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UNIVERSITY BAPTIST CHURCH Bylaws

Approved June 30, 2002 As Amended June 8, 2008

Article I – Purpose and Organization Section 1.1 The purpose of University Baptist Church is to testify to the saving grace of Jesus Christ’s death and resurrection, and to make disciples of believers in Jesus Christ. This purpose is accomplished by the support and maintenance of the public worship of God, missions, religious education and benevolences. Section 1.2 The name of the corporation shall be University Baptist Church of Fort Worth, Texas (Church). Its registered office and principal place of business shall be 2720 Wabash, Fort Worth, Tarrant County, Texas. It shall have a registered agent whose office shall be identical with the corporations’ registered office. The Chair of the Trustees shall be designated by the membership whose office shall be the registered agent. Section 1.3 The Church shall have no stock and is not for material gain. Section 1.4 The Church is organized and shall be operated exclusively for religious, charitable and educational purposes within the meaning of Section 501 (c) (3) of the Internal Revenue Code of 1986 as amended. Article II – Government Section 2.1 The management of the affairs of the Church is vested in its members pursuant to Section C of Article 1396-2.14 of The Texas Non-Profit Corporation Act. Section 2.2 The Church shall be subject to the control of no other ecclesiastical body, but shall recognize the obligations of mutual counsel and cooperation which are common among Baptist churches of like faith and order. All authority is reserved to the membership of the Church. The right is inherent in each individual member of this church to have a voice in its deliberations. Article III – Membership Section 3.1 The membership reserves the exclusive right to determine who shall be members of the Church and the conditions of such membership. The membership of the Church shall consist of all persons whose names are on the Church Membership roll. Section 3.2 Any person desiring to become a member of the Church shall request to be presented to the Church for election to membership. Additions to such membership shall be made by the affirmative vote of a majority of the membership at any regular or previously announced preaching service or at any mid-week prayer service. Membership shall become effective after receiving the required vote and any one of the following. A. After a public profession of faith in Jesus as personal savior and after baptism by immersion in water; or B. Upon receipt of a church letter of dismissal and recommendation from a Baptist Church of like faith and order; or C. By statement of previous membership after immersion in water in a Baptist Church or of a church of like faith and order. Section 3.3 Only and every member of the Church who is on the Membership Roll is entitled to vote at all elections and on all questions submitted to the Church, provided the member is present.

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UNIVERSITY BAPTIST CHURCH Bylaws

Approved June 30, 2002 As Amended June 8, 2008

Section 3.4 Membership shall be terminated: A. B. C. D. E.

Upon death of the member; or Upon issuance of a church letter to another Baptist Church of like faith and order; or Upon a member’s joining a church of another faith; or Upon request of the member; or Upon withdrawal of fellowship by the Church from a member.

(1) It shall be the practice of this church to emphasize to its members that every reasonable measure should be taken to assist any troubled member. The attitude of members toward one another shall be guided by a concern for redemption rather than punishment. (2) Should a member become an offense to the Church by reason of immoral or other unchristian conduct, it shall be the responsibility of the deacons in consultation with the pastor to take steps to resolve the offense in accordance with Matthew 18:15-20. If the deacons determine exclusion of the member becomes necessary; after seven day notice of the deacon meeting, after due personal notice and hearing in private by the deacons; and after faithful efforts have been made to bring such member to repentance; membership may be withdrawn upon recommendation by a two-thirds vote of the deacons present and voting, and upon the two-thirds majority vote of the members present and voting at a regular business meeting to approve the recommendation of the deacons. The basis for the recommendation of the deacons shall not be required to be made officially public, announced in public, or disclosed to the general Church membership or the general public. (3) The Church may restore to membership any person previously excluded, upon request of the excluded person, and after the excluded person has met with the deacons and indicated such person’s repentance, upon recommendation of the deacons and by a majority vote of the Church members present at a regular business meeting to approve said recommendation. Article IV- Meetings Section 4.1 The time for all regular and special public worship services shall be determined by the Church. Section 4.2 The Church shall hold regular business meetings of which no special notice shall be required, except as provided below, as determined by the Church. The Church may call special business meeting to consider matters of a special nature and significance. Notice of the special meetings will follow the current policies of the Church. No business except for which the special business meeting was called may be transacted at the meeting. A special business meeting may also be called by a written petition signed by not less than ten percent of the Church members on the resident membership roll, or as otherwise provided in these Bylaws. Section 4.3 All business meetings of the Church shall be held at the registered office or at such other place as the Church may decide. A quorum of thirty-five is required for all special and regular business meetings. No proxy voting is allowed on any matter. Those present and voting shall determine any matter voted upon.

