MTBA’s Bylaws govern the structure for fulfilling the ministry and mission of our association.
BYLAWS
of the Mid-Tidewater Baptist Association of Virginia, Inc.
These shall be the initial Corporate Bylaws of the Mid-Tidewater Baptist Association, Incorporated, operating under a Charter issued by the Commonwealth of Virginia on April 21, 2009. These Bylaws are derived primarily from the Constitution of the unincorporated Association, and it is intended that activities and operations of the Association will continue without significant change following transition to the incorporated Association. Members, Officers (except Trustees), Action Groups and Committees of the unincorporated Association shall constitute the initial Members, Officers, Action Groups, and Committees of the incorporated Association.
Any use of male or female references these Bylaws shall be read as applying to both genders.
Article I – Name
The Name of this body shall be the Mid-Tidewater Baptist Association of Virginia Incorporated (the Association), as specified in the Articles of Incorporation.
Article II – Purpose
The object of this Association shall be to provide a means through which member churches may cooperate and join together in spreading God’s Word and in serving those in need. It is intended that the Association focus its work primarily on matters of concern within the region where member churches are located. While the Association may be involved in or may support activities of state or national Baptist organizations, it is intended that the work of the Association enhance rather than duplicate the functions or services of these organizations. There shall be full recognition of the autonomy of member churches.
Article III – Membership
The membership of the Association shall consist of churches which have applied for and been accepted for membership by vote of the Association. An application for membership shall be in writing and shall be presented at a general meeting of the Association by the Pastor and two other members of the Church seeking membership. The applying church’s Deacon Chairperson may act for this purpose in place of a Pastor if there is no active Pastor. A committee shall be appointed by the Moderator to consider the credentials of the applying church and to report its findings and recommendations to the Association at its next general meeting. The church may then be admitted to membership by a majority vote of those present and voting. Upon written request, a letter of dismissal shall be given by the Association or the Executive Committee to any member church which feels that it can no longer accept and cooperate with the purposes of the Mid-Tidewater Association. The voting body of the Association shall be composed of the members of the Executive Committee and messengers elected by member churches. Each member church may elect six messengers, plus one additional messenger for each one hundred members or major fraction thereof, except that the total number of messengers from any church shall not exceed ten.
Article IV – Officers
The Officers of the Association shall be the Moderator who will serve as President of the Corporation, the Vice-Moderator who will serve as the Vice-President of the Corporation, the Clerk who will serve as the Secretary of the Corporation, and the Treasurer who will serve as Treasurer of the Corporation. The Associational Director of Missions will also serve as a Director in the Corporation. Other Officers of the Association shall be Historian, WMU Director, and Men’s and Boys’ Director. Officers may select assistants as needed to effectively discharge their duties, assistants must be approved by the Association through adoption of the Association budget or other appropriate action. Unless otherwise specified in these Bylaws, officers shall be elected from among candidates proposed by the Nominating Committee or nominated from the floor. Duties, terms of office, and methods of election of officers are as follows, except that the Executive Committee may fill interim vacancies.
The Director of Missions (DOM) (who also serves as a Director in the Corporation) shall work cooperatively with all officers, action groups, committees, and churches of the Association to provide general counsel, leadership, and support for all activities of the Association. The DOM may authorize the Treasurer to expend unbudgeted funds in accordance with guidelines as approved by the Association. If a Director of Missions vacancy is to be filled, the Moderator shall appoint a special search committee of not less than six people who will seek candidates, review their credentials, and report their recommendations to the Association. A call of a Director of Missions must be approved at a general meeting of the Association by a two thirds vote of those present and voting, except that, if unusual circumstances make it desirable, a temporary appointment may be made by a two thirds vote of those present and voting, at a meeting of the Executive Committee. A temporary appointment may extend only to the next general meeting of the Association. The terms and conditions of service shall be as mutually agreed upon by the Director of Missions and the Association.
