We, the members of Gospel City Church, Inc. (“Gospel City Church”), have assembled ourselves as the Body of Christ, according to the Scriptures of the New Testament, and are united by our mutual faith and belief in the Lord Jesus Christ for eternal life through His death on the cross and the power of His resurrection;

We, as members of the Body of Christ, are enjoined to assemble ourselves together for worship, fellowship, counsel, and instruction in the Bible, which we believe to be God’s Word and the revelation of His will to man, and to assemble ourselves in the work of the ministry;

We believe in the exercise of those spiritual gifts and offices provided for in the New Testament, and recognize ourselves as a body of Christian believers working together for the common purpose of spreading the Gospel of our Lord and Savior Jesus Christ;

Therefore, we, the members of Gospel City Church, have accepted and adopted the following Bylaws, which incorporate our Tenets of Faith. We shall seek, by the grace of God, to be governed by the Bylaws, as set forth, and shall also seek to teach and propagate the doctrines contained in the Tenets of Faith.

The name of this covenant church shall be Gospel City Church, Inc. This covenant church is a legal entity formed as a limited liability company in compliance with the laws of the state of Florida.

Gospel City Church is organized and operated exclusively for religious purposes within the meaning of Section 501 (c)(3) of the Internal Revenue Code.

Gospel City Church is specifically organized to minister the Word of God; establish and oversee places of worship under the leadership of the Holy Spirit; teach and preach the gospel to all people; conduct regular Christ-centered worship services; engage in evangelistic and humanitarian outreach; promote and encourage, through ministries of the church; cooperate with other organizations ministering within the community; license and ordain qualified individuals as ministers of the gospel; and to engage in activities which are necessary and suitable for the accomplishment of these purposes.

The Tenets of Faith of Gospel City Church represent the fundamental beliefs that are affirmed by all covenant members of Gospel City Church, and those individuals seeking covenant membership in the church. The Tenets of Faith are doctrines and teachings that are historic and long standing within the Church of our Lord Jesus Christ and are to be affirmed and adhered to by all covenant members. All teaching, preaching, and ministry activities at Gospel City Church shall affirm and be wholly consistent with the Tenets of Faith.

The historic 1853 New Hampshire Confession is the best representation and articulation of our beliefs. The faith statements below are essentially the 1853 New Hampshire Confession modified slightly to reflect our current understanding and practice as it relates to Baptism, the Lord’s Supper, Scriptural Officers, and the Christian Sabbath.

In addition to the New Hampshire Confession, we affirm more recent statements including the Chicago Statement on Biblical Inerrancy (1978), the Danvers Statement on Biblical Manhood and Womanhood (1987), and the Nashville Statement (2017).

We do not hold that the human phraseology contained in the aforementioned documents is inspired nor contended for in any way, and we do not make any claim that they contain all the truth in the Bible. However, the truth set forth in these documents does cover orthodox fundamental matters held to be essential to a full Gospel ministry.

THE SCRIPTURES

We believe that the Holy Bible was written by men divinely inspired, and is a perfect treasure of heavenly instruction; that it has God for its author, salvation for its end, and truth without any mixture of error, for its matter; that it reveals the principles by which God will judge us; and therefore is, and shall remain to the end of the world, the true center of Christian union, and the supreme standard by which all human conduct, creeds, and opinions should be tried.

THE TRUE GOD

We believe that there is one, and only one, living and true God, an infinite, intelligent Spirit, whose name is JEHOVAH, the Maker and Supreme Ruler of heaven and earth; inexpressibly glorious in holiness, and worthy of all possible honor, confidence, and love; that in the unity of the Godhead there are three persons, the Father, the Son, and the Holy Spirit equal in every divine perfection, and executing distinct but harmonious offices in the great work of redemption.

THE FALL OF MAN

We believe that man was created in holiness, under the law of his Maker; but by voluntary transgression fell from that holy and happy state; in consequence of which all mankind are now sinners, not by constraint, but by choice; being by nature utterly void of that holiness required by the law of God, positively inclined to evil; and therefore without defense or excuse.

THE WAY OF SALVATION

We believe that the salvation of sinners is wholly of grace; through the mediatorial offices of the Son of God; who by the appointment of the Father, freely took upon himself our nature, yet without sin; honored the divine law by his personal obedience, and by his death made a full atonement for our sins; that having risen from the dead he is now enthroned in heaven; and uniting in his wonderful person the tenderest sympathies with divine perfections, he is every way qualified to be a suitable, a compassionate, and an all-sufficient Savior.

JUSTIFICATION

We believe that the great gospel blessing which Christ secures to such as believe in him is Justification; that Justification includes the pardon of sin, and the promise of eternal life on principles of righteousness; that it is bestowed, not in consideration of any works of righteousness which we have done, but solely through faith in the Redeemer's blood; by virtue of which faith his perfect righteousness is freely imputed to us of God; that it brings us into a state of most blessed peace and favor with God, and secures every other blessing needful for time and eternity.

THE FREENESS OF SALVATION

We believe that the blessings of salvation are made free to all by the gospel; that it is the immediate duty of all to accept them by a cordial, penitent, and obedient faith; and that nothing prevents the salvation of the greatest sinner on earth but his own inherent depravity and voluntary rejection of the gospel; which rejection involves him in an aggravated condemnation.

GRACE IN REGENERATION

We believe that, in order to be saved, sinners must be regenerated or born again; that regeneration consists in giving a holy disposition to the mind; that it is effected, in a manner above our comprehension, by the power of the Holy Spirit in connection with divine truth, so as to secure our voluntary obedience to the gospel; and that its proper evidence appears in holy fruits of repentance and faith and newness of life.

REPENTANCE AND FAITH

We believe that Repentance and Faith are sacred duties, and also inseparable graces, wrought in our souls by the regenerating Spirit of God; whereby, being deeply convinced of our guilt, danger and helplessness, and of the way of salvation by Christ, we turn to God with unfeigned contrition, confession, and supplication for mercy; at the same time heartily receiving the Lord Jesus Christ as our Prophet, Priest, and King, and relying on him alone as the only and all-sufficient Savior.

GOD'S PURPOSE OF GRACE

We believe that Election is the eternal purpose of God, according to which he graciously regenerates, sanctifies, and saves sinners; that being perfectly consistent with the free agency of man. It comprehends all the means in connection with the end; that it is a most glorious display of God's sovereign goodness, being infinitely free, wise, holy, and unchangeable; that it utterly excludes boasting, and promotes humility, love, prayer, praise, trust in God, and active imitation of his free mercy; that it encourages the use of means in the highest degree; that it may be ascertained by its effects in all who truly believe the gospel; that it is the foundation of Christian assurance; and that to ascertain it with regard to ourselves demands and deserves the utmost diligence.

SANCTIFICATION

We believe that Sanctification is the process by which, according to the will of God, we are made partakers of his holiness; that it is a progressive work; that it is begun in regeneration; and that it is carried on in the hearts of believers by the presence and power of the Holy Spirit, the Sealer and Comforter, in the continual use of the appointed means-especially the Word of God, self-examination, self-denial, watchfulness, and prayer.

THE PERSEVERANCE OF THE SAINTS

We believe that such only are real believers as endure unto the end; that their persevering attachment to Christ is the grand mark which distinguishes them from superficial professors; that a special Providence watches over their welfare; and that they are kept by the power of God through faith unto salvation.

THE HARMONY OF THE LAW AND THE GOSPEL

We believe that the Law of God is the eternal and unchangeable rule of his moral government; that it is holy, just, and good; that the inability which the Scriptures ascribe to fallen men to fulfill its precepts arises entirely from their love of sin; to deliver them from which, and to restore them through a Mediator to unfeigned obedience to the holy Law, is one great end of the gospel, and of the means of grace connected with the establishment of the visible Church.

A GOSPEL CHURCH

We believe that a visible church of Christ is a congregation of baptized believers, associated by covenant in the faith and fellowship of the gospel; observing the ordinances of Christ; governed by his laws; and exercising the gifts, rights, and privileges invested in them by his word; that its only scriptural officers are Elders, or Pastors, and Deacons, whose qualifications, claims, and duties are defined in the epistles to Timothy and Titus.

BAPTISM

We believe that Christian Baptism is the immersion in water of a believer, into the name of the Father, and Son, and Holy Spirit to show forth, in a solemn and beautiful emblem, our faith in the crucified, buried, and risen Savior, with its effect in our death to sin and resurrection to a new life; and that it is prerequisite to the privileges of a church relation.

THE LORD'S SUPPER

We believe that the Lord’s Supper is a symbolic act of obedience whereby members of the church, through partaking of the bread and the fruit of the vine, memorialize the death of the Redeemer and anticipate His second coming; and that the Lord’s Supper is preceded always by solemn self-examination.

