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Bnai Israel Congregation Constitution and Bylaws

 Approved January 1, 1957 

Revised 1974

Revised 1982

Revised 1989

Revised 1992

Revised 2001

Revised 2010

Revised June 14, 2012

Revised April 14, 2013

Revised November 10, 2013

Revised November 13, 2016



Name and Form of Services


Section 1. This Congregation shall be known by the name and title of Bnai Israel Congregation.


Section 2. This Congregation shall be an egalitarian Conservative Jewish Congregation, and the form of prayers, rituals, and ceremonies shall be in accordance with Conservative practice. 





Section 1. Jewish persons from the age of 18 years or older are eligible for membership. A person born of a Jewish mother or who has been converted to Judaism according to halakhic requirements is a Jew. If a member has a non-Jewish spouse, only the Jewish individual may be a member.


Section 2. The Board of Directors (hereafter referred to as the “Board”) shall determine the dues of full members, who receive all rights and privileges of full membership. The Board may also create special memberships that exclude certain rights and privileges, such as voting or burial privileges. The Board may also award “honorary memberships” to deserving persons; honorary members do not have a vote.


Section 3. Application for membership shall be made in writing to the rabbi, president, or another appropriate individual who shall report on each application to the Board for appropriate action. New members shall be noted in the minutes.


Section 4. Membership may be suspended or ended by a vote of the Board at any regular meeting, or at a special meeting called for that purpose, for conduct which it deems to bring discredit upon Jews, the kehillah, synagogue or the Jewish community; or for failure to fulfill congregational obligations, including dues, assessments, school tuition, building fund, or any other pledge. 


Section 5. Resignation from membership shall be submitted in writing to the membership committee or the Board, which shall review the letter with the rabbi. Resignations shall be noted in the Board minutes. 



Financial Commitments


Section 1. Dues shall be determined and assessed by the Board at its first meeting of the year. Other assessments must be approved by the Congregation by majority vote. Hereafter, the term “Assessments” shall refer to dues and any other assessments as shall be determined by the Board and/or the congregation.


Section 2. Members who have failed to pay their Assessments within a reasonable period after invoicing and who have not made other arrangements shall receive notification that their membership will terminate in 30 days unless they make appropriate payment. In the event that timely payment has not been made, the member shall be notified that s/he is no longer a member and is no longer entitled to any privileges of membership, including cemetery privileges. 


Section 3. Those whose memberships have lapsed may be reinstated by paying any delinquent Assessments.


Section 4. Upon request, special financial arrangements may be made based on need at the sole discretion of the President; all such arrangements will be held in strict confidence. 



Privileges Of Membership 


Section 1. Full Members in good standing shall enjoy the following privileges, among others, subject to halakha and to rules, regulations, and fees that may be established by the Board or its designated committee: 

  1. To participate in tefillah and Talmud Torah (religious services and study) conducted or sponsored by the synagogue.
  2. To enroll children in the early childhood programs, religious school, and youth activities of the congregation.
  3. To celebrate a Bar or Bat Mitzvah.
  4. To a seat during Rosh Hashanah, Yom Kippur, and any other religious services.
  5. To participate in the educational, cultural, and social programs of the congregation.
  6. To attend meetings of the congregation and to have a voice and a vote at such meetings.
  7. To call on the rabbi and professional staff for Jewish needs and Jewish life cycle events.
  8. To secure a location in the synagogue’s Beit Olam (cemetery), according to regulations established by the Board.
  9. To hold an office in the congregation or serve on the Board, when eligible. 


Section 2. Burial and Cemetery. The cost of a burial plot for congregants who were members of Bnai Israel under previous bylaws, and who have held continuous membership since, shall not be increased by later regulations. The congregation must approve the burial of non-Jews in the synagogue’s cemetery.


Section 3. A married couple with full membership shall be entitled to one vote, which may be cast by either spouse, in all voting matters. In the case of a Jewish member married to a non-Jew, only the Jewish member may cast a vote. 



Use of Physical Facilities


Section 1. The kitchen shall be kosher, under the strict supervision of the rabbi. 


Section 2. Permission to use the physical facilities must be obtained from the Board. 



Congregational Meetings 


Section 1. There shall be at least two general meetings of the Congregation each year, preferably one in April and one in November, on such day as the Board may designate. Additional general meetings may be scheduled at the discretion of the Board.  Notice of meetings shall be given to all members of the congregation in writing by mail or electronic mailing.


Section 2. Special meetings of the congregation may be called by the Board whenever it is deemed necessary. Special meetings may also be called upon the request of 15 full congregation members in good standing, who must set forth its purpose in writing. In addition to any other quorum requirements set forth in these bylaws, two-thirds of the members who signed for the call must be present before any business can be transacted at such a special meeting.


Section 3. No business shall be transacted at a special congregational meeting other than the business stated in the call for such meeting. 


Section 4. At all meetings of the congregation, regular and special, a quorum for the transaction of business shall consist of 15% of the membership of the congregation. A lesser number may adjourn the meeting to some future time. 


