By-laws of

Beth Tikvah Synagogue

Westborough, MA

Revision E   6/08

Table of Contents

Article I            Name and Object

Article II           Affiliation

Article III         Membership

     Section I      Definition

     Section 2     Types

     Section 3     Application

     Section 4     Good Standing Defined

     Section 5     Privileges

               (A-F)

Article IV         Dues

Article V          Arrears, Suspensions, Charges and Expulsions

     Section 1     Causes

               (A&B)

Article VI         Governmental Organization

     Section I      Management

     A - Officers

     B - Other Board Members

     Section 2     General Duties

               (A-F)

Article VII        Officers

     Section 1     Designated

     Section 2     Duties

     A - President

     B – Secretary/Administrator

     C – VP of Education

     D – VP of Programming

     E – VP of Religious Affairs

     F – VP of Fundraising and Marketing

     G – Treasurer

Article VIII       Election of Board

     Section 1     Terms

     Section 2     Nominating

     Section 3    Executive Committee

Article IX         Meetings

     Section 1     Annual

     Section 2     Notice

     Section 3     Special

     Section 4     Quorum - Defined

     Section 5     Fiscal year - Defined

Article X          Standing Committees

     Section 1

               (A-G)

Article XI         Personnel

     Section 1     Rabbi

     Section 2     Contractual Elections

     Section 3     Duties

     Section 4     Cantor

     Section 5     Contractual Elections

     Section 6     Duties

Article XII        Auxiliary Organizations

     Section 1 &2

Article XIII       Amendments

     Section I      Robert's Rules of Order

     Section 2     Method of Amendment

               (A-C)

     Section 3     Time for Re-submitting Rejected Proposals

By-laws of

Beth Tikvah Synagogue

Westborough, MA

Article I

Name and Object

The name of this non-profit corporation shall be Beth Tikvah Synagogue. Its purpose shall be to establish and maintain in accordance with the principles of conservative Judaism, a House of Worship, Religious School and Jewish Community.

Article II

Affiliation

Beth Tikvah shall be affiliated with the United Synagogue of America.

Article III

Membership

Section 1          Any person of the Jewish faith, 21 years of age or older of good moral character, shall be eligible for membership.

Section 2          There shall be the following four types of membership:

A.        Family Membership Such membership shall be extended to married couples, married couples with dependent children and individual adults with dependent children. Each adult individual shall be entitled to one vote.

B.         Individual Membership Such membership shall be extended to unmarried individuals or individuals with no dependent children.

C.        Honorary Membership Such membership may be conferred by the Board of Directors hereinafter "Board" to deserving persons of the community, such as the Rabbi of Beth Tikvah and his/her family.

D.        Associate Membership Such membership may be conferred by the Board of Directors to individuals who are members in good standing of another Synagogue.

Section 3          Signed applications for membership shall be made in writing to the Membership Committee on forms provided by the committee.

Section 4          A member shall be considered a member in good standing as long as s/he is current in financial obligations to the synagogue.

Section 5          Family and Individual  members in good standing shall enjoy the following privileges of membership:

A.        To attend the general meetings of the Synagogue

B.         To vote at the general meetings of the Synagogue as set fourth in article IX.

C.        To hold office in the Synagogue as set forth in Articles VII and VIII.

D.        To attend and participate in all religious worship services throughout the year subject to rules and regulations set forth by the Board.

E.         To enroll their children in the Religious school, subject to rules and regulations set forth by the Board.

F.         To use the Synagogue, Rabbi and/or Cantor at all appropriate life cycle events, including but not limited to, Bar/Bat Mitzvahs, weddings, funerals, subject to rules and regulations set forth by the Board.

Article IV

Dues

All members shall pay dues on a timely basis according to categories and/or schedules as determined by the Board.

Article V

Arrears, Suspensions, charges and expulsions

Section 1          A member, upon written notice, may be suspended or expelled by a two-thirds vote of the Board for the following reasons:

A.        Failure to pay dues, building fund, pledges and/or assessments in a timely manner.

B.         Conduct seriously injurious to the cause and welfare of the Synagogue. Said member shall have at least (30) days to respond to the notice and/or pay monies owed.

Article VI

Governmental Organization

Section 1          The management and administration of the synagogue shall be vested in a Board of Directors, hereinafter "Board", comprised of the following:

A.        Officers of the Synagogue, also known as the Executive Committee, as set forth in article VII.

B.         Twelve (12) members in good standing, also known as the General Board, as set forth in Article VIII.  The number of members of the General Board shall be reduced by one for each co-President and co-Vice President in office as defined in Article VII..