THE CHRISTIAN SABBATH

We believe that the first day of the week is the Lord's Day or Christian Sabbath, and is a Christian institution for regular observance; that it commemorates the resurrection of Christ from the dead and should include exercises of worship and spiritual devotion, both public and private; and that activities on the Lord’s Day should be commensurate with the Christian’s conscience under the Lordship of Jesus Christ.

CIVIL GOVERNMENT

We believe that civil government is of divine appointment, for the interests and good order of human society; and that magistrates are to be prayed for, conscientiously honored and obeyed; except only in things opposed to the will of our Lord Jesus Christ, who is the only Lord of the conscience, and the Prince of the kings of the earth.

THE RIGHTEOUS AND THE WICKED

We believe that there is a radical and essential difference between the righteous and the wicked; that such only as through faith are justified in the name of the Lord Jesus, and sanctified by the Spirit of our God, are truly righteous in his esteem; while all such as continue in impenitence and unbelief are in his sight wicked, and under the curse; and this distinction holds among men both in and after death.

THE WORLD TO COME

We believe that the end of the world is approaching; that at the last day Christ will descend from heaven, and raise the dead from the grave to final retribution; that a solemn separation will then take place; that the wicked will be adjudged to endless punishment, and the righteous to endless joy; and that this judgment will fix forever the final state of men in heaven or hell, on principles of righteousness.

Gospel City Church is a New Testament Gospel-centered church comprised of both a spiritual body and a legal body. As such, the Board of Elders is committed to caring for the spiritual needs of the church, and the Board of Directors is vested with managing the business affairs of the church.

Gospel City Church seeks to be led by the Holy Spirit in all of its decisions. The Lead Pastor, the Board of Elders, the Board of Directors, other pastoral and ministerial staff, and the covenant members all play important roles in ensuring the spiritual health and successful operation of the church, as well as determining its spiritual tone, strength, and direction.

Lead Pastor. As described in Article VI, the Lead Pastor is responsible for developing and communicating the church’s vision, proclaiming the Word of God, overseeing the day-to-day ministry of the church, and the general care of the congregation. He serves the roles of Lead Elder on the Board of Elders, Chairman of the Board on the Board of Directors, and President of the legal entity of Gospel City Church.

Board of Elders. As described in Article VIII, the Board of Elders is collectively responsible for the spiritual care and feeding of the congregation. They are ultimately responsible to teach correct doctrine, and to protect the church from heresy through counsel, spiritual guidance, biblical teaching, and prayer. As they are charged with the responsibility of caring for the spiritual needs of the flock, the Board of Elders is not tasked with managing the business affairs of the church.

Board of Directors. As described in Article IX, the Board of Directors is that group of persons vested with the management of the business affairs of the church. This includes proper oversight of the legal and financial obligations of the church, as well as long-term business planning. Because Gospel City Church has a limited voting covenant membership, as described in Article V, the Board of Directors was created to ensure that the voices of the covenant members are heard with respect to all issues, but particularly with respect to those issues which do not require congregational voting.

This church shall have a limited voting covenant membership. The Board of Elders, at its discretion, shall create a membership policy and procedure document that further details the requirements of membership.

A. Covenant Members – Definitions

1. The covenant members of Gospel City Church are those who have recognized that this church is where God has called them to worship and to serve, in order to express their commitment to Him in the context of Christian fellowship; have completed the membership process; and have been accepted into the covenant membership.

2. Active covenant members in good standing are those covenant members who, within any given year, have involved themselves in church activity by attending church services regularly, serving in the church faithfully, and contributing financially to the ministry of Gospel City Church.

B. Covenant Members – Membership Process

1. This church is a fellowship of believers participating in the labors of the Holy Spirit in this community. Individuals seeking to become covenant members of this church shall complete a membership application indicating that they wish to have membership status conferred upon them. Applicants shall include the following information with their membership application:

a) A statement attesting to the fact that the applicant meets all prerequisite requirements; and/or

b) A letter in good standing from their previous member church, if the applicant is seeking to transfer membership.

2. The prerequisites for membership eligibility require that covenant member applicants:

a) Give evidence of their faith in the Lord Jesus Christ;

b) Voluntarily subscribe to the Tenets of Faith of Gospel City Church;

c) Read and agree to be governed by the Bylaws of this church;

d) Have been water baptized by immersion;

e) Agree to attend a membership seminar;

f) Agree to be interviewed by a member of the Board of Elders to determine that they have made a satisfactory profession of faith; and

g) Agree to strive to conduct themselves in accordance with Biblical principles.

3. The Board of Elders shall present new covenant member applicants to the Board of Directors for affirmation, and the Board of Directors shall vote on whether or not the applicants shall be accepted into the covenant membership. All new covenant members shall be presented to the covenant membership for reaffirmation and celebration during the annual covenant member meeting, in accordance with Section F(1)(b)(3) of this Article.

4. Once covenant members have been voted into the covenant membership of Gospel City Church, and they choose to involve themselves productively in the life of the church, they are automatically considered to be covenant members. Only active covenant members in good standing shall be eligible to vote on issues approved by the Board of Elders and/or the Board of Directors, in accordance with Section A(2) of this Article.

C. Covenant Members – Voting Rights

1. As a limited voting covenant membership church, each covenant member shall be entitled to one vote on those issues outlined in Section E of this Article, which have been approved by the Board of Elders and/or the Board of Directors.

2. Voting in this covenant membership is limited to those individuals that have been fully accepted as covenant members, and are considered to be active covenant members in good standing as described in Section A(2) of this Article.

D. Covenant Members – Quorum

To be official and binding, decisions voted on by the covenant membership require a quorum of at least 25% of the covenant membership to be present at any covenant member meeting. Once this requirement has been met, a simple majority vote of the covenant members present shall constitute an official and binding decision.

For example, if the church has 100 covenant members, for a vote to result in an official, binding decision, at least 25 covenant members shall be present, and the majority of those present, (13 in the case of 25 covenant members in attendance), shall vote in favor of the proposal for it to be approved.

E. Covenant Members – Issues Requiring Approval

Active covenant members in good standing are permitted to vote on each of the following Board of Elders and/or Board of Directors approved issues:

1. Appointment of Lead Pastor. The Board of Elders shall present a prospective candidate for Lead Pastor to the covenant membership at a covenant member meeting. Provided that a quorum has been met in accordance with Section D of this Article, an affirmative vote of a simple majority of the covenant membership present at the covenant member meeting is required to appoint a candidate to the office of Lead Pastor.

2. Removal of Lead Pastor. If the Board of Elders and the Board of Directors collectively determine, after proper investigation and procedure as outlined in Article VI, Section I, that the Lead Pastor has committed any of the offenses which are grounds for dismissal or discipline, the Board of Elders and the Board of Directors shall recommend to the covenant membership, at a covenant member meeting, that the Lead Pastor be removed from office or disciplined. During this meeting, the Board of Elders and the Board of Directors shall share the results of their properly conducted investigation. Provided that a quorum has been met in accordance with Section D of this Article, an affirmative vote of a simple majority of the covenant membership present at the covenant member meeting is required to remove the Lead Pastor from his office, or otherwise discipline him.

Neither the Board of Elders nor the Board of Directors has the authority to seek or ask for the resignation of the Lead Pastor, under any circumstances. The Lead Pastor can only be removed from office or disciplined by a vote of the covenant membership. However, the Lead Pastor may voluntarily resign from his office at any time. (Note: This section applies exclusively to the office of Lead Pastor, and includes removing him from his roles as Lead Elder, Chairman of the Board, and President of Gospel City Church.)

3. Appointment to the Board of Elders. A prospective vocational or lay elder candidate for appointment to the Board of Elders shall be presented to the covenant membership at a covenant member meeting. Provided that a quorum has been met in accordance with Section D of this Article, an affirmative vote of a simple majority of the covenant membership present at the covenant member meeting shall be required to appoint the candidate to the Board of Elders.

4. Removal from the Board of Elders. If the Board of Elders finds it necessary to remove a vocational or lay elder from the Board of Elders per Article VIII, Section G, the elder shall be presented to the covenant membership at a covenant member meeting. Provided that a quorum has been met in accordance with Section D of this Article, an affirmative vote of a simple majority of the covenant membership present at the covenant member meeting shall be required to remove the elder from the Board of Elders.