Section 5. Only members in good financial standing may vote at congregation meetings. Members in good financial standing are those whose financial obligations to the congregation are current as of the date of the meeting, as determined by the treasurer or responsible committee. 


Section 6. At all congregational meetings, members shall be required to speak and act with derekh eretz (civility, decent respect for others) in order to promote shalom bayit (peace in the house). Lashon hora (evil words) shall not be permitted. 


Section 7. Meetings shall be conducted in accordance with the then-current edition of Robert’s Rules of Order, unless otherwise stipulated in these bylaws.



Board of Directors 


Section 1. The Board of Directors shall consist of four officers (president, vice-president, secretary, and treasurer), six other elected Board members, and the immediate past-president of the congregation. The immediate past-president shall serve for a term of one year. 


Section 2. Other than in matters of halakha (Jewish law), the management and administration of the congregation shall be vested in a Board of Directors. 


Section 3. The Board shall be charged with and assume control of all of the property of the congregation, shall designate the financial institutions wherein the funds of the congregation shall be deposited, and shall be responsible for all expenditures and for the disposal of congregational funds and property.


Section 4. The Board shall make such procedures, rules and regulations, consistent with these bylaws, for the proper conduct of their meetings and the furtherance of the purposes of the congregation. 


Section 5. When the bylaws are either silent or ambiguous, the Board shall have the authority to render a judgment on the specific issue in question. 


Section 6. All motions before the Board require a majority vote to pass, with the president voting only to cast the deciding vote in case of a tie. 


Section 7. Items deemed non-controversial (i.e., ones for which all Board members agree that debate and discussion are not needed) and urgent matters may be voted on by electronic means (such as email). 


Section 8. Only Congregation members shall be eligible to serve on the Board. Members of the same household shall not serve as Board members at the same time. 


Section 9. Board members shall be elected at a general meeting to be held in November. It shall require a majority of votes cast by those members present to elect or remove a Board member.


Section 10. Election and removal of Board members shall be by a secret ballot. Voting shall not be necessary in the event that the number of nominated candidates is less than or equal to the number of open Board seats. The President shall appoint Tellers to distribute and collect ballots, tally votes, and announce their findings to the President. The President shall announce the outcome of the voting to the congregation. 


Section 11. Officers shall serve for a term of one year. Other elected Board members shall serve for a term of two years, with terms overlapping in such a manner that each year the terms of half of the Board members shall expire.


Section 12. Newly-elected Board members shall assume office the first day of January, at which time retiring Board members shall surrender to their successors all property, books, documents, and articles that belong to the Congregation. 


Section 13. The rabbi of the congregation, the president of the Sisterhood, and the president of the Men’s Club shall receive notice of all Board meetings, and have the right to speak thereat, but shall be ex-officio representatives to the Board without voting rights. If, however, the president of the Sisterhood or Men’s Club has been elected to the board, then she or he has the voting rights of a Board member. In the case of co-presidents of either the Sisterhood or Men’s Club, only one person shall represent the group at a board meeting.


Section 14. Ex-officio representatives to the Board and any visitors may be excluded from a Board meeting during “executive session” when the Board is dealing with sensitive matters (such as personnel review) that demand confidentiality or when the presence of non-Board members may inhibit free and open discussion. During executive session, only Board members (not visitors or ex-officio members) may be present.


Section 15. The Board shall generally meet once a month. A quorum shall be two thirds of the membership of the Board. Each matter voted upon by the Board shall be by a majority vote of the members present, unless otherwise specified in this constitution.


Section 16. Special meetings of the Board may be called by the president or by request of 50% of the members of the Board. Said request shall state the purpose of the meeting. No other business may be transacted at such a meeting, unless the Board is in full attendance. In the event that the president fails to issue a call for a timely special meeting within 2 days after being requested to do so, any other officer may issue such call. 


Section 17. Board members may be removed from office, with or without cause, at a meeting of the Congregation called for that specific purpose. 


Section 18. In the event of a vacancy on the Board, a successor shall be elected by the Board to fill the position until the next regular congregation meeting, which may occur before the expiration of the term.



Congregational Officers 


Section 1. The Officers of the Congregation shall be President, Vice-President, Secretary, and Treasurer. 


Section 2. It shall be the function of the President:

  1. To preside at all meetings of the congregation and to call all meetings of the congregation and of the Board; 
  2. To sign all agreements, contracts, deeds and other documents for the congregation, pursuant to appropriate resolutions by the congregation or the Board; 
  3. To be an authorized signatory for checks, vouchers and notes, together with the treasurer and such officers as may be directed by the Board;
  4. To be an ex-officio member of all committees without the right to vote except in the case of a tie;
  5. To cast the deciding vote in Board meetings in the case of a tie;
  6. To appoint, with the approval of the Board, the chairs and members of any and all committees that the President may deem necessary;
  7. To authorize expenditures, without Board approval, in an amount no greater than that specified by the Board, from time to time, in Board minutes;
  8. To make special financial arrangements with congregants based on need;
  9. To ensure that all pertinent records are properly stored;
  10. To discharge all other duties that attend the office, as deemed appropriate by the Board.


Section 3. It shall be the function of the Vice-President:

  1. To assist the President in the discharge of all duties and, in case of absence, resignation, death or disability, to discharge all of the duties of the President;
  2. To chair the House Committee. The “House” includes all structures, grounds, and appurtenances on Bnai Israel Congregation property;
  3. To ensure that all records related to the House are properly stored.


Section 4. It shall be the function of the Treasurer:

  1. To cause the recording of receipts and expenditures of the congregation and the accounts between the congregation, its members, and others. 
  2. To notify all members of the congregation of their obligations and pledges. Invoices to congregation members shall be sent within thirty days after Assessments have been approved; 
  3. To make approved expenditures. Checks for expenditures exceeding $2500 must be signed by two account signatories.
  4. To receive all monies which shall be payable to the congregation and cause the same to be deposited or invested in the congregation’s name in an appropriate account, as directed by the Board. 
  5. To present the books and records for inspection to the Board and the Budget and Finance Committee, upon request;
  6. To make a financial report to the Board for each Board meeting;
  7. To ensure that all pertinent records are properly stored;
  8. To present a detailed statement of the congregation’s finances at Congregation meetings or other occasions as the treasurer may be directed to do so by the congregation or by the Board. Any such financial statement shall be affixed to the minutes of that meeting. 


Section 5. It shall be the function of the Secretary:

  1. To keep an accurate record of all the proceedings of the congregation and of the Board; 
  2. To ensure that all pertinent records are properly stored;
  3. To maintain the official copy of the Bylaws and regulations of the Congregation;
  4. To sign such instruments or documents as may be necessary to effectuate the proper directions of the congregation or the Board.




The Rabbi 


Section 1. The pulpit shall be occupied by an ordained rabbi. 


Section 2. The rabbi shall have the responsibility of teacher and preacher of the congregation. The rabbi shall enjoy the freedom of the pulpit. The rabbi shall seek the advice and guidance of the Board. The rabbi, as mara d’atra, shall be the halakhic authority of the congregation. In exercising this authority, the rabbi shall give due consideration to the minhag (traditions) of the congregation and the views of the membership, as expressed through direct communications, meetings, or polls of the membership. 



The Rabbi’s Election and Contract


Section 1. The offer, renewal or termination of a contract with the rabbi shall be upon the recommendation of the Board or a committee established for this purpose and voted upon by the congregation at a meeting called for this purpose.  Only members in good standing may speak or vote during the meeting. All votes shall be by secret ballot.


Section 2. Election of a New Rabbi. The rabbi shall be elected by the congregation at a meeting called for that purpose, upon the recommendation of the Board. The election shall be conducted according to procedures established by the Board for the ranking and approval of candidates. Electing the rabbi requires the approval of 60% of the congregation present and voting at the meeting.


Section 3. Contract Renewal. Renewing the term of the current rabbi’s contract requires the approval of 60% of the congregation present and voting at the meeting.



Nominating Committee


Section 1. The Nominating Committee shall be responsible for developing an annual slate of Board members, including officers. 


Section 2. The committee shall identify personnel needs on the Board and look for new leaders, soliciting interest from the entire membership as well as from current Board members. The committee shall interview interested members and make recommendations to fill open positions. The committee shall develop a procedure allowing for nominations from the congregation. The committee shall nominate one member for each office.


Section 3. No more than two thirds of the Nominating Committee may be current Board members. The committee shall include no Board or congregation members who are themselves seeking to be nominated for a position; nor shall the committee include anyone from the same household as a member seeking to be nominated for a position. The committee shall be approved by the Board, typically at the same time that the other committees are approved and in no event later than the end of March.


Section 4. The nominated slate shall be presented to the congregation at least 7 days prior to the November meeting. The slate does not require Board approval.





Section 1. This constitution, or any portion thereof, may be amended in the following manner: 

  1. A proposal to amend shall be submitted in non-electronic writing to the Board, signed by at least 15 members in good standing of the congregation. Proposals may also originate with the Board. The Board shall consider such a proposal at the Board meeting immediately following the meeting at which the proposal is submitted or made.
  2. A proposal to amend that meets the requirements above shall be voted on at the soonest congregation meeting.  If the matter is urgent, a special meeting may be called, according to the procedures for special meetings stipulated above.
  3. At a meeting to vote on amending the constitution, a report shall be presented to the congregation on the recommendation of the Board as to action to be taken.
  4. If at least two-thirds of the members of the congregation present and voting at such meeting favor the proposal, it shall be declared adopted.


Section 2. A proposal for amendment which has been rejected by the congregation may not be resubmitted for the consideration of the congregation unless 11 months have elapsed since the time of such rejection. 

Tue, May 26 2020 3 Sivan 5780