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UNIVERSITY BAPTIST CHURCH Bylaws

Approved June 30, 2002 As Amended June 8, 2008

Section 4.4 The following matters, and such other matters as the Church may determine from time to time, shall require the affirmative written vote of at least two-thirds of the voting members present at a regular or special business meeting duly called and held for that purpose in accordance with these Bylaws and complying with notification as stated in the current Church policy. A. B. C. D. E. F. G.

The sale of real property or execution of a note and creation of church debt or a lien on any church property; or The sale of all or substantially all of the assets of the Church; or The merger, consolidation, or dissolution of the Church; or The amendment of the Articles of Incorporation or these Bylaws; or The calling or termination of a pastor; or The calling or termination of a ministerial staff member; or The dismissal or removal of a member of the deacon body.

Section 4.5 The moderator of the business meetings will be fair and objective to all sides of all proposals as time is available. The moderator may use Robert’s Rule of Order as a guideline for parliamentary rules of procedures for all business meetings of the Church. Section 4.6 An annual report will be presented at a church business meeting during November following the end of the church year. Article V – Deacons Section 5.1 The deacons of University Baptist Church are dedicated to service and ministry to our church members, to the community and to the world. Our purpose is to expand the witness of Christ into our community and to be His hands, feet, and mouth to a lost and hurting world. Section 5.2 The deacons are nominated by the Deacon Nominating Committee, and elected by the Church. The minimum number of active deacons is one for each fifty resident members. There is no limit on the number of active deacons. A deacon may serve actively without any imposed limit on his/her service. Should a deacon elect not to continue to serve actively, he/she shall be placed on reserve status. When a deacon is ready to resume active service, he/shall be presented to the Deacon Nominating Committee for consideration. The church may elect deacons to the position of Life Deacon. Such deacons must have reached their seventieth birthday and must have served with faithfulness a minimum of ten years as a deacon in University Baptist Church. These deacons may attend all deacons meetings. They may enter freely into discussion and may vote. Section 5.3 Annually prior to January 1, the deacons shall elect a chair, a vice-chair, and a secretary, each of whom shall be a member of the Body. They shall be elected to serve for not more than two consecutive years. After a minimum of one-year absence a person may be eligible for election again. The chair of the deacons shall preside at all meetings of the deacons and shall perform such other duties as the deacons may authorize consistent with these Bylaws. The vice-chair of the deacons shall perform the duties of the chair of the deacons upon the death, absence or resignation of the chair, or upon his/her inability or refusal to perform the duties of the office. The secretary shall perform the functions of a secretary.

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UNIVERSITY BAPTIST CHURCH Bylaws

