MISSION

It is the mission of the Alliance of Bible Based Churches (hereinafter referred to as "ABBC" or "Alliance") to promote mutual understanding, respect, cooperation and appreciation among people of biblical faith by extending hospitality, offering educational opportunities, providing moral leadership, sharing in service, working for justice and the promulgation of the Gospel of Jesus Christ.

ARTICLE I - PURPOSE AND OFFICES

Section 1. General Purpose. This association shall be conducted as a 501c3 nonprofit corporation under the laws of the State of California and is qualified as tax exempt under the Internal Revenue Service code of the United States of America. It is for the benefit of its members as set forth in its articles of incorporation. This constitution shall be the governing document of the ABBC, except as may otherwise be set forth in the articles of incorporation.

Section 2. Offices. The principal office for the transaction of business of this corporation is hereby fixed and located in the county of San Bernardino, CA. The board of directors is hereby granted full power and authority to change said principal office from one location to another in said county.

ARTICLE II - AUTHORITY

Section 1. Voluntary Association. The ABBC is a voluntary association. It has no authority over its constituent bodies in the determination of creeds, forms of worship, congregational government, ordainment or membership in other associations, and shall respect the autonomy of these bodies. It shall exercise due caution and sensitivity at all times when endorsing or promoting organizational programs, meetings or other activities.

Section II. Positions. Positions taken by the Alliance's board of directors, its committees, or its assembly, shall not be necessarily binding on all of its members.

ARTICLE III - MEMBERSHIP

Section 1. Classes of Membership. There shall be three (3) classes of membership: a) Congregation, b) Individual (or Pastoral), and c) Affiliate. A "member in good standing" shall be defined as a Congregation, Individual (or Pastor), or Affiliate organization which has been approved by the board of directors and has made a donation to the ABBC in the current or previous year.

A. Congregation(al) Member. Any congregation, being in accord with the mission, purpose and constitution of the ABBC, and agreeing to assume its fair share of the cost of financing the Alliance, upon a favorable vote on application for membership by the board of directors, becomes a member with the right to appoint one (1) voting delegate to the annual conference. Said delegate would preferably be a member of the clergy or other leader of the congregation, but could be a lay person as well. The appointment of the delegate is entirely up to the member congregation, but must be submitted to the ABBC on congregational letterhead and signed by the board or elder chair, the Secretary or clerk, Pastor or otherwise authorized representative of said congregation.

B. Individual (or Pastoral) Member. Any individual member of clergy, lay person, or other individual Christian who finds himself/herself in accord with the mission, purpose and constitution of the ABBC, and is willing to assume a share of the cost of financing the Alliance, may apply for acceptance as an individual member with the privilege of voice, but no vote at the annual conference of the Alliance.

C. Affiliate Member. Any organization, public or private, interested in community service and welfare, having an interest in providing services or products which may be beneficial to the balance of membership, able to proclaim agreement with the mission, purpose and constitution of the ABBC and willing to participate in the financing of the Alliance may ask for acceptance by the board of directors for the privilege of voice, but no vote, as an affiliate member.

ARTICLE IV - SUPPORT

The financial needs of the ABBC shall be met by contributions/donations from each of the members in each category of membership as well as from non-member congregations and organizations, individuals and community partners.

ARTICLE V - ORGANIZATION

Section 1. Board of Directors. The operational, governing body of the ABBC shall be the board of directors (hereinafter referred to as "Board"). The Board shall consist of an odd number of directors, though no fewer than seven (7) and no more than eleven (11) persons, including the Officers, to be elected from the total membership by an assembly of voting members assembled for that purpose, at the regular annual conference of the Alliance for such terms and with such responsibilities as specified in the bylaws.

Section 2. Powers and Duties. The board of directors shall have full charge of any real or personal property of the corporation, its receipts and personnel, with full power and authority to manage and conduct the same.

