SOLDIERS FOR CHRIST M/M - NATIONAL

ARTICLE I:  NAME AND PURPOSE

Section 1 - Name:  The name of the organization shall be Soldiers For Christ  

            M/M – National.  It shall be a non-profit organization, incorporated under the

            laws of the State of Texas.

Section 2 - Purpose:  Soldiers For Christ M/M – National is organized exclusively for charitable and religious purposes as defined in the Articles of Incorporation and under Section 501 (c) (3) of the Internal Revenue Code or other state or federal law as from time to time may be applicable.  Specifically, the corporation is organized to:

·         Create outreach organizations to minister, witness and feed the hungry of body and spirit

·         Provide skills individuals need to become productive citizens of the world and disciples of Jesus Christ

·         Provide direction and support for subordinate Soldiers For Christ - M/M Chapters.

ARTICLE II:  OFFICES

Section 1.  The principal executive office of the corporation shall be 103 S. Shelton, in the City of Borger, County of Hutchinson, State of Texas.

            Section 2.  The corporation also may have offices at such other places as the Board of             Directors may from time to time designate or as the business of the             corporation may require.

ARTICLE III:  MEMBERSHIP

Section 1 - Qualifications:  The membership of this organization shall consist of those individuals currently elected or designated as President and Vice President of local Soldiers For Christ M/M Chapters and other Individuals as needed to fill officer positions (deemed qualified for membership under the terms established by the Board of Directors and who have met all the conditions for membership).  All membership shall be granted upon a majority vote of the Board.

Section 2 - Dues:  The amount required for dues shall be 10% of memberships dues collected by subordinate chapters of Soldiers For Christ M/M, unless changed by a majority vote of members at an annual meeting of the full membership.

Section 3 - Rights of Members:  Each member shall be eligible to appoint one voting representative to cast the member’s vote in association to elections.  Such appointment shall be written and presented to the Secretary of the Board of Directors.

Section 4 – Resignation and Termination:  Any member may resign by notification to the Board with a Special Called meeting.  Upon acceptance by the Board, all property of the corporation must be returned, including all emblems of office.

Section 5 – Length of Membership:  Membership shall continue throughout the term of office as established by subordinate Soldiers For Christ M/M chapters' bylaws.  Membership may be terminated without cause if such termination is approved by a majority vote due to conduct inconsistent with the purpose as defined within the Articles of Incorporation or as outlined in chapter bylaws.

ARTICLE IV:  MEETING OF MEMBERS

Section 1 – Annual Meetings:  An annual meeting shall be held at a date, time and place determined by the Board of Directors.  At the annual meeting the members shall elect directors and officers, receive reports on the activities of the corporation and subordinate chapters and determine the direction for the coming year.

Section 2 – Notice of Meetings:  Written notice shall be provided to each voting member, by mail, not less than 2 weeks prior to the meeting.

Section 3 – Special Meetings:  The President or a simple majority of the Board may call special meetings.

Section 4 – Quorum:  The members represented at any properly announced meeting shall constitute a quorum.

Section 5 – Voting:  All issues to be voted on shall be decided by a simple majority of those represented at the meeting in which the vote takes place.

ARTICLE V:  BOARD OF DIRECTORS

Section 1 – Board Role and Size:  The overall policy and direction of this organization shall be managed by a Board of Directors consisting of five (5) members who shall also serve as Executive Officers.

Section 2 – Terms:  All board members shall serve one-year terms, but are eligible for re-election for up to 10 consecutive terms.

Section 3 – Meetings and Notice:  The Board shall meet at least annually at an agreed upon time and place.  An official board meeting requires that each board member has written notice at least 2 weeks in advance.

 Section 4 – Action Without Meeting:  Any action that may be taken at any annual or special meeting of members may be taken without a meeting and without prior notice if a written consent setting forth the action so taken, is signed by the members entitled to vote on the action.

Section 5 – Board Elections:  New directors and current directors shall be elected or re-elected by the voting representatives of the members at the annual meeting.  Directors will be elected by a simple majority of members represented at the annual meeting. 

Section 6 – Vacancies:  Vacancies in the Board of Directors shall be filled upon the appointment of the President for the balance of the year.

ARTICLE VI:  OFFICERS

Section 1 – Duties and Roles:  There shall be five (5) officers of the Board, consisting of President, Vice President, Secretary, Treasurer and Chaplain.  Their duties are as follows:

The President shall preside at all meetings and by virtue of office be Chairman of the Board of Directors.  The Chair:

·               Shall present at each annual meeting of the organization an annual             report of the work of the organization.

·               Shall appoint all committees, temporary or permanent.

·               Shall see all books, reports and certificates, required by law are properly kept or filed.

·               Shall be one of the officers who may sign checks or drafts of the organization.

·               Shall have authority to establish qualifying subordinate chapters.

·               Shall have such powers as may be reasonably construed as belonging to the Chief Executive of any organization.

The Vice President shall in the event of the absence or inability of the President to exercise his office become acting president with all the rights and powers as if he had been elected.  In addition, the Vice President shall chair committees appointed by the President.

The Secretary shall be the official custodian of the records of this organization and it shall be his duty to:

·               File any certificate required by any statute.

·               Give and serve all notices to members of this organization.

·               Present to the membership at any meetings any communications addressed to him as Secretary of this organization.

·               To submit to the Board of Directors any communications which shall be addressed to him as Secretary of this organization.

·               To attend to all correspondence of the organization and shall exercise all duties incidental to the office.

            The Treasurer shall have the care and custody of all monies belonging to this organization and make financial information available to the Board and membership.  He shall:

·               Cause such monies to be deposited in a regular bank or credit union bank as approved by the Board of Directors.

·               Be one of the officers who shall sign checks or drafts of the organization.

·               Shall report periodically, as the Board of Directors shall determine, a written account of the finances of the organization and this report shall be physically affixed to the minutes of the Board of Directors of such meeting.

·               Exercise all duties incidental to the office of Treasurer.

The Chaplain shall be an exemplary Christian who has the calling of God upon him.  The Chaplain shall:

·               Be in charge of the devotionals and programs at all meetings and outings.

·               Be responsible for personally delivering God’s word or obtaining an invited speaker.

·               Fulfill the role as pastor or counselor as needed.

·               Oversee the spiritual and charitable direction of this organization.

                              ARTICLE VII: COMMITTEES

            Section 1 – Committee formation:  The President may appoint committees as needed             and their term shall be for a period of one year or less if sooner terminated by  the action of the President or their purpose has been served.

                              ARTICLE VI:  SALARIES

Section 1 – Compensation to the Board and Officers:  There shall be no salary or compensation paid to any officer or director for the purpose of holding office.  Compensation, however, may be paid to an executive officer known as the President, Vice President, Secretary, Treasurer or Chaplain for the purpose of attending the annual meeting.  This compensation shall have the approval of the majority of the members prior to payment.  Other compensation paid to an officer or director must be for the purpose of reasonable reimbursement of personal expenses.  Payment shall be made upon proof of expense for expenses incurred performing corporation business.

                             ARTICLE IX:  AMENDMENTS

Section 1 – Amendments:  These By-Laws may be altered, amended, repealed or added to when necessary by two-thirds majority vote of the Board of Directors.  Proposed amendments must be submitted to the Secretary to be published with the Board announcements.

ARTICLE X:  FISCAL YEAR

Section 1 – The Fiscal Year of this organization shall be from January 1^st to December 31^st.

CERTIFICATION

These By-Laws were approved at a meeting of the Board of Directors by two-thirds majority vote on

 ______________________.

_______________________________________                        __________________           

                        Secretary                                                                          Date