5. Appointment to the Board of Directors. A prospective candidate for appointment to the Board of Directors shall be presented to the covenant membership at a covenant member meeting. Provided that a quorum has been met in accordance with Section D of this Article, an affirmative vote of a simple majority of the covenant membership present at the covenant member meeting shall be required to appoint the candidate to the Board of Directors. Covenant members only vote on the appointment of the director to the Board of Directors. The Lead Pastor, in consultation with the Board of Directors, determines which office each director may hold, as he deems appropriate, in accordance with Article IX, Section A.

6. Removal from the Board of Directors. If the Board of Directors finds it necessary to remove a director from the Board of Directors per Article IX, Section C(7), the director shall be presented to the covenant membership at a covenant member meeting. Provided that a quorum has been met in accordance with Section D of this Article, an affirmative vote of a simple majority of the covenant membership present at the covenant member meeting shall be required to remove the director from the Board of Directors.

7. Approval of the Annual Budget. The proposed annual budget shall be presented by the Board of Directors to the covenant membership at the annual covenant member meeting, at the end of the calendar year, in order to establish the approved annual budget for the following calendar year. Provided that a quorum has been met in accordance with Section D of this Article, an affirmative vote of a simple majority of the covenant membership present at the covenant member meeting shall be required to approve the annual budget. Subsequently, all other business and financial decisions shall then be made and carried out by the Board of Directors.

8. Purchase of Real Property. No real property may be purchased without covenant membership approval. Proposals to purchase any real property shall be presented by the Board of Directors to the covenant membership at a covenant member meeting. Provided that a quorum has been met in accordance with Section D of this Article, an affirmative vote of a simple majority of the covenant membership present at the covenant member meeting shall be required to approve the purchase of real property.

9. Amendment of these Bylaws. No amendment of these Bylaws shall be made without the approval of the covenant membership. Proposals to amend these Bylaws shall be presented to the covenant membership by the Board of Directors, in writing, at a covenant member meeting. Provided that a quorum has been met in accordance with Section D of this Article, an affirmative vote of a simple majority of the covenant members present at the covenant member meeting shall be required to amend these bylaws. The amendment shall be effective immediately unless otherwise stipulated in the amendment.

F. Covenant Members – Meetings

1. Annual Business Meeting

a) An annual business meeting of the covenant membership shall be held each year at a date and time designated by the Board of Directors to deliver financial reports, including a report of the prior year’s activities, and to approve the budget for the subsequent year.

b) This meeting is also an opportunity for:

1) the Board of Directors to update the covenant members on any important business matters that they have approved throughout the year;

2) the Board of Directors and the Board of Elders to present prospective candidates for appointment to their boards to the covenant membership for discernment, comments, and voting; and

3) the Board of Directors to present those covenant member applicants which they have voted to accept into the covenant membership throughout the year for reaffirmation and celebration.

c) Written notice of the annual business meeting shall be given at least fourteen (14) days in advance by mail or email, along with oral notice from the pulpit, in accordance with Section F(3) of this Article.

2. Specially Called Meeting

a) Specially called meetings of the covenant membership are held for a specific purpose and/or on an emergency basis to vote on matters that are emergent and time sensitive in nature that occur between annual meetings.

b) Written notice of any specially called covenant member meetings shall be given at least seven (7) days in advance by mail or email, along with notice from the pulpit, in accordance with Section F(3) of this Article.

3. Written Notice of Meetings and Waiver of Notice

Whenever, under the provisions of a statute or the Articles of Incorporation or these Bylaws, a written notice is required to be given to any covenant member:

a) Such notice for the annual business meeting shall require a minimum of fourteen (14) days notice.

b) Such notice for a specially called covenant member meeting shall require a minimum of seven (7) days notice.

c) Such notice shall be given from the pulpit and in writing – by email or by postal mail – at such email address or postal address as appears on the books of the church, and such notice shall be deemed to be given at the time the notice is orally given or mailed.

d) Upon request by the Board of Directors, the covenant member may waive the notice by signing a written waiver, before, at, or after the meeting, provided that a simple majority of the covenant membership agrees to the waiver of notice.

e) A covenant member’s attendance at any meeting of the covenant membership shall constitute a waiver of notice of such meeting, except where such covenant member attends a meeting for the express purpose of objecting, at the beginning of the meeting, to the transaction of any business because the meeting is not lawfully called or convened.

G. Covenant Members – Termination of Membership

1. Termination of covenant membership shall be accomplished by one of the following ways:

a) At the covenant member’s request;

b) By transfer of membership to another church;

c) By determination of the Board of Elders for good and sufficient cause, as outlined in Section G(2) of this Article;

d) By failure to continue to meet the requirements of membership, as outlined in Section B(2) of this Article; or

e) By death.

2. The Board of Elders reserves the right to terminate, without warning, the membership of any covenant member who is deemed to be harming the flock or to be in purposeful and willful contention with the church. Reasons for involuntary termination of membership include, but are not limited to:

a) Propagation of doctrines and practices contrary to the Tenets of Faith. (Romans 16:17-18; Galatians 1:8-9; Titus 3:9-11; 2 Thessalonians 3:6)

b) Living in sin or in a manner that is inconsistent with Biblical standards of holiness. (1 Corinthians 5:11; Galatians 5:19-21; Hebrews 12:14)

c) Engaging in activity that is in direct violation of these Bylaws.

3. Any person who may have been terminated as a covenant member shall be notified of this action in writing by the church secretary, and shall have the right to appeal to the Board of Elders for reconsideration.

4. The Board of Directors, as advised by the Board of Elders, shall be authorized to revise the membership roll of the church, as needed, upon removal of a covenant member.

5. The Board of Elders may reinstate to membership any person previously removed, upon that person’s request, and upon evidence of the removed person’s repentance and restoration. This should be done in the Spirit of forgiveness and love.

(2 Corinthians 2:6-8)

H. Covenant Members – Mutual Interest

The behavior of anyone in fellowship with Gospel City Church is of common interest to the Pastors, Elders, Deacons, and covenant members (Galatians 6:1). This church requires every Pastor, every member of the Board of Directors, every member of the Board of Elders, every Deacon, and every covenant member to adhere to a lifestyle that is consistent with the doctrines of this church as taught in the Holy Scriptures and described in the Tenets of Faith. Therefore, this church reserves the right to refuse service to any individual, whether covenant member or not, that is not submitting their lifestyle to this scriptural mode of conduct. This refusal would include services, benefits, and any use of church assets.

I. Covenant Members – Prohibited Activities

The covenant members of Gospel City Church are prohibited from engaging in activities that violate its Tenets of Faith and written doctrines. Furthermore, Gospel City Church is prohibited from condoning, promoting or allowing any of its assets to be used for activities that violate its Tenets of Faith and written doctrines.

J. Covenant Members – Privacy

Gospel City Church shall diligently watch to keep private all covenant member records of a sensitive nature and/or private information on individuals in fellowship with this church. This church shall not disclose any documents or files which may compromise information about a covenant member’s attendance, membership status, giving, or counseling records.

A. Lead Pastor – Qualifications

The Lead Pastor shall have all the qualifications of an Elder as outlined in Article VIII, Section A. As he is the church visionary and holds the ecclesiastical authority in the church, he shall also be of sound biblical doctrine, possess good judgment, reflect spiritual maturity, display a love for God’s people, have a heart for missions, and possess wisdom with respect to handling the business affairs of the church.

Specific qualifications exclusive to the office of Lead Pastor shall be outlined in a policy and procedure document as well as outlined in the job description for future Lead Pastor candidates.

B. Lead Pastor – Vision

To establish an efficient leadership infrastructure, the Lead Pastor shall be responsible for articulating, in clear, concise and simple language, the vision of the church. In doing so, he shall create a consistent and logical framework that empowers church staff and volunteers to participate and serve in a manner that reflects the Lead Pastor’s heart and vision for the church.

C. Lead Pastor – Role

1. The Lead Pastor shall be the leader of the church, as provided by the Holy Scriptures.

2. As our church is both a spiritual body as well as a legal entity, the Lead Pastor shall be the President of Gospel City Church. As President, when present, he shall preside over all covenant member meetings in an orderly manner.

3. The Lead Pastor shall be the Lead Elder on the Board of Elders. As Lead Elder, when present, he shall preside over all meetings of the Board of Elders in an orderly manner.

4. The Lead Pastor shall be the Chairman of the Board of Directors. As Chairman, when present, he shall preside over all meetings of the Board of Directors in an orderly manner.

5. The Lead Pastor shall be an ex-officio member of all standing committees created by the Board of Elders or the Board of Directors, and shall have the general powers and duties of supervision and management usually vested in the office of Lead Pastor. As an ex-officio member, the Lead Pastor has the right to attend any and all committee meetings, and can, at his discretion, designate the chairs of such committees at the time of their creation.