Section 3. Meetings. The board of directors shall normally meet quarterly. One of these meetings shall be designated an annual meeting, to be held at, and in conjunction with, the annual conference of the ABBC. This meeting will be set in time for sufficient notice to be given to members by mail. The annual meeting is the only meeting which, out of necessity and deference to the geographical locations of members, may travel outside of the county of San Bernardino, CA. Special meetings may be called by the President or any three (3) directors with due notice to the voting membership.

Section 4. Quorum. At any regular or special meeting of the board of directors, a quorum shall consist of a simple majority of the number of directors (i.e. one half plus one).

Section 5. Termination. Three (3) consecutive unexcused absences shall termination tenure on the Board. Absences may be excused by the Secretary or the President.

Section 6. Vacancies. The President may appoint any member in good standing to fill a vacancy on the Board due to termination, resignation, incapacitation or death. Such appointment must be ratified by an affirmative vote of a majority of board members present at the next regular or special meeting after such appointment is made. The Board shall in no way be bound by the appointment of the President, and may move to appoint any other member in good standing of the ABBC.

Section 7. Benefits. None of the activities of this corporation shall at any time or in any way inure to the personal gain of any member, excepting only payments made as may be approved by the Board for services rendered, salaries of employees or reimbursement for expenses incurred in performing the duties of a member of the board of directors.

ARTICLE VI - OFFICERS

Section 1. Officers. The officers of the corporation shall be President, Vice President, Secretary and Treasurer, so elected from the membership to include clergy or other congregational leaders and laity, with attention to geographical diversity. The officers and balance of directors-at-large shall be elected for a term of one (1) year at the annual meeting to be held at, and in conjunction with, the annual conference. They may be re-elected to subsequent terms, but may not serve for more than four (4) consecutive years as a member of the Board. (For example, a Board of a total of seven (7) with a Pres., VP, Sec., and Treas. Would leave a balance of three (3) directors-at-large to also be elected.) Any active, voting member in good standing shall be eligible to serve as a director or officer of the corporation.

Section 2. Duties. The duties of the officers shall be prescribed in the bylaws.

Section 3. Vacancies of Office. A vacancy of any office shall be declared and filled in accordance with Article V, sections 5 and 6.

ARTICLE VII - PROGRAMS and REGIONS

Section 1. Programs. Programs and program areas (or regions) to be sponsored by the ABBC, and which are an outgrowth of the mission of the ABBC, may be approved or created by the Board. Criteria for program sponsorship and approved continuing programs will be described in the bylaws.

Section 2. Regions Geographic areas of regions may be created by the ABBC. The purpose of these regions will be described in the bylaws.

ARTICLE VII - COMMITTEES and TASK FORCES

Section 1. Committees. Committees will be named and approved each year by the Board and shall be responsible to the Board.

Section 2. Task Forces. As special needs are recognized by the ABBC or its regions, specific task forces may be developed for the purposes of study, recommendations, action, advocacy or service. Each task force shall be evaluated on an annual basis by its sponsoring body and is responsible to, and reports to, the board of directors.

ARTICLE IX - PROFESSIONAL STAFF

The ABBC, through its board of directors, may hire an Executive Director and other personnel as may be needed to manage and carry out the business and programs of the ABBC. The duties of an Executive Director shall be set forth in the bylaws.

ARTICLE X - AMENDMENTS

This constitution may be amended by a two-thirds (2/3) vote of those present at a regular or special meeting of the ABBC voting membership, provided written notice of the proposed amendment has been given thirty (30) days in advance to all member bodies and/or delegates.

ARTICLE XI - FISCAL YEAR

The fiscal year of the corporation shall be from January 1 and through December 31, thereby coinciding with the normal calendar year.

ARTICLE XII - DISSOLUTION

In the event of the dissolution, all debts of the corporation shall be paid, and all remaining assets thereof shall be distributed to another nonprofit corporation qualified to do business in the State of California and qualified for 501c3 exemption from income tax pursuant to the Internal Revenue Code of the United Sates of America.

ARTICLE XIII - PROCEDURE

Except as otherwise provided for in this constitution and its bylaws, all business of the ABBC and its Board, including its annual conference, regions, committees and task forces, shall be conducted in accordance with the most recently published and available edition of Roberts Rules of Order.