpose.

(D)   Fund transfers of up to $2,500.00 may be made by the Board within the various budgetary accounts. Approval of the use of Restricted Funds requires permission of the member family that established the Restricted Fund.

(E)   The fiscal year shall be July 1 to June 30.
Article VII: Elections.

Section 1. Officers and Directors shall be elected annually by the Congregation at the annual meeting. The Officers shall commence serving on the first day of July (July 1).

The period between the elections and initiation of the new term shall be a transition period during which the outgoing Officers will ensure their incoming counterparts are properly equipped to assume the management and administration of the affairs of Synagogue business on July 1.

Section 2. It shall be the duty of all past Officers and Directors to turn over to the newly elected Officers and Directors all documents, accounts, records, books, and other such materials pertaining to Congregational affairs and business.

Section 3.

            (A) Upon approval by the Board of the Nominating Committee’s proposed slate of Officers and Directors, the Corresponding Secretary shall then submit the slate to the Congregation for consideration at the Annual Meeting with at least two (2) weeks of prior notification by E-mail or mail. However, any member in good standing may nominate additional candidates from the floor at the Annual Meeting.

Article VIII: Rabbi.

Section 1. A Rabbi to serve the Congregation may be nominated by the Ritual and Religious Service Committee and submitted to the Board of Directors. The Rabbi shall enjoy the freedom of the pulpit.

Section 2. The terms and tenure under which the Rabbi shall be elected shall be approved by the Board of Directors. The standards established by the United Synagogue of Conservative Judaism shall be respected by the Congregation.

(A)   When hiring a new full-time or part-time Rabbi, the terms and tenure approved by the Board of Directors shall be submitted to the Congregation at the annual meeting for their approval.