6. he Lead Pastor shall hold the ecclesiastical authority, as described in Article XIII, and be ultimately responsible for all the day-to-day operations and decisions of the church.

D. Lead Pastor – Leadership Philosophy

The Lead Pastor shall work in a respectful and collaborative manner with all church bodies. As appropriate, the Lead Pastor shall seek guidance, wisdom, input and suggestions from others, recognizing that their thoughts and opinions may contribute invaluably to discussions and decisions on important church matters. And while consensus may be the desired end goal in all decisions within the church, if after a reasonable period of time, discussion, and prayer a consensus cannot be reached, the Lead Pastor, in his leadership role as the ecclesiastical authority of the church, shall be the final decision maker.

E. Lead Pastor – Duties & Responsibilities

The duties and responsibilities of the Lead Pastor include, but are not limited to:

1. Proclaim the Word of God from the pulpit and in other settings.

2. Oversee pastoral staff.

3. Provide Biblical vision and leadership for the church.

4. Spend significant time in prayer and Bible study.

5. Define and communicate the church’s purpose and mission.

6. Establish the spiritual church structure, including, but not limited to, determining the time and order of services, and the leadership of services.

7. Provide general care and ministry for the congregation, either personally or through other church leaders (e.g. pastors, elders, deacons), or through other ministries of the church as he appoints.

8. Facilitate the contact with and visitation of hospitalized or grieving church members.

9. Officiate at weddings and funerals.

10. Moderate all business meetings of the church, when possible.

11. Lead in observance of the church ordinances (e.g. baptism and communion).

12. Oversee church discipline, in accordance with Article XII, with a goal towards restoration if possible, and manage conflict in the church. Seek to reconcile relationships and promote unity within the church.

13. Oversee and coordinate the day-to-day ministry of the congregation and administration of the church.

14. Staff the church, as he deems necessary, to appropriately administer the affairs of the church.

15. Manage church staff.

F. Lead Pastor – Manner of Appointment

Provided a quorum has been met in accordance with Article V, Section D, the Lead Pastor shall be appointed by a simple majority vote of the covenant membership present at covenant member meeting, in accordance with Article V, Section E(1).

G. Lead Pastor – Succession (Ordinary)

The Lead Pastor may nominate a prospective successor to assume his position when his tenure serving Gospel City Church has come to an end. The Lead Pastor nominee shall be appointed in accordance with the provisions outlined in Article V, Section E(1).

H. Lead Pastor – Succession (Extraordinary)

Should the Lead Pastor be legally removed from his position in accordance with Section I of this Article, resign unexpectedly, or vacate his position due to death or incapacity, and he has failed to nominate a successor, the pastor or church leaders listed below shall serve temporarily as Acting Lead Pastor, in the following order of succession:

1. Associate Pastor

2. Other Vocational Pastor

3. Lay Elder

The Board of Directors shall act to immediately confirm the appointment of the Acting Lead Pastor, and the Board of Elders shall immediately begin the search process to identify prospective candidates for Lead Pastor. The Board of Elders shall prepare a policy and procedure document which outlines the search process for the Lead Pastor.

I. Lead Pastor – Manner of Removal

Removal of the Lead Pastor is subject to the provisions of Article V, Section E(2).

The Board of Directors or the Board of Elders shall initiate the process for removing the Lead Pastor with a simple majority vote of the initiating Board, provided a meeting quorum has been met in accordance with Article VIII, Section I(3) or Article IX, Section E(3). In order for the removal process to proceed, the initiating Board shall receive the approval of the non-initiating Board by a simple majority of their vote, provided a meeting quorum has been met, in accordance with Art VIII, Section I(3), or Article IX, Section E(3). (Because of the nature of these meetings, in both cases, a quorum shall be met without the presence of the Lead Pastor.)

Once both the Board of Directors and the Board of Elders are in agreement that the Lead Pastor should be removed from his office or disciplined, both parties shall present the issue, with their recommendation, to the covenant membership for a vote at a specially called covenant member meeting. In accordance with Article V, Section E(2), in order for the Lead Pastor to be removed from his office, the covenant membership shall approve his removal by a simple majority vote, provided a quorum has been met in accordance with Article V, Section D.

To appropriately initiate an investigation into allegations of misconduct committed by the Lead Pastor, either the Board of Directors or the Board of Elders shall convene a meeting without the presence of the Lead Pastor. The Board of Directors or the Board of Elders shall make a determination as to whether the Lead Pastor has indeed engaged in behaviors or participated in activities which are grounds for dismissal or other disciplinary actions, including, but not limited to:

1. Adultery

2. Embezzlement

3. Compulsive Lying

4. Sexual Impurity

5. Conviction of a felony that is a violation of Scripture

6. Heretical teaching inconsistent with the Tenets of Faith

7. A spirit of divisiveness

8. Not acting in the best interest of the church

Upon a determination that the Lead Pastor is guilty of the alleged misconduct and should be dismissed or disciplined, the initiating Board shall then seek and receive approval of the non-initiating Board to proceed with a presentation of the facts and their jointly agreed upon recommendation at a specially called meeting of the covenant membership for a vote and final action and disposition of the matter, in accordance with Article V, Section E(2).

The Lead Pastor, in consultation with the Board of Elders, may recruit candidates for pastoral or ministerial staff positions to support the congregation’s growth and the proper care and feeding of the congregation’s spiritual needs. The pastoral positions may include, but are not limited to, the role of Associate Pastor and Worship Pastor. The duties and responsibilities of both the prospective pastoral and the ministerial staff candidates shall be based upon each candidate’s unique personality, gifting, and talents.

The Lead Pastor, in collaboration with the Board of Elders, shall be responsible for drafting specific job descriptions, which shall include qualifications unique to each position, for pastoral and ministerial staff positions.

Manner of Appointment. The Lead Pastor, in consultation with the Board of Elders, shall hire and appoint candidates to pastoral or ministerial staff positions. However, the appointment of a pastoral or ministerial staff candidate to the Board of Elders shall require an affirmative vote of the covenant membership at a covenant member meeting, in accordance with Article V, Section E(3).

Manner of Removal. The Lead Pastor shall annually evaluate pastors and ministerial staff members to assess their character, competence, and leadership effectiveness to determine if they should continue to serve in their positions at Gospel City Church. If the Lead Pastor determines, after consultation with the Board of Elders, that pastoral or ministerial staff members can no longer effectively serve in their positions, the individuals shall be asked to resign their positions, and successors shall be hired to replace them. However, if the pastoral or ministerial staff members in question are also a members of the Board of Elders, removal from their positions shall require an affirmative vote of the covenant membership at a covenant member meeting, in accordance with Article V, Section E(4).

The Board of Elders, comprised of both vocational and lay elders, is a body of men vested with the spiritual care and feeding of the congregation. The members of the Board of Elders shall submit to the leadership of the Lead Pastor, in his role as Lead Elder, and each individual elder’s authority and responsibility within Gospel City Church is limited to that which is delegated and granted to him by the Lead Pastor.

The Lead Pastor can grant both vocational and lay elders with the authority to preach and teach the Word of God, give communion, baptize members, administer funerals, and assist the Lead Pastor in church discipline. However, only elders who have been ordained, as recognized by the state of Florida, can officiate wedding ceremonies.

The primary responsibilities of the Board of Elders are meeting the spiritual needs of the congregation and engaging in those activities which are pastoral in nature. Because Gospel City Church has a Board of Directors responsible for the financial, legal, and business affairs of the church, the Board of Elders does not have financial control within the church.

Lead Elder. The Lead Pastor is the Lead Elder on the Board of Elders. He shall hold the ecclesiastical authority, and shall be responsible for all day-to-day decision-making, and the management of church staff.

Vocational Elders. The vocational elders are the ordained pastors of the church who have been called by God into ministry, and include those who are bi-vocational.

The vocational elders are intimately involved in the day-to-day operations of the church, and therefore are given the freedom to make certain decisions, under the supervision of the Lead Pastor, without discussion with or approval from the lay elders. The church, in return for their labor and devotion, supports the vocational elders financially. As the congregation grows, other ordained pastors or ministerial staff members may be recruited and hired.

If these ordained pastors or ministerial staff members are subsequently nominated for appointment to the Board of Elders, their appointment shall be confirmed by an affirmative vote of the covenant members, in accordance with Article V, Section E(3).

Lay Elders. The lay elders are leaders in the church who have been called by God and nominated for appointment by the Lead Pastor, in consultation with the Board of Elders. These elders serve the church by protecting it from false teaching and by caring for the spiritual needs of the congregation. The appointment of a lay elder shall be confirmed by an affirmative vote of the covenant members, in accordance with Article V, Section E(3).