Approved June 30, 2002 As Amended June 8, 2008

Section 5.4 The deacon chair shall recommend to the deacons a proposed schedule for the regular monthly deacons meetings. After approval by the deacons, the chair may change this time when there is serious conflict with another church meeting. If no schedule is proposed then they shall meet regularly on the Monday following the second Sunday of the month. Special meetings may be called by the chair of the deacons and/or the pastor. When a regular meeting time is changed, or if such special meeting is called by the chair and/or pastor, the same shall be upon notice to the deacons. Twenty active and/or life deacons present shall constitute a quorum at all meetings. Section 5.5 The duties and functions of the deacons shall be those prescribed in the New Testament, and they may recommend to the Church such policies, practices and procedures, as they may deem advisable. The deacons have no direct authority over the administration or policy making of the Church. This authority shall be vested in the voting membership of the Church. Section 5.6 The deacons may act through committees as may be deemed necessary and advisable by the Deacon body. The members of such committees shall be appointed by the Chair of the Deacons with the advice and consent of the deacons and all such committees shall have the duties and responsibilities imposed upon them by the Deacon Body. These committees report directly to the deacons. Section 5.7 The deacons shall provide advice and cooperate with the pastor and staff in the reasonable implementation and direction of all policies, practices and procedures of the Church. Section 5.8 A member of the Deacon Body may be dismissed or removed from his/her position as a deacon upon recommendation of a majority of the Deacon Body or a petition signed by not less than ten percent of the resident members of the Church and after receiving the affirmative vote of two-thirds of the members present and voting at a business meeting duly called and held in accordance with these Bylaws. The basis for the recommendation shall not be required to be made officially public, announced in public, disclosed to the general Church membership, or the general public. Article VI- Pastor Section 6.1 The pastor shall be the spiritual leader of the Church. The pastor shall be elected and called by the Church and shall continue as pastor until the pastor-Church relationship is terminated by the pastor’s death, resignation, or by vote of the Church. The pastor shall be a member of the Church. Section 6.2 When a vacancy occurs, a Pastor Search Committee shall be elected by the Church to recommend a pastor. Such committee may consist of any number of members desired by the Church. This committee shall bring to the consideration of the Church only one person at a time, and their recommendation shall constitute a nomination. Election of the pastor shall be by ballot, an affirmative vote of two-thirds of the Church members present and voting being necessary. Section 6.3 The pastor may relinquish the office of pastor by giving at least two weeks written notice to the Church of the planned resignation. The Church may also dismiss the pastor thus terminating the pastor-Church relationship. Such action shall take place at a special business meeting called for that purpose. The meeting may be called by the Personnel Committee, or by a written petition signed by ten percent of the resident

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UNIVERSITY BAPTIST CHURCH Bylaws

Approved June 30, 2002 As Amended June 8, 2008

Church members. The moderator for this meeting shall be someone other than the pastor. The vote to terminate the pastor’s employment shall be by ballot, an affirmative vote of two-thirds of the Church members present and voting being necessary. Article VII – Church Clerk Section 7.1 The Church clerk shall keep an accurate record of the proceedings of each business meeting of the Church. In the absence of the clerk, the moderator shall appoint an acting clerk for the business meeting. Section 7.2 The minutes are the official records of the Church. They are considered property of the Church. The official copy shall be securely maintained in the Church office. Section 7.3 The Church clerk shall be elected annually by the Church in October. The clerk shall be a member of the Church, shall be nominated by the Church Nominating Committee, and shall serve until a successor is elected and qualified. Article VIII – Moderator Section 8.1 The Moderator shall preside at Church business meetings. In keeping with the admonition in I Corinthians 14:40 and to guard and maintain the fellowship of the Church, the aim of the moderator must be to bring about unity among people of different views, ideas, and conviction. The objectives of the moderator should be to maintain the spirit of Christian love while presiding, to be fair and courteous to all members, to help members understand parliamentary procedures without embarrassment to them, to encourage full and free debate by leading members to talk through their disagreements and try to avoid trivial matters, to respect the minority who has a right to be heard, and to always take the affirmative vote first and the negative vote second. Section 8.2 The moderator must maintain a neutral position while presiding. If the moderator whishes to debate a question under consideration, the moderator should ask another to preside for that portion of the meeting. Section 8.3 The pastor may serve as Moderator, if the pastor chooses to do so, unless prevented by these Bylaws. Section 8.4 The vice-moderator shall be a member of the Church, shall not be a ministerial or non-ministerial staff member, and shall be nominated by the Church Nominating Committee. The vice-moderator shall serve until a successor is elected and qualified. The vice-moderator shall not be elected to serve in this capacity for more than two consecutive years. After a minimum of one-year absence as vice-moderator, a person will be eligible for election again as vice-moderator. Section 8.5 The vice-moderator shall serve as moderator at Church business meetings when the pastor chooses not to serve, or is unable to serve, as moderator. If, for any reason, neither the pastor nor the vice-moderator is able to serve as moderator, the following shall be authorized, in order named, to call the Church to order and to preside for the election of an acting moderator for the business meeting: church clerk, deacon chair, and nominating committee chair.