The Moderator (also serves as President of the Corporation) shall call to order and preside at general meetings of the Association and meetings of the Executive Committee. The Moderator may call special meetings of the Association or the Executive Committee. The Moderator shall appoint special ad-hoc committees or action groups as necessary. The Moderator shall be an ex-officio member of all Association action groups and committees. The Moderator shall carry out their duties in an orderly manner and in a Christian spirit, and in accordance with these Bylaws or other policy established by the Association. The Moderator shall be elected at the October general meeting and shall take office at the conclusion of that meeting. The Moderator shall serve a term of one year or until replaced, and The Moderator may not succeed theirself in office. If practicable, the Moderator position shall alternate between active clergy and laypersons and each successor shall be from a different church than their predecessor. At the expiration of the Moderator’s term of office, the Immediate Past Moderator shall serve as a member of the Executive Committee for the year following their term as Moderator.
The Vice-Moderator (also serves as Vice President of the Corporation) shall preside at general or Executive Committee meetings in the absence of or at the direction of the Moderator. The Vice-Moderator may perform other functions for the Moderator as requested and appropriate. The method and conditions of election and the term of office shall be the same as those of the Moderator. In addition, where practicable, the Moderator and Vice-Moderator shall not both be clergy nor both be laypersons.
The Clerk (also serves as Secretary of the Corporation) shall keep full and accurate records of all proceedings and business of the Association and the Executive Committee. The Clerk shall collect information from the churches, compile statistical reports, and distribute reports to affiliated state or national organizations or others as required. The Clerk shall oversee the preparation, printing, and distribution of the Association Annual, and shall report to the Program Committee the names of all deceased members of Association churches. The Clerk shall be elected at the October general meeting, shall take office at the conclusion of that meeting, shall serve a term of office of one year or until replaced, and may be reelected.
The Treasurer (also serves as Treasurer of the Corporation) shall receive all contributions to or other income of the Association and shall hold or invest these funds prudently and as directed by the Association. The Treasurer shall disburse funds to meet the obligations of the Association as authorized by an adopted budget or other action of the Association or the DOM, subject to the availability of adequate funds. The Treasurer shall be an ex-officio member of the Finance and Stewardship Committee and shall work closely with that committee, especially with regard to adequacy of available funds to meet budgeted or other authorized obligations of the Association.
The Treasurer shall be elected at the October general meeting, shall take office at the conclusion of that meeting, shall serve a term of office of one year or until replaced, and may be reelected.
The Historian shall oversee the collection, organization, and preservation of the historical records and artifacts of the Association and shall provide leadership and support for promulgation of information about the Association’s history. The Historian shall be elected at the October general meeting, shall take office at the conclusion of that meeting, shall serve a term of office of one year or until replaced, and may be reelected.
The Men’s and Boys’ Director shall arrange periodic fellowship opportunities for the men and boys of the Association and shall promote other activities to enhance their spiritual growth and mission activities.
The Director of the Woman’s Missionary Union (WMU) shall be elected to and shall perform the duties of the office in accordance with the provisions of the constitution and other policies of the Association WMU.
Article V – Meetings
All Association meetings shall be opened and closed with prayer. Due notice of the time, place, and purpose of all meetings shall be given. Robert’s Rules of Order as Newly Revised shall be used as the authority for parliamentary procedure, except that provisions of these Bylaws shall prevail if they are contradictory to Robert’s Rules. The foregoing shall apply to all meetings of the Association, including committees, action groups, or other components of the Association. Semi-annual general meetings of the Association shall be held in April and in October at times and places as established by the Association. Agendas for semi-annual general meetings shall provide ample time for Association business and reports, devotional periods, inspirational music and messages, special recognition, and other matters of current importance. Business which needs to be addressed between semi-annual meetings will normally be conducted by the Executive Committee, but, if necessary, the Moderator, with the concurrence of a majority of the other officers, may call a special general meeting to address specific and urgent issues. In the absence of both the Moderator and the Vice-Moderator, the Clerk may call a meeting to order and preside over the election of a Moderator pro tern, who shall then preside.