Because the lay elders are not intimately involved in the day-to-day operations of the church, they defer to the decision-making authority of the vocational elders with respect to those affairs. However, both lay and vocational elders have a significant voice in all major decisions that fall outside of the day-to-day operations of the church.

A. Board of Elders – Qualifications

All Elders shall qualify by exemplifying the following in their lives:

1. Above reproach (1 Tim. 3:2; Titus 1:6-7)

2. The husband of one wife (1 Tim. 3:2; Titus 1:6-7)

3. Temperate, sober, vigilant (1 Tim. 3:2)

4. Sober-minded, prudent (1 Tim. 3:2; Titus 1:8)

5. Of good behavior; orderly, respectable (1 Tim. 3:2)

6. Hospitable (1 Tim. 3:2; Titus 1:8)

7. Able to teach (1 Tim. 3:2; Titus 1:9)

8. Not a drunkard (1 Tim. 3:3,8; Titus 1:7)

9. Not violent; not pugnacious (1 Tim. 3:3; Titus 1:7)

10. Patient, moderate, forbearing, gentle (1 Tim. 3:3; Titus 1:7)

11. Not a brawler; not contentious, not quick tempered (1 Tim. 3:3; Titus 1:7)

12. Not covetous; not a lover of money; not greedy for money (1 Tim. 3:3; Titus 1:7)

13. Rules his own house well; his children are faithful (1 Tim. 3:4; Titus 1:6)

14. Not a new convert (1 Tim. 3:6)

15. Well thought of; has a good reputation with outsiders (1 Tim. 3:7)

16. Not self-willed (Titus 1:7)

17. A lover of good (Titus 1:8)

18. Just, upright (Titus 1:8)

19. Holy, devout (Titus 1:8)

20. Self-controlled (Titus 1:8)

B. Board of Elders – Duties & Responsibilities

The Board of Elders shall devote its time to prayer, the ministry of the Word (by teaching and encouraging sound doctrine), and shepherding God's flock. The Board of Elders shall take particular responsibility to examine and instruct prospective covenant members; equip the congregation for the work of the ministry; encourage sound doctrine and practice; assist the Lead Pastor to admonish and correct error; coordinate and promote the ministries of the church; and mobilize the church for world missions. The Board of Elders is further to ensure that all who minister the Word to the congregation, including outside speakers, share our fundamental convictions.

C. Board of Elders – Manner of Appointment

The Lead Pastor, in consultation and prayer with the Board of Elders, shall nominate each candidate for appointment to the Board of Elders. After a period of prayer and discernment, the Lead Pastor shall present the candidate to the covenant membership for voting. Provided a quorum has been met in accordance with Article V, Section D, an affirmative vote of a simple majority of the covenant membership present at the covenant member meeting shall be required to appoint the candidate to the Board of Elders, in accordance with Article V, Section E(3).

D. Board of Elders – Number of Members

The Board of Elders shall have no minimum or maximum number of members. The number of elders serving at any one time shall be based upon the Lead Pastor’s assessment of the number of elders needed to properly care for the spiritual needs of the congregation.

E. Board of Elders – Related Covenant Members

1. Covenant members related by blood or marriage, or those involved in ongoing business relationships, shall not serve together on the Board of Elders.

2. However, a covenant member may serve on the Board of Elders if he is related by blood or marriage, or if he is involved in an ongoing business relationship with a covenant member who is simultaneously serving on the Board of Directors, provided that:

a) The elder is not a vocational elder;

b) The covenant member simultaneously serving on the Board of Elders and the covenant member simultaneously serving on the Board of Directors agree to recuse themselves from voting or participating in discussions on matters which affect each other, in accordance with Article VIII, Section I(6) and Article IX, Section E(6); and

c) A majority of the covenant members serving on the Board of Elders is not comprised of covenant members who are related by blood or marriage to, or involved in an ongoing business relationship with, covenant members serving simultaneously on the Board of Directors.

F. Board of Elders – Term of Office

The term of office of each lay elder shall be three (3) years. However, each lay elder’s ability to fulfill his term shall be contingent upon him successfully completing an annual review conducted by the Lead Pastor. A lay elder may serve two (2) consecutive terms before he is required to rotate off for a sabbatical period of at least one (1) year. The lay elder’s second term shall be subject to congregational affirmation. All lay elders are subject to removal at any time in accordance with Section G of this Article.

G. Board of Elders – Manner of Removal

If an elder has violated these Bylaws, has failed to uphold the Tenets of Faith in Article III, or has failed to continually possess the qualifications of an elder as outlined in Section A of this Article, the Board of Elders may present him for removal. Provided a quorum has been met in accordance with Article V, Section D, an affirmative vote of a simple majority of the covenant membership present at the covenant member meeting shall be required to remove the elder from the Board of Elders, in accordance with Article V, Section E(4).

H. Board of Elders – Resignation

An elder may resign from the Board of Elders at any time by submitting a written notice of resignation. Such resignation shall take effect on the date the letter of resignation is received, unless otherwise stipulated and agreed upon, and acceptance of such resignation shall not be necessary for it to be effective.

I. Board of Elders – Meetings

1. Attendance

In fulfillment of their obligation as members of the Board of Elders, each elder is expected to attend all meetings of the Board of Elders. If an elder is unable to attend a meeting, advance notice that he will be in absentia shall be given to the Lead Pastor at least 24 hours prior to the meeting date. In the event that an emergency situation arises which prevents the elder from attending a meeting, advance notice shall be given as early as possible.

2. Decisions

Consensus is desired and shall be pursued in all decisions. If consensus cannot be reached after a reasonable period of discussion, prayer, and discernment, the Lead Pastor, in his role as Lead Elder, shall be the final decision maker.

3. Quorum

A quorum of the Board of Elders is required to be present at each meeting in order for any action to be taken on any agenda items. To satisfy the quorum requirement, a simple majority of the elders shall be present at each meeting, and one of those elders shall be the Lead Pastor.

4. Committees

The Board of Elders shall be authorized to create any additional committees it deems necessary for the proper spiritual care and feeding of the sheep. As the Lead Elder, the Lead Pastor shall appoint the chair of any committee.

5. Frequency of Meetings

A meeting of the Board of Elders shall be held monthly. The Lead Pastor, in his role as Lead Elder, shall set dates and times for the meetings of the Board of Elders. The Lead Pastor may call a meeting at any time, provided that a simple majority of the elders attend the meeting, in accordance with Sec I(3) of this Article.

6. Conflict of Interest

The Board of Elders shall adopt a conflict of interest policy to prevent voting or participation in discussions by disqualified individuals, as defined under IRC Section 4958(f)(1). Each elder who is disqualified from voting on a particular matter shall recuse himself from the vote.

7. Leadership of Meetings

If at all possible, the Lead Pastor, as Lead Elder of the Board of Elders, is to set the agenda, attend, and lead each meeting of the Board of Elders. If that is not possible, the Associate Pastor shall lead the meeting, provided he is also an elder. If neither the Lead Pastor nor the Associate Pastor is able to lead the meeting, the elders shall choose a leader for that meeting, with the appointed leader keeping minutes for the record.

Any motions passed and recorded in a meeting without the Lead Elder or the Associate Pastor may not take effect until the following meeting with either the Lead Pastor or Associate Pastor present when the minutes of the previous meeting are approved.

8. Location of Meetings

Any meeting of the Board of Elders may be held at such place or places as shall from time to time be determined by the elders or fixed by the Lead Pastor, as Lead Elder, and designated in the notice of the meeting.

9. Regular Meetings

The Board of Elders may establish regular meetings. No notice shall be required for any regular meeting.

10. Written Notice of Meetings and Waiver of Notice

Whenever, under the provisions of a statute or the Articles of Incorporation or these Bylaws, a written notice is required to be given to any elder:

a) Such notice shall require a minimum of four (4) days notice.

b) Such notice shall be given in writing -- by email, or by postal mail -- at such email address or postal address as appears on the books of the church, and such notice shall be deemed to be given at the time the notice is mailed.

c) The person entitled to such notice may waive the notice by signing a written waiver, before, at, or after the meeting.

d) An elder’s attendance at any meeting of the Board of Elders shall constitute a waiver of notice of such meeting, except where such elder attends a meeting for the express purpose of objecting, at the beginning of the meeting, to the transaction of any business because the meeting is not lawfully called or convened.

11. Elder Action by Unanimous Written Consent Without Meeting

Any action required or permitted to be taken to the Board of Elders under any provision of law may be taken without a meeting, if all of the elders individually or collectively consent in writing to such action. Such written consent or consents shall be filed and kept for the record. Such action by written consent shall have the same force and effect as the unanimous vote of the Board of Elders. Any certificate or other document filed under any provision of law which relates to action so taken shall state the action was taken by unanimous written consent of the Board of Elders without a meeting, and that the Bylaws of this church authorize the Board of Elders to so act, and such statement shall be prima facie evidence of such authority.

