What is the purpose for the Constitution and Bylaws of the United Church of God, an International Association? We have the Bible. Isn't that good enough? While it is true the Bible is superior in application to any document UCGIA can formulate, there are certain other rules and guidelines within a corporation that must be laid out to promote unity and order. These are rules that are not specifically covered within the pages of the Bible. However, for us as a Church of God, any document must be based on the overall guiding principles of the Bible. This article is intended to give a brief overview of the reasons for, and the scope of, the two main governing documents of the United Church of God, an International Association.

Legally, UCGIA is a nonprofit religious corporation. To operate within the United States, a corporation or company must be established within a state of the United States or Washington D.C. Additionally, California (the state in which the UCGIA is incorporated) has a set of bylaws to which incorporated entities must adhere, unless that corporation establishes its own bylaws. There are certain other mandates established by the California Legislature, which must be incorporated into those bylaws. These bylaws are the rules by which an organization will (and must) operate within the United States. This basic rule of law applies to any state within the United States. Similar rules of governance are required by each United Church of God entity established within any other country around the world. However each country, just as with California, will have certain requirements that must be embodied in that particular set of governing documents, whether referred to as bylaws, a charter, etc.

When the fledgling organization of the United Church of God, an International Association, began constructing its governing document, the Transitional Board decided to form that document in two parts. One document, the Constitution, would be the overall rules by which the Church around the world operates, and thus would be the superior document. The other document, the Bylaws, would be the governing rules for UCGIA specifically within the United States.

The Constitution

The Constitution of UCGIA is the superior document. It contains the Mission Statement and the Fundamental Beliefs-the biblical foundation for which UCGIA exists as an entity. These are overarching principles that link all members of UCGIA together. These principles are on a higher level than the physical man-made laws by which we must operate within the various countries and states in which we reside.

Another item laid out in the Constitution is that "the Church of God" is first and foremost the Body of Christ, the greater body. Reference then is made specifically to "the Church" entity we know of as UCGIA. Under the umbrella of "the Church" are the various entities within the overall organization-national councils, local congregations, the General Conference of Elders, the Council of Elders and the home office and management team. Each is a support function to all the others.

However, it must be noted that, of these administrative functions, only the General Conference of Elders has a further article set aside within the Constitution to discuss its duties, responsibilities, rights and qualifications. One key responsibility of the General Conference of Elders is to appoint a Council of Elders, or board of directors, for the corporation in the United States (further rights to this responsibility are laid out in the Bylaws.) However, this responsibility does not extend outside the United States. For example, this provision does not give the General Conference of Elders the right, or the responsibility, to appoint members to the various national councils (boards of directors) around the world. That appointment provision can only be established by each national council's locally approved bylaws, and only in accordance with the laws of the land.

The Bylaws

The Bylaws are the operating rules for the United Church of God within the United States (the California Corporation, formally known as United Church of God, an International Association). As mentioned previously, bylaws are required for corporations to operate within the United States. If UCGIA had not chosen to adopt its own bylaws, the organization would have to operate under the standard bylaws established by the California Legislature. The Transitional Board of UCGIA recommended, and the General Conference of Elders agreed, to establish our own rules of operation. However, it must be noted that these Bylaws have little or no jurisdiction outside the United States.

The United Church of God, an International Association, a California Non-profit Religious Corporation, is a duly formed physical organization established to fulfill the mission of the spiritual entity called "the Church of God." The State of California mandates certain requirements of the physical organization (the corporation). There are other items in our Bylaws that California allows. (However, to be registered to do business in the other 49 states and Washington D.C., certain other requirements may be mandated in addition to what is required by California. These requirements are generally very minimal.)

General Conference of Elders

California has provision for, but does not require, a corporation to have "members." This is a legal term referring to a physical position within the corporation. (A member of a congregation of "the Church" is a completely separate issue from that described in the Bylaws.) Thus the General Conference of Elders is recognized as voting "members" of UCGIA-similar to stakeholders or stockholders who are voting "members" in a for-profit company. All ordained elders of the United Church of God, an International Association, are eligible to be voting members of the corporation. However, any elder may resign his position within the General Conference of Elders. An elder who resigns from the General Conference of Elders, so long as he remains in good standing, is still recognized by UCGIA as a minister of Jesus Christ.

The General Conference of Elders' duties are outlined in the Constitution and further defined within the Bylaws. The chief duties, reserved to the General Conference of Elders only, are the following:

 To approve changes in Church doctrine.