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UNIVERSITY BAPTIST CHURCH Bylaws

Approved June 30, 2002 As Amended June 8, 2008

Article IX – Trustees Section 9:1 The trustees shall act for the Church in legal matters and shall hold the Church property in the corporate name of the Church. Upon specific vote of the Church authorizing each action, the trustees shall have the power to buy, sell, mortgage, lease or transfer Church property, but not otherwise. When the signatures of the trustees are required, any two or more shall sign legal documents relating to Church approved matters. Section 9.2 The trustees shall be members of the Church and shall be nominated by the Church Nominating Committee. The trustees shall serve until their successors are elected and qualified. One trustee shall be elected as Chair of the Trustees. Article X – Conveyances and Other Instruments Section 10.1 The Church may purchase real, personal, or intellectual property, borrow money, sell, convey, mortgage, encumber or otherwise deal with, or dispose of real, personal, or intellectual property owned by the Church, and may evidence any such transaction by deed, bill of sale, mortgage, deed of trust, contract or other appropriate instrument, and execute notes with or without the seal of the Church, signed by the trustees, when such transaction is authorized by appropriate resolutions of the membership of the Church, and adopted in accordance with these Bylaws, provided, however, in the case of the sale or transfer of personal property, and appropriate resolution by the proper Church committee shall be sufficient, provided it doesn’t exceed the dollar amount established by the policies of the Church. Article XI – Church Committees and Ministry Teams Section 11.1 The Church reserves the right at any time and in such manner as it may determine to appoint any committee or ministry team, which shall be called a Church committee or ministry team. The Church shall determine the membership of each committee or ministry team, the term of office of each of its members, together with its duties and responsibilities. Each committee or ministry team may make recommendations directly to the Church. The Church may also delegate certain decision-making authority to the various committees, as the Church determines is appropriate. Such committees shall include a personnel committee and such other committees as the Church deems necessary or appropriate. Section 11.2 The Church will have a Church Council defined by the Church. Its function shall be to prepare and maintain a comprehensive calendar of ministries and activities for approval by the Church and will recommend the Committee on Committees. The Church Council shall have no direct authority over the administration or policy making of the Church but it may make such recommendations to the Church as it deems advisable.

Article XII – Ministerial Staff Section 12.1 The ministerial staff shall be called and employed as the Church determines the need for such offices. Each ministerial staff member shall be employed until the relationship is terminated by the staff member’s relinquishment or the Church’s declaration as herein below provided. The Church may terminate a staff member’s employment at a special business meeting called for that purpose. The meeting shall be called by written petition signed by not less than ten percent of the resident Church membership or by

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UNIVERSITY BAPTIST CHURCH Bylaws

Approved June 30, 2002 As Amended June 8, 2008

recommendation by the personnel committee. The vote to terminate the ministerial staff member shall be by ballot, an affirmative vote of two-thirds of the voting members present shall be necessary. Article XIII – Non-ministerial Staff Section 13.1 Non-ministerial staff members shall be employed as the Church determines the need for their services. The Church personnel committee shall have the authority to employ and to terminate the services of non-ministerial staff members. The Church shall be informed no later than the next business meeting of all such actions. The Church personnel committee shall also recommend to the Church the job description and duties for each position as well as the appropriate salary. Article XIV – Amendment of Bylaws Section 14.1 These Bylaws may be amended at a regular or special business meeting of the Church. The proposed amendment to be considered shall first be made available to the membership at least two weeks prior to the date to be presented and published in the official Church publication. The first reading must follow the first publication. No votes will be taken until after a second published announcement and reading the subsequent month in the business meeting of the church. A two-thirds affirmative vote is required for approval. Article XV – Seal Section 15.1 The corporate seal shall be circular in form and have inscribed thereon, “University Baptist Church of Fort Worth”. Article XVI – Operation and Dissolution Section 16.1 The Church is organized and shall be operated primarily for the purpose of engaging in religious worship or promoting the spiritual development or well being of individuals. It is to be operated in a way that does not result in the accrual of distributable profits, realization of private gain resulting from payment of compensation in excess of a reasonable allowance for salary or other compensation for services rendered, or realization of any other form of private gain. Section 16.2 The Church pledges its assets for use in performing the organization’s religious functions. It directs that on discontinuance of the Church by dissolution or otherwise, the assets are to be transferred to a charitable, educational, religious, or other similar organization that is qualified as a charitable organization under Section 501 (c)(3), Internal Revenue Code of 1986, as amended. _____________________________________________ Church Clerk The foregoing Bylaws were duly adopted by the Church at a meeting duly called and held in accordance with the Church’s Bylaws on January 24, 2002 and amendments were approved on June 8, 2008.

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