12. Meetings by Remote Communications Technology

Subject to the notice provision aforementioned in this Article, the Board of Elders may also hold meetings by means of a remote electronic communications system, including video or telephone conferencing technology or the Internet, or any combination, only if each person entitled to participate in the meeting consents to the meeting being held by means of that system, and the system provides access to the meeting in a manner or using a method by which each person participating in the meeting can communicate concurrently with each other participant. Participation in such a meeting shall constitute presence in person at such meeting, except participation for the express purpose of objecting to the transaction of business on the ground that the meeting is not lawfully called or convened.

The Board of Directors, comprised of a majority of spiritually-minded men and women with leadership and business expertise, is vested with managing the business affairs of the church. In addition to the titled officers listed below, the Board of Directors may add additional directors as it deems necessary.

Because Gospel City Church has a limited voting covenant membership, as described in Article V, the church has created a Board of Directors to ensure that the voices of the covenant members are heard. To that end, it is of the utmost importance that the Board of Directors establishes a trustworthy and collaborative relationship with the covenant members. Furthermore, each director on the Board of Directors shall be both individually and collectively responsible for having a good sense of the covenant membership’s perspective on relevant issues, particularly with respect to those issues which do not require congregational voting.

While the titled officers listed below have respective duties assigned to each of them, the Board of Directors shall be collectively responsible for seeing that all duties are properly executed in a timely manner. Therefore, notwithstanding the duties assigned to either the titled officers named below or any other directors, the Board of Directors shall have the right to reassign any duty to any director, to ensure the Board is operating at the highest level possible.

A. Board of Directors – Chairman

In accordance with Article VI, Section C(4), the Lead Pastor shall serve the role of Chairman of the Board of Directors, and shall preside over all meetings of the Board of Directors. He shall also be an ex-officio member of each committee created by the Board of Directors. As an ex-officio member, the Lead Pastor shall have the right to attend any and all committee meetings, and can, at his discretion, designate the chairs of such committees at the time of their creation.

As Chairman of the Board of Directors, the Lead Pastor shall be responsible for appointing the Vice Chair, Secretary, Treasurer, and any other named officers of the Board of Directors. These officers shall be selected from the group of directors previously approved by the covenant membership at a covenant member meeting, in accordance with Article V, Section E(5). The Lead Pastor shall review his officer nominees with the Board of Directors, and shall welcome their guidance, wisdom, input and suggestions, seeking to reach a consensus in confirming appointments for his officer nominations. From time to time, the Lead Pastor, in similar fashion, may ask an officer of the Board of Directors to step down from their position for various reasons, while still remaining a respected member of the Board of Directors.

(See Article VI for Lead Pastor Qualifications, Roles, Duties and Responsibilities, Manner of Appointment, and Manner of Removal.)

B. Board of Directors – Other Named Officers

1. Vice Chair

a) Qualifications

The Board of Directors shall prepare a policy and procedure document outlining the specific qualifications for all directors, including, but not limited to, the requirement that all directors be of sound biblical doctrine and have good business judgment. In addition to these qualifications, the Vice Chair shall have wisdom in managing the business and legal affairs of the church.

b) Duties & Responsibilities

The Vice Chair shall serve as Chief Advisor to the Lead Pastor. The Vice Chair shall be responsible for developing board meeting agendas and timing, and presiding over board meetings, in the Lead Pastor’s absence. The Vice Chair shall carry out the duties and responsibilities delegated to this office by the Lead Pastor.

c) Term of Office

The Vice Chair position shall be assigned or affirmed annually by the Lead Pastor, with no limitation on the number of years a director may serve in this position. However, the director holding this position shall be elected to a term of five (5) years, subject to an annual review by the Lead Pastor. The director shall not be able to stand for reelection for a consecutive term, and shall take a sabbatical period of at least one (1) year before being eligible for reelection to the Board of Directors.

2. Secretary

a) Qualifications

The Board of Directors shall prepare a policy and procedure document outlining the specific qualifications for all directors, including, but not limited to, the requirement that all directors be of sound biblical doctrine and have good business judgment. In addition to those qualifications, the Secretary shall have administrative skills and shall be able to multi-task.

b) Duties & Responsibilities

The Secretary shall keep a true and accurate record of all meetings of the Board of Directors. The Secretary shall perform clerical duties and shall be the custodian of all legal documents.

c) Term of Office

The Secretary position shall be assigned or affirmed annually by the Lead Pastor, with no limitation on the number of years a director may serve in this position. However, the director holding this position shall be elected to a term of five (5) years, subject to an annual review by the Lead Pastor. The director shall not be able to stand for reelection for a consecutive term, and shall take a sabbatical period of at least one (1) year before being eligible for reelection to the Board of Directors.

3. Treasurer

a) Qualifications

The Board of Directors shall prepare a policy and procedure document outlining the specific qualifications for all directors, including, but not limited to, the requirement that all directors be of sound biblical doctrine and have good business judgment. In addition to those qualifications, the Treasurer shall be capable of performing the accounting duties required to maintain all of the financial records of the church.

b) Duties & Responsibilities

The Treasurer shall keep, in a business-like manner, an itemized account of all receipts and disbursements of moneys committed to the Treasurer’s trust, and shall create reports to be presented during the official meetings of the Board of Directors and the annual covenant membership meetings. The Treasurer shall make deposits into and withdrawals from Gospel City Church’s bank accounts in the manner prescribed in Article XIV, Sections D and E.

c) Term of Office

The Treasurer position shall be assigned or affirmed annually by the Lead Pastor, with no limitation on the number of years a director may serve in this position. However, the director holding this position shall be elected to a term of five (5) years, subject to an annual review by the Lead Pastor. The director shall not be able to stand for reelection for a consecutive term, and shall take a sabbatical period of at least one (1) year before being eligible for reelection to the Board of Directors.

C. Board of Directors – All Directors

1. Qualifications

The Board of Directors shall prepare a policy and procedure document outlining the specific qualifications for all directors, including, but not limited to, the requirement that all directors be of sound biblical doctrine and have good business judgment.

2. Duties & Responsibilities

Directors shall carry out the duties and responsibilities delegated to them by the Lead Pastor and/or those assigned to them by mutual agreement of the other directors.

3. Manner of Appointment

The Lead Pastor, in consultation with the Board of Directors, shall nominate each candidate for appointment to the Board of Directors. After a period of prayer and discernment, the Lead Pastor shall present the candidate to the covenant membership for final voting. Provided a quorum has been met in accordance with Article V, Section D, an affirmative vote of a simple majority of the covenant membership present at the covenant member meeting shall be required to appoint the candidate to the Board of Directors, in accordance with Article V, Section E(5).

4. Number of Members

The Board of Directors shall have a minimum of four (4) members, in addition to the Lead Pastor, with no maximum number of members. The number of directors serving at any one time shall be based upon the Lead Pastor’s assessment of the number of directors needed to properly manage the business affairs of the church.

5. Related Covenant Members

a) Covenant members related by blood or marriage, or those involved in ongoing business relationships, shall not serve together on the Board of Directors.

b) However, a covenant member may serve on the Board of Directors if he or she is related by blood or marriage, or if he or she is involved in an ongoing business relationship with a covenant member who is simultaneously serving on the Board of Elders, provided that:

i. The elder is not a vocational elder;

ii. The covenant member simultaneously serving on the Board of Directors and the covenant member simultaneously serving on the Board of Elders agree to recuse themselves from voting or participating in discussions on matters which affect each other, in accordance with Article VIII, Section I(6) and Article IX, Section E(6); and

iii. A majority of the covenant members serving on the Board of Directors is not comprised of covenant members who are related by blood or marriage to, or involved in an ongoing business relationship with, the covenant members serving simultaneously on the Board of Elders.

6. Term of Office

The term of office of each director shall be five (5) years. However, each director’s ability to fulfill that term of office shall be contingent upon the successful completion of an annual review conducted by the Lead Pastor. The director shall not be able to stand for reelection for a consecutive term, and the director shall take a sabbatical period of at least one (1) year before being eligible for reelection to the Board of Directors.

7. Manner of Removal

The Board of Directors may present a director for removal from the Board of Directors, for cause, subject to the approval of the Lead Pastor. Provided a quorum has been met in accordance with Article V, Section D, an affirmative vote of a simple majority of the covenant membership present at a covenant member meeting shall be required to remove the director from office, in accordance with Article V, Section E(6).

