SASJH - Corporate By-Laws

Saint Anthony Spiritual Journey Homes

 

SASJH - Corporate By-Laws

 

 

               What follows are the By-Laws of St. Anthony Spiritual Journey Homes of Houston, Texas.  We are a non-profit corporation dedicated to serving as a residential, educational, and facilitating resource for Catholic Priests and clergy. 

ARTICLE I

PRINCIPAL OFFICE

The principal office of the Saint Anthony Spiritual Journey Homes, Inc. (also called the "Home") shall be located at 12343 Haraldson Forest Drive, Houston, Texas  77044-5007.

ARTICLE II

STRUCTURE OF MINISTRY, CIVIL, AND ECCLESIASTICAL

2.1  Civil Structure.  The civil officers of the corporation are (a.) President; (b) Vice President; (c) Secretary;  (d) Treasurer; and such other offices as the corporation shall establish.

 

2.1.1  The President shall preside at all meetings and shall make an annual report to the status and condition of the corporation to this Board of Directors.  The President shall sign all checks, certificates, contracts, deeds and other instruments of the corporation.  During the absence or disability of the President, the Vice-President shall exercise all the powers and discharge all of the duties of the President.

 

2.1.2  The Secretary shall keep the minutes of all meetings:  shall have charge of the seal and corporate books and shall make such reports and reform such duties as are required by him or her by the corporation, and shall sign all checks, certificates, contracts, deeds, and other instruments of the corporation.

 

2.1.3  The Treasurer shall have custody of all monies and securities of the corporation and shall keep regular books of account.  The Treasurer shall disburse the funds of the corporation in payment of the just demands against the corporation or as may be required.  The Treasurer shall make an accounting of all transactions as Treasurer and of the financial condition of the corporation.  The Treasurer prepares but does not sign checks or certificates.

 

2.1.4  The officers of the corporation shall hold office until their successors are duly elected and qualified.  Term of office is for three (3) years, renewable as the Board of Directors deems appropriate.

 

2.1.5  The Board of Directors shall meet at least once each year, either in person or electronically, but special meetings may be called if and when the same may become necessary.

 

 

2.2  Ecclesiastical Structure.  Ecclesiastically, the Home shall be composed of:

 

2.2.1  The board of Directors.

 

2.2.2  Executive Officers

 

ARTICLE III

THE BOARD OF DIRECTORS

ITS ORGANIZATION, POWERS AND DUTIES

3.1  The Board of Directors shall be at least three (3) in number and not more than seven (7) at one time, and shall have the power to exercise all powers necessary for the operation of the Home, expressed or implied, which shall be necessary and proper to carry out all the executive functions, and all other powers both civil and ecclesiastical as it may determine.

 

3.1.1  The members of the Board of Directors shall be elected for a term of three (3) years.  The terms shall be computed form the day of their election and each member may hold office until such time as an election by the members can be had.

 

3.1.2  In the event a vacancy in the Board of Directors occurs, remaining members of the Board of Directors shall fill such vacancy by a majority vote of a duly held meeting until the successor has been duly elected and qualified.

 

3.2  The President of the Home may be appointed by the Board of Directors, which shall authorize the President and any other officers, or agents of the Home, or any other officer so authorized by these BY LAWS, to enter into any contract or execute and deliver any instrument in the name of or on behalf of the Home, and such authority may be general or may be confined to specific incidence.

 

3.3  The Secretary.  The Secretary shall be elected by the Board of Directors or appointed by the President.

 

3.3.1  The Secretary shall keep minutes of the proceedings of its members, Board of Directors, committees, councils and other boards or tribunals authorized by the Board of Directors and these records shall be kept at the principal office of the Ministry.

 

3.4  The Treasurer.  A Treasurer shall be elected by the Board of Directors or appointed by the President.  The Treasurer shall be the treasurer of the Home, and shall have custody of all moneys and securities of the Home and shall make an accounting of all of the Home transactions, but does not sign these documents.

 

3.4.1  All checks, drafts or orders for the payment of monies, notes, evidence of indebtedness issued in the name of the corporation shall be signed by the President or other officers or agents of the corporation, in such manner as shall from time to time be determined by resolution of the Board of Directors.  In the absence of such direction from the Board of Directors, the President may sign on behalf of the Home.

 

3.4.2  All funds of the Home shall be deposited as required to the credit of the corporation in such banks, trust companies or other depositories as the Board of Directors or the President may elect.

 

3.4.3  The Board of Directors or the President my accept on behalf of the Home any contributions, donations, gifts, including real property, bequest or devise for any purpose of the Home.  (Mal. 3: 10; Luke 6:38; I Cor. 16:1; II Cor. 9: 6-8).

 

3.4.4  The Treasurer shall keep correct and complete financial records of all Home accounts.  All books and records of the Home may be inspected by any member of the Board of Directors or Executive Officers, or agent, for any purpose at any reasonable time.

 

3.4.5  The Treasurer shall be authorized to appoint persons to assist the Treasurer in carrying out the duties and functions of the Treasure's Office.

ARTICLE IV

MEETINGS

4.1  The Annual Meeting of the Home shall be held on the nineteenth (19th) day of March (feast of St. Joseph), or the thirteenth (13th) day of June of each year (feast of St. Anthony of Padua).  At that meeting Directors shall be nominated and elected to the office as appropriate.  When physical meeting cannot take place, electronic or long distance phone meeting would be adequate.

 

4.2  Special Meetings may be called by the Board of Directors or the President as they in their discretion deem necessary.  Written notice for the calling of such special meetings shall be given to all members in writing usually within seven (7) days prior to the scheduled meeting date, unless something is of an urgent nature that requires immediate attention.

 

ARTICLE V

RULES AND REGULATIONS

5.1  The Board of Directors may adopt such rules of procedures and regulations governing the conduct of business and the organization of the Home as they may deem necessary, proper and expedient.

 

5.1.1  there can be no appeal from the decisions and determinations of the Board of Directors.

ARTICLE VI

AMENDMENTS TO THE BY LAWS

The provisions of the By Laws may be modified, altered or amended by two-thirds majority vote of the members of the Board of Directors at a regular or special meeting.  As soon as the proposed amendments have been adopted as herein provided, results of the vote shall be announced by the President and declared adopted by the Chairman of the Board of Directors, whereupon such amendments shall be in full force of effect.

 

 

IN WITNESS WHEREOF, I have hereunder set my  hand and seal, acknowledged and filed the forgoing Articles of Incorporation under the laws of the State of Texas, this twenty-second day of March 2008.