Article VI – Action Groups
In order to carry out the primary ministries of the Association, the Action Groups listed below shall be established and shall have the duties and responsibilities as specified for each. Each Action Group shall have not less than nine or more than twelve members, including the member elected as chairperson. Members shall be elected, and the chairperson designated by election, at the October general meeting from among candidates presented by the Nominating Committee or nominated from the floor, and shall take office at the close of that meeting. The term of office of Action Group members shall be three years, except as provided below, and they may not be reelected to the same Action Group until a period of one year has passed. Individual terms of office shall be arranged so that approximately one third of the members rotate off each year. If necessary to establish or maintain this rotation, shorter terms may be temporarily established. Each Action Group shall organize itself as necessary to carry out its assigned tasks and may add additional people to the group on an ad-hoc basis as necessary to meet the needs of individual projects. Each of the Action Groups will include an ex-officio WMU representative to be designated by the WMU Director.
The Community Ministries Action Group shall research the community to identify benevolent needs; shall encourage and coordinate ministries such as home repair, community care, literacy, teen pregnancy and crisis, and others as needs are identified; shall help needy people in emergency situations as resources permit: shall develop and maintain a Community Resources Directory; shall foster interfaith and interracial cooperation: and enlist volunteer churches and individuals to help carry out Community Ministry programs.
The Intercessory Prayer Action Group shall receive prayer requests from Association officers, churches, Action Groups or Committees, or other appropriate entities, and shall, as feasible, make these requests known throughout the Association to enable intercessory prayer ministries. The Action Group shall also sponsor, promote, or conduct seminars or other training for the purpose of development of the Biblical discipline of communicating effectively and devotionally with God, especially on behalf of others, and shall encourage the establishment of intercessory prayer groups within individual churches. The Action Group shall consist of a Chairperson and also at least two members from each county in which Association churches are located. County representatives shall be responsible for establishing a communications network with churches within their county for the purpose of effectively collecting and distributing prayer requests.
The Missions and Evangelism Action Group shall research the need for new churches and missions and prepare mission and church planting strategies: shall encourage and coordinate partnership missions; shall encourage and support ministries to groups such as non-English speaking people, migrants, jail residents, or others as needed; and shall enlist volunteer churches and individuals to help carry out Missions and Evangelism ministries.
The Youth Action Group shall generate inter-church and inter-generational dialogue to develop initiatives for making the church an integral part of the lives and future of our Middle and High School youth; shall sponsor events to encourage Christian fellowship and commitment among the youth of the Association: shall recommend inclusion in Association meetings of program events to encourage youth interest and participation: and shall assist local church youth groups and leaders with information and resources to enhance their ministries. Membership in this Action Group shall include a mix of youth, parents of youth, and youth leaders.
Article VII – Committees
In order to administratively and logistically support the primary ministries of the Association, the Standing Committees listed below shall be established and shall have the duties and responsibilities as specified for each. Each committee, except the Executive Committee and the Association Council, shall have not less than three nor more than six members, including the member elected as chairperson. Members shall be elected, and the chairperson designated by election, at the October general meeting from among candidates presented by the Nominating Committee or nominated from the floor, except that members of the Nominating Committee shall be nominated by a special committee as established below for that purpose or may be nominated from the floor. Committee members shall take office at the close of the meeting at which they were elected. The term of office of committee members shall be three years, except as provided below, and they may not be reelected to the same committee until a period of one year has passed. Individual terms of office shall be arranged so that approximately one third of the members rotate off each year. If necessary to establish or maintain this rotation, individual terms of less–than three years may be temporarily established. Committees may enlist the ad-hoc participation of additional persons as necessary to address special concerns.
The Executive Committee shall supervise the work of the Association and serve as its agent for matters which may arise between semi-annual meetings, including the filling of vacancies in Association positions. The Committee shall be composed of the Association officers, chairpersons of all Standing Committees and Action Groups, all active pastors, all other full-time church staff ministers who have special ministry responsibilities and one other representative from each church to be elected by that church. The Moderator shall be Chairperson. The Executive Committee shall meet at least once each quarter at a time and place to be set by the Moderator. The Moderator, after consulting with the Clerk, may cancel an Executive Committee meeting if there is insufficient business to be conducted. The Executive Committee shall function as the Board of Directors for the Corporation, as specified in the Articles of Incorporation.
The Association Council shall consist of the Association Officers and the Chairpersons of the Action Groups and Standing Committees. The Moderator, in consultation with the Director of Missions, shall convene the Council at least annually for the purposes of developing the Association Calendar for the ensuing year, coordinating the plans of the Action Groups and Committees, and maintaining cooperative working goals and relationships.