8. Removal for Cause

The following reasons are considered just cause for removal from the Board of Directors:

a) In absentia at three (3) consecutive meetings of the Board of Directors;

b) Violation of the Mutual Interest clause of Article V, Section H;

c) Not acting in the best interests of the church; or

d) Willful nondisclosure of a conflict of interest as interpreted by a majority of the Board of Directors.

9. Resignation

A director may resign from the Board of Directors at any time by submitting a written notice of resignation. Such resignation shall take effect on the date the letter of resignation is received, unless otherwise stipulated and agreed upon, and acceptance of such resignation shall not be necessary for it to be effective.

10. Vacancies

In the event that any position on the Board of Directors becomes vacant, the Lead Pastor shall be given a reasonable amount of time to nominate an individual he deems qualified to serve in accordance with these Bylaws. Provided a quorum has been met in accordance with Article V, Section D, an affirmative vote of a simple majority of the covenant membership present at a covenant member meeting shall be required to appoint the Board of Directors’ nominee to the Board, in accordance with Article V, Section E(5).

D. Board of Directors – Voting Powers and Functions

1. The Board of Directors shall function as a cohesive unit, with the understanding that each director may contribute valuable information to the meeting conversation, and therefore each director’s comments or opinions with respect to the matter being discussed is worthy of being heard.

2. Each member of the Board of Directors shall have equal voting power.

3. The majority of the Board of Directors shall serve without remuneration.

4. The Secretary of the Board shall keep meeting minutes that accurately reflect the issues discussed and decisions reached at each meeting of the Board of Directors. The Secretary shall submit the meeting minutes at the next meeting of the Board of Directors for discussion amongst the Board, and final approval by the Lead Pastor. Upon approval by a simple majority of directors, including the Lead Pastor, the meeting minutes shall be adopted.

E. Board of Directors – Meetings

1. Attendance

In fulfillment of their obligation as members of the Board of Directors, each director is expected to attend all meetings of the Board of Directors. If directors are unable to attend a meeting, advance notice that they will be in absentia shall be given to the Lead Pastor or Vice Chair of the Board at least 24 hours prior to the meeting date. In the event that an emergency situation arises which prevents a director from attending a meeting, advance notice shall be given as early as possible. The Board of Directors may have invited guests present at any meeting, provided that the Lead Pastor has approved the guest’s attendance prior to the meeting.

2. Board Decisions

Consensus is desired and shall be pursued in all decisions. If consensus cannot be reached after a reasonable period of discussion, the Lead Pastor, in his role as Chairman of the Board of Directors, shall be the final decision maker.

3. Quorum

A quorum of the Board of Directors is required to be present at each meeting in order for any action to be taken on any agenda items. To satisfy the quorum requirement for the transaction of business, a simple majority of the directors shall be present at each meeting, and the quorum count shall include the Lead Pastor.

4. Committees

The Board of Directors shall be authorized to create any additional committees it deems necessary for the proper management of the business affairs of the church. As Chairman of the Board, the Lead Pastor shall appoint the chair of any committee.

5. Frequency of Meetings

A meeting of the Board of Directors shall be held at least four (4) times per year. The Lead Pastor, in his role as Chairman of the Board, shall set dates and times for the meetings of the Board of Directors. The Lead Pastor may call a meeting at any time, provided that a simple majority of the directors attend the meeting.

6. Conflict of Interest

The Board of Directors shall adopt a Conflict of Interest Policy to prevent voting or participating in discussions by disqualified individuals, as defined under IRC Section 4958(f)(1). All directors who are disqualified from voting on a particular matter shall recuse themselves from the vote.

7. Leadership of Meetings

If at all possible, the Lead Pastor, as Chairman of the Board of Directors, shall set the agenda, attend, and lead each meeting of the Board of Directors. If that is not possible, the Vice Chair shall lead the meeting. If neither the Lead Pastor nor the Vice Chair is able to lead the meeting, the directors shall choose a leader for that meeting, with the Secretary keeping minutes for the record.

Any motions passed and recorded in a meeting without the Lead Pastor or Vice Chair shall not take effect until the following meeting with either the Lead Pastor or Vice Chair present when the minutes of the previous meeting are approved.

8. Location of Meetings

Any meeting of the Board of Directors may be held at such place or places as shall from time to time be determined by the directors or fixed by the Lead Pastor, as Chairman of the Board, and designated in the notice of the meeting.

9. Regular Meetings

The Board of Directors may establish regular meetings. No notice shall be required for any regular meeting.

10. Written Notice of Meetings and Waiver of Notice

Whenever, under the provisions of a statute or the Articles of Incorporation or these Bylaws, a written notice is required to be given to any director:

a) Such notice shall require a minimum of four (4) days notice.

b) Such notice may be given in writing -- by email, or by postal mail -- at such email address or postal address as appears on the books of the church, and such notice shall be deemed to be given at the time the notice is mailed.

c) The person entitled to such notice may waive the notice by signing a written waiver, either before, at, or after the meeting.

d) A director’s attendance at any meeting of the Board of Directors shall constitute a waiver of notice of such meeting, except where such director attends a meeting for the express purpose of objecting, at the beginning of the meeting, to the transaction of any business because the meeting is not lawfully called or convened.

11. Director Action by Unanimous Written Consent Without Meeting

Any action required or permitted to be taken to the Board of Directors under any provision of law may be taken without a meeting, if all of the directors individually or collectively consent in writing to such action. Such written consent or consents shall be filed with the minutes of the proceedings of the Board of Directors. Such action by written consent shall have the same force and effect as the unanimous vote of the Board of Directors. Any certificate or other document filed under any provision of law which relates to action so taken shall state the action was taken by unanimous written consent of the Board of Directors without a meeting, and that the Bylaws of this church authorize the Board of Directors to so act, and such statement shall be prima facie evidence of such authority.

12. Meetings by Remote Communications Technology

Subject to the notice provision aforementioned in this Article, the Board of Directors may also hold meetings by means of a remote electronic communications system, including video or telephone conferencing technology or the Internet, or any combination, only if each person entitled to participate in the meeting consents to the meeting being held by means of that system, and the system provides access to the meeting in a manner or using a method by which each person participating in the meeting can communicate concurrently with each other participant. Participation in such a meeting shall constitute presence in person at such meeting, except participation for the express purpose of objecting to the transaction of business on the ground that the meeting is not lawfully called or convened.

A. Deacons – Qualifications

The role of Deacon is described in 1 Timothy 3:8-13 and Acts 6:1-7. The church shall recognize, in accordance with these Bylaws, men who are giving of themselves in service to the church, and who possess particular gifts of service. These covenant members shall be received as gifts of Christ to His Church and set apart as Deacons.

B. Deacons – Duties & Responsibilities

Deacons shall care for the temporal needs of the congregation, attend to the accommodations for public worship, and encourage and support those able to help others and those with gifts of administration. Deacons shall also assist the elders in caring for the spiritual needs of the congregation.

C. Deacons – Manner of Appointment

The Lead Pastor, in consultation and prayer with the Board of Elders, shall nominate and appoint each deacon.

D. Deacons – Term of Office

The term of office of each deacon shall be one (1) year. A deacon may serve an unlimited number of consecutive terms, subject to an annual review by the Lead Pastor. All deacons are subject to removal at any time in accordance with Section E of this Article.

E. Deacons – Removal

If a Deacon has violated these Bylaws, has failed to uphold the Tenets of Faith in Article III, or has failed to continually possess the qualifications of a Deacon as outlined in Section A of this Article, the Lead Pastor, in consultation and prayer with the Board of Elders, may remove him.

All salaries shall be determined in the following manner:

A. In his vested role as Chairman of the Board of Directors, the Lead Pastor shall consider the skills and qualifications of each candidate for hire, and create a compensation package that shall be presented to the Board of Directors for comments, advice, guidance, and discernment at a regularly scheduled meeting of the Board of Directors.

B. The Board of Directors shall consider the recommendation of the Lead Pastor and shall seek consensus in approving each compensation package. If a consensus cannot be obtained after a reasonable period of time, the Lead Pastor, as Chairman, shall make the final decision. However, a quorum of the directors present at each meeting is required in order for any action to be taken on any business of the Board of Directors, in accordance with Article IX, Section E(3).

C. The Lead Pastor, as Chairman of the Board, shall not be able to set his own salary, and shall recuse himself from any portion of any meeting of the Board of Directors which discusses or approves the terms of his compensation package.

D. All members of the Board of Directors shall recuse themselves from any portion of any meeting of the Board of Directors which discusses or approves the terms of any compensation package if they have a conflict of interest.