 To appoint members to the Council of Elders.

 To approve any amendments to the Constitution, Bylaws and Rules of Association.

 To approve official relationships with other religious organizations.

Additionally, although the Council of Elders is responsible for producing and adopting the Strategic Plan, Operation Plan and yearly budget for UCGIA, none may go into effect until the General Conference of Elders ratifies (sanctions) these plans and budget.

The General Conference of Elders has general oversight of UCGIA and "the Church." The Council of Elders is responsible to the General Conference of Elders for the overall operation of UCGIA and "the Church." The officers and management team of the corporation in the United States are responsible to the Council of Elders for the day-to-day operation of UCGIA.

Council of Elders

The next administrative function is that of the Council of Elders (board of directors). California requires only one director, who can also be the president. However, many other states require at least three directors to be registered to do business within their borders. California allows the board to consist of several directors, which is how UCGIA chose to structure its board. The General Conference of Elders appoints the Council of Elders and, as such, has oversight over the Council of Elders. However, the overall responsibility of the corporation, UCGIA, rests with the Council of Elders as defined in the Bylaws.

The Council of Elders is vested with the responsibility, when deemed necessary, for the selection and removal of all officers, agents and employees of the California corporation, as well as approving their salaries. Also, the Council directs and controls the affairs and activities of the corporation, by policy, and is charged with making the rules and regulations toward this end. Additionally, only the Council of Elders can approve the borrowing of money and any other forms of indebtedness for UCGIA.

Unless otherwise established, the Council of Elders has no legal authority outside the entity known as the United Church of God, an International Association, a California Non-profit Religious Corporation. National councils may come under the authority of the Council of Elders, but only if the bylaws for that local entity and, especially, the local laws of the land allow for such recognition.

The Council of Elders, for "the Church," does have specific responsibilities with regard to doctrine and other spiritual matters as defined within the Constitution, the Bylaws and the Rules of Association. Their decisions, with regard to these spiritual issues, apply to "the Church" worldwide, except where the local law of the land may place certain prohibitions, i.e., the approval for a ministerial ordination, or the recognition of ministerial credentials, may require local approval first, then confirmation by the Council of Elders.

Officers and Management Team

California requires that nonprofit religious corporations have a president or chief executive officer and a secretary. The same person cannot hold both offices. Other officers are allowed, but not mandated. The Bylaws of UCGIA specifically appoint a president, secretary and treasurer. The officers of the corporation do not derive their administration from the Constitution, but from the Bylaws of UCGIA. Only the secretary and treasurer are referred to within the Constitution, but only in reference to attending meetings of the General Conference of Elders. As such, the authority of the officers is limited to, and does not extend beyond, the borders of the United States unless another sovereign state or country allows it-and only if written into that entity's bylaws.

The Council of Elders appoints the officers. As such, the officers are responsible to the Council of Elders for the day-to-day management of the Church with regard to their respective duties as defined within the Bylaws. The president nominates the management team (operation managers), but the Council of Elders gives final approval to the appointments. The president then determines the duties of those operation managers.

Conclusion

The governing documents of the United Church of God, an International Association, are man-made, based upon the requirements of the laws of the land and, we certainly hope, the laws of God. These governing documents are far inferior to the Word of God, the Bible, upon which our purpose for being must be based. We sincerely believe that Jesus Christ gave His inspiration to these documents, although they are indeed physical and imperfect. We must always keep in mind that the law of God, the Ten Commandments, is holy, perfect and just. When an issue arises that may be controversial, the law is not where the problem lies. The problem lies squarely with us and our attitude and approach to God, Jesus Christ and to each other.

The Constitution, Bylaws and also the Rules of Association mean nothing if we do not individually submit ourselves to them-but more so, to each other and to Jesus Christ. It is truly a matter of the heart and spirit. We, as an international association, are not joined together by these documents. We are joined together by God's Holy Spirit and only to the degree that we yield ourselves to Him and submit ourselves to each other. To avoid chaos and confusion, the Constitution, Bylaws and Rules of Association are simply meant to give decency and order to our physical organization.

It is our hope that this brief overview of the Constitution and Bylaws of United will enlighten you with regard to the physical governing structure of UCGIA. If this has stimulated your interest in UCGIA's governing documents, they may be viewed on the Council of Elders website at http://coe.ucg.org .