The Administrative Committee shall provide liaison between the Association and the Director of Missions (DOM); shall perform annual performance evaluations for Association employees, including the DOM; shall nominate persons for dedication of the Annual; shall draft and recommend changes to the Association Bylaws as necessary; and shall provide other administrative support for the Association and the DOM as needed.
The Finance and Stewardship Committee shall perform Association financial planning and review, shall prepare an annual Association Budget, shall encourage Association stewardship, shall perform or arrange for an annual audit of the Association’s financial records, and shall report the results of this audit at the Executive Committee meeting next following the completion of the audit. The Treasurer shall be an ex-officio member of the Committee.
The Nominating Committee shall prepare and present to the Association at the October general meeting a slate of candidates for Association offices, and shall also recommend candidates for vacancies as otherwise prescribed in these Bylaws or as requested by the Moderator, except that it may not nominate candidates for membership on the Nominating Committee. The Nominating Committee, including its chairperson, shall be nominated by a special committee consisting of the DOM, the Moderator, the Vice-Moderator, and the chairpersons of the Action Groups. Insofar as it is practicable, the Nominating Committee shall seek to provide balanced representation from all member churches and all age groups.
The Program Committee shall oversee and be responsible for the overall logistics of general meetings of the Association. Responsibilities shall include making recommendations to the Association as to time and place of meetings and maintaining liaison with host churches or others as necessary. The Committee shall prepare the agendas for semiannual meetings in accordance with the guidelines of Article V – Meetings, and shall be responsible for program logistics and details, including arrangements with speakers or other participants. This committee shall arrange for recognition of all deceased members at the October general meeting of the Association.
The Strategy Plans Committee shall look to the future for new ministry opportunities for the Association and new and innovative ways of addressing them, and shall review and recommend revisions to the Association Strategy Plan as necessary.
Article VIII – Affiliations
In order to extend by cooperation its ability to do God’s work, the Association may affiliate or associate itself with other like-minded bodies by direct election or by other means such as designated giving. In no case shall such affiliation or association compromise the autonomy of this Association or its member churches. Affiliations or relationships in place at the time that these Bylaws are adopted shall remain in place unless and until modified by action of this Association.
Article IX – Amendment
These Bylaws may be amended, repealed, or replaced, in part or in their entirety, by an affirmative vote of two thirds of the members present and voting at a semi-annual meeting of the Association, or at a meeting called specifically for that purpose, written notice of the proposed changes having been given to the churches and the Executive Committee at least thirty days previously.
Article X – Adoption
These Bylaws may be adopted by an affirmative vote of two thirds of the members present at a semi-annual meeting, provided that they shall have been submitted in writing to the churches and the Executive Committee not less than thirty days before such meeting. These Bylaws shall be in effect at the close of the meeting wherein adopted. Adoption of these Bylaws shall constitute repeal in their entirety of all prior Constitutions and Bylaws, and shall also constitute repeal of any other rules, policies, or practices of the Association which may be in conflict with these Bylaws.
- REVISIONS:
Revised 12-16-15, removed Article IV – Officers, paragraph 11 (Heading: Association Representatives on the Virginia Baptist Mission Board (VBMB). This revision (deletion) was approved at Association meeting on October 18, 2015.
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Revised 11-1-16, (approved at Association meeting on October 16, 2016.)
1. Article IV – Officers, paragraph 1, delete strike through wording due to VBMB no longer exists.
2. Article IV – Officers, all paragraphs, add underlined wording: “President, Vice President, Clerk, and Treasurer” designations to reflect Corporation requirements; (MTBA is a Corporation).
3. Article IV – Officers, paragraph 6, “Treasurer”, change wording from “hinds” to “funds”.
4. Article IV – Officers, all paragraphs, change all pronouns (gender) to be neutral.
5. Change “Chairman” and “Chairmen” language to “Chairperson” and “Chairpersons” throughout all Bylaws.
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Revised 10-31-17, (approved at Association meeting on October 15, 2017.)
Article VI – Action Groups, Delete “The Church and Pastor Support Action Group” (delete entire paragraph).
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