E. All salaries shall be reviewed each year during the year-end meeting of the Board of Directors.

Conduct or propagation of doctrines or practices that the Board of Elders determines are inconsistent with Biblical standards found in Scripture, contrary to the Tenets of Faith, or in direct violation of these Bylaws, shall be sufficient grounds upon which any person may be disciplined. The steps for disciplining covenant members shall always be consistent with the instructions given in Matthew 18 and Galatians 6:1.

The purpose of discipline is restorative and remedial, and not punitive. However, if the discipline is not received with godly sorrow that leads to repentance, it is scriptural and necessary to remove the offender from fellowship in the Body of Christ, which includes, by good faith, all local fellowships who call upon the name of the Lord. Reinstatement shall be by scriptural means through genuine repentance of the offense and reconciliation, which shall be attested to by the Board of Elders.

This church is theocratic in government. In any growing congregation, there will be people at varying levels of spiritual growth and maturity. For that reason, it is not proper to submit certain affairs of the church to a democratic vote, for the purpose of the church is not to do the will of the majority, but the will of God.

For example, any disputes that arise over the interpretation of these Bylaws, doctrine, or matters of faith, shall be referred to the highest ecclesiastical authority of this church. Accordingly, such disputes would be referred to the Lead Pastor, with the advice and counsel of the Board of Elders and/or the Board of Directors.

A. Annual Year

The church shall operate under a calendar year (January 1 – December 31) structure for budgeting and tax purposes.

B. Audit

The Treasurer and/or other person(s) appointed by the Board of Directors shall oversee an annual internal audit of the financial records of the church by a reputable external accounting firm. This audit of all financial records shall be made after the close of the calendar year, but prior to the last day in the month of February.

C. Contracts

The Board of Directors may authorize any officer(s) or agent(s) of Gospel City Church, in addition to the officers so authorized by these Bylaws, to enter into any contract or execute and deliver any instrument in the name of and on behalf of the church. Such authority may be general or may be confined to specific instances.

D. Checks, Payments and Withdrawals

The Board of Directors of Gospel City Church shall adopt a “Covenant Expenditures Policy” detailing the procedures for properly authorizing and processing all payments and withdrawals.

E. Deposits

All funds of the church shall be deposited to the credit of Gospel City Church in such banks, trust companies, or other depositories as the Board of Directors may select in accordance with these Bylaws.

F. Gifts

Any member of the Board of Directors may accept, on behalf of the church, any contribution, gift, bequest or device for any purpose of the church.

G. Church Books and Records

The church shall keep correct and complete books and records and shall also keep minutes of the proceedings of its covenant members, Board of Directors, and committees having and exercising any of the authority of the Board of Directors. The church shall also keep a record detailing the names and addresses of all covenant members entitled to vote at the principal office.

H. Review of Church Books and Records

1. Request Made By Covenant Member

To ensure the trust of the covenant membership and to also ensure that a public interest is being served, church records and basic financial information may be available for covenant member inspection and review. At no time may information be supplied that would violate Section H(4) of this Article or Article V, Section J. Any questions by any covenant member shall be addressed to the Treasurer of the Board of Directors either in writing or during a scheduled appointment.

2. Required Provisions of the Request

The request shall state the name of the covenant member, the reason for the request, and that the information shall in no way be made public or shared with any other covenant member in a way that will jeopardize the church.

3. Required Fee

This church may require a reasonable per page fee for any copies that are required in order to accommodate approved records requests.

4. Confidentiality

In order to keep the records of the church confidential, records shall not be released to any outside agency, person or entity unless due process has been served and a certified subpoena has been personally delivered. This includes requests from the IRS, except those under the provisions of Section 7611, which shall be limited only to information deemed to be relevant to the inquiry being made. At all times the IRS shall be expected to comply with all of the provisions of Section 7611.

5. Denying a Request

The Board of Directors reserves the right to deny such a request for any of the following reasons:

a) The request is considered by the Board of Directors and determined to be frivolous.

b) The covenant member making the request is not a covenant member in good standing, in accordance with Article V, Section A(2).

c) The covenant member making the request has a history of being divisive.

d) The covenant member making the request has not provided the required information as outlined in Section H(2) of this Article.

This church shall have the right to purchase or acquire by gifts, bequests, or otherwise, either directly or as a trustee, to own, hold in trust, use, sell, convey, mortgage, lease, or otherwise dispose of any real estate or chattel that may be necessary for the furtherance of its purpose.

All property, real or chattel, shall be taken, held, used, sold, transferred, conveyed, mortgaged, leased, or otherwise disposed of in the name of Gospel City Church.

No real or chattel property of Gospel City Church shall be sold, transferred, conveyed, mortgaged, leased or otherwise disposed of without authorization of the Lead Pastor in his vested role as Chairman of the Board of Directors and President of Gospel City Church.

The Lead Pastor and the Secretary or Treasurer of the Board of Directors shall certify in such sales, transfers, conveyances, mortgages, or leases.

In the event that Gospel City Church ceases to exist, all assets of this church shall, at the discretion of the Board of Directors, be distributed for one or more exempt purposes within the meaning of section 501(c)(3) of the Internal Revenue Code, or corresponding section of any future federal tax code, or shall be distributed to the federal government, or to a state or local government, for a public purpose. Any such assets not disposed of shall be disposed of by a court of competent jurisdiction in the county in which the principal office of the church is then located, exclusively for such purposes or to such church or churches, as said court shall determine, which are organized and operated exclusively for such purposes.

A. Limitations of Liability

No person shall have the right to purchase or acquire by gifts, bequests, or otherwise, either directly or as a trustee, to own, hold in trust, use, sell, convey, mortgage, lease, or otherwise dispose of any real estate or chattels that may be necessary for the furtherance of its purpose. The Lead Pastor, in his vested role as Chairman of the Board of Directors and President of Gospel City Church, and the Secretary or Treasurer of the Board of Directors shall certify in such conveyance, deed, lease or mortgage, or hypothecation that the same has been duly authorized by the Board of Directors. Such certificate shall be held to be conclusive evidence thereof.

B. Indemnity

This church shall, to the extent legally permissible, indemnify each person who may serve or who has served at any time as an officer, director, member of a committee, agent or employee of the church and each person who at any time acted in such capacity, and his heirs, devises, personal representatives, and assigns, against all expenses, cost, liability, loss, damage including, without limitation, attorney’s fees, judgments, fines, excise taxes, penalties and settlement payments, reasonably incurred by or imposed upon such person in connection with any threatened, pending or completed action, suit or proceeding in which he or she may become involved by reason of his or her service in such capacity; provided that no indemnification shall be provided for any such person with respect to any matter as to which he or she shall have been finally adjudicated in any proceeding not to have acted in good faith in the reasonable belief that such action was in the best interests of the church, to have acted in negligence or misconduct in the performance of his or her duty; provided, that the church shall be given reasonable notice of the assertion or institution of such claim or proceeding, and, in the event the same shall be settled, in whole or in part, otherwise than by judgment, the church or its counsel shall consent to such settlement and it shall be determined by its counsel or found by a simple majority of the Board of Directors then in office and not involved in such controversy, that such settlement was to the best interest of the church, and the person to be indemnified was not guilty of negligence or misconduct in respect to the matter in which indemnity is sought.

C. Right Cumulative

The provisions of this Article shall not be deemed exclusive or in limitation of, but shall be deemed cumulative of and in addition to, any other limitation of liability or right of indemnity to which such director, officer, member of a committee, agent, or employee of the church may be otherwise entitled.

D. Insurance

The Board of Directors may direct, purchase and maintain such insurance on behalf of any person who is, or at any time has been, an officer of the church, member of the Board of Directors, member of the Board of Elders or ministry staff, or other agent of, or in a similar capacity with the church, or who is, or at any time has been, at the direction or request of the church, a member of the Board of Directors, a member of the Board of Elders, officer, administrator, manager, employee, member, advisor, or other agent of or fiduciary for any other corporation, partnership, trust, venture or other entity or enterprise including any employee benefit plan against any liability asserted against or incurred by such person.

Any matter of substance that has not been addressed in these Bylaws shall be discussed and decided upon at an official meeting of the Board of Directors or the Board of Elders.

These Bylaws may be altered, amended, or repealed, and new Bylaws may be adopted by the Lead Pastor and the Board of Directors, provided that the Board of Directors presents any proposed changes to the covenant membership at any covenant member meeting for approval, and, in accordance with Article V, Section E(9), the covenant membership votes to approve the proposed changes by a simple majority vote of the covenant membership present, provided a quorum has been met in accordance with Article V, Section D. Proposed changes shall be given in writing to each covenant member at least one week in advance of said meeting.