Section 2          General duties  of the Board. The Board shall have the following duties:

 A.       The Board shall meet monthly or on such other schedule  as the Board may designate by a majority vote.  Accurate records of the  proceedings shall be kept.

 B.        Special meetings of the Board may be called by the President at his/her discretion or must be called by the President upon the written request of three (3)  members of the Board.  Said request shall state the reason for and purpose of the  meeting.  Should the President fail to call the special meeting within five (5) days of  the request any other officer may issue the notice of meeting.

 C.       The Board shall manage the Synagogue’s property and funds to ensure the  viability of the Synagogue, according to the principles of conservative Judaism as well as the applicable local, state and federal laws.

 D.       The Board shall make rules and regulations consistent with these by-laws  for the proper conduct of their meetings and to further the general purposes of the  Synagogue.

 E.        In the event of a vacant slot on the Board, or the death or resignation of a member of the Board, the President shall submit to the board a named successor for approval for the unexpired term.

 F.        Unless otherwise specifically stated herein, all actions of the Board shall be by majority vote of not less than a duly constituted quorum.  A quorum of the  Board shall consist of one-half of the actual members.

Article VII

 Officers

 Officers - Designated

Section 1  The officers of the Synagogue shall be:

  A. President

  B. Secretary / Administrator

  C. VP Education

  D. VP Programming

  E. VP Religious Affairs

  F. VP Fundraising and Marketing

  G. Treasurer

Section 2          Officers - Duties

A. President - The president shall have the following duties, rights and responsibilities:

1. To preside at all meetings of the Synagogue and Board, or to delegate this responsibility to an appropriate person.
2. To call all meetings of the Synagogue and Board.
3. To sign all agreements, contracts, deeds and other documents for the Synagogue, pursuant to appropriate Board resolution, approval and/or rules and regulations.
4. To appoint all committee chairs, as set forth in Article X.
5. To be an ex-officio member of all committees, without a right to vote or to delegate this responsibility to an appropriate person.
6. To vote during a Board and/or Synagogue meeting only to break a tie.
7. To prepare and present an annual written report on the condition of the Synagogue.

A Co-President role may be created to assist the President in the conduct of his/her duties.  This person shall be elected and serve a term in accordance with the Article VIII rules for officers.

B.  Secretary/Administrator - Duties

1. Keep an accurate record of all the proceedings of the Synagogue and the Board, or designate an appropriate person to do so.
2. Issue notices for meetings, or designate an appropriate person to do so.
3. Sign instruments or documents as may be necessary to carry out internal Synagogue and Board business.
4. Oversee office help.
5. Collect and Distribute mail from PO Box, or designate an appropriate person to do so.
6. Retrieve and respond to phone messages, or designate an appropriate person to do so.
7. Oversee By-Law, Personnel, Rabbi Search, and Nominating Committees as needed.
8. Oversee maintenance of Building including but not limited to security, cleaning and repairs, or designate an appropriate person to do so.
9. Act as liaison to JCC and Federation, including but not limited to coordinating building use schedules and cleaning schedules, attending Federation and other local meeting, or designate an appropriate person to do so.

C.  VP of Education - Duties

1. Board Liaison with Director of Education.
2. Chair of Education Committee, which provides support for school as needed and curriculum policy.
3. To oversee Adult Education, and Youth Group committees, or designate an appropriate person or persons to do so.

D.  VP of  Programming - Duties

1. To schedule and execute internal events and programs, or to designate an appropriate person to do so.
2. To co-ordinate Synagogue Calendar with Religious Affairs VP and Education VP, or to designate an appropriate person to do so.
3. To oversee Community Outreach/Tikun Olam, Chesed Committee, or to designate an appropriate person or persons to do so.

E.  VP of  Religious Affairs - Duties

1. To set all Service schedules, including Tot Shabbats
2. To assign Bar/Bat Mitzvah dates, in a timely manner, to children currently attending 5^th grade, or to designate an appropriate person to do so.
3. To establish usher and Kiddush schedule and oversee reminders, or to designate an appropriate person to do so.
4. To work co-operatively with the Rabbi and Cantor as appropriate to carry out duties.

F. VP of Fundraising and Marketing - Duties

1. Oversee External Events and Programs.
2. Oversee Membership, Publicity and Marketing Committees.
3. Oversee Website
4. Oversee publication of Adbook/Temple Directory
5. Oversee Fundraising efforts.
6. All Duties may be designated to an appropriate person or persons.

 G. Treasurer - Duties

1. Responsible for financial records of the Synagogue, which shall be open for inspection by the Officers of the Synagogue.  The Treasurer must deliver such records to the Presiding officers upon request.
2. Responsible for managing and delivering the annual budget
3. Oversee Bookkeeper, who shall send out bills to members and pay bills.
4. Administer grant money when applicable
5. Oversee Scrip program, or designate an appropriate person to do so.
6. Provide written summary report of the Synagogue finances at Board meetings and at times directed to do so by the Board.
7. Make withdrawals of Synagogue funds, only by check and co-signed by the President or Board authorized member.

A Co-VP role may be created to assist a Vice President in the conduct of his/her duties.  This person shall be elected and serve a term in accordance with Article VIII rules for officers.

Each  Officer shall assist the President in the discharge of his/her duties as much as possible.  In the case of the absence, resignation, death or disability of the President, the Secretary/Administrator shall take over the Presidency or shall appoint, with majority vote of Board approval, an appropriate replacement.

Should any other officer be unable or unwilling to fulfill their responsibilities, the President shall be able to relieve them of their duties and appoint another appropriate replacement, with majority vote Board approval.

Article VIII

 Election of Board

Section 1          Officers shall be elected for one year terms and may serve three  consecutive terms in the same office. The general board members shall be elected for a term of three (3) years in such a manner that each year the terms of office of one-third of the members shall expire.

Section 2 Nominating Procedures  A nominating committee shall be chaired  by the past President and comprised of at least three members of the Board and at  least four members of the Synagogue-at-large. The majority of the committee shall always be comprised of members of the Synagogue-at-large. In the absence or unwillingness of the past President to serve, the President shall appoint a candidate to be chair, submitting the name to the Board for approval.  The nominating committee shall present the slate of officers and general board members at the annual meeting for ratification by the synagogue members.

Section 3 Executive Committee  The Executive Committee shall consist of  the officers of the Synagogue. The President or his/her designee shall be the chairperson. The chair shall call meetings of the Executive Committee as needed  to operate the Synagogue.

In the event of Emergency circumstances, the Executive Committee shall have the  power to do what is required for the maintenance, preservation and continuance of  the Synagogue and its inherent functions.

Article IX Synagogue Meetings

Section 1          The annual meeting of Beth Tikvah shall be held within 60 days of the end of the fiscal year, on such a day as the President may designate. The synagogue members shall vote on the slate of officers and board members as presented by the nominating committee.

Section 2          The secretary shall notify all members of the Synagogue in writing, by mail, of the annual meeting not less than fourteen (14) days prior to such meeting.

Section 3          Special meetings of the synagogue may be called by the President whenever, s/he deems it necessary, and must be called by him at the written request of 25% of the membership or three (3) board members. Written notice of a special meeting, clearly stating the reason and purpose for the meeting, shall be given to all members by the secretary no less than ten (10) days prior to the meeting.

Section 4 Quorum  At all meetings of the Synagogue, a quorum for the transaction of business shall consist of 51% of the member units of the Synagogue, including officers present.

Section 5 Fiscal Year       The fiscal year of Beth Tikvah shall run from July 1 through June 30.

Article X Standing Committees

The President shall appoint the heads of the following standing committees. Each committee head may select his/her committee.  A committee must have at least three members.

A. Ritual

B. Membership

C. Finance, Budget and Fund Raising

D. Education

E. Programming/Social

F. Social Action and Community Relations

G. By-laws

Article XI Personnel

Section 1 Rabbi   The pulpit of Beth Tikvah shall be occupied by an ordained Rabbi, approved by the joint commission on Rabbinic Placement of the Jewish Theological Seminary, the Rabbinic assembly and the United States of America.

Section 2          The Rabbi shall be elected by the Synagogue at its annual meeting or at a special meeting called for that purpose, upon recommendation of the Board. The contractual terms upon which the Rabbi shall serve shall be determined by the Synagogue based on the Board's recommendation and the standards established by the United Synagogue of America.

Section 3          The Rabbi shall have the overall responsibility of implementing the aims and objectives of the Synagogue, in accordance with the Board's policies. The Rabbi shall officiate all customary life cycle events of members in good standing.

Section 4 Cantor  The cantor of Beth Tikvah shall be elected upon the recommendation of the United Synagogue of America.

Section 5          The cantor shall be elected at the annual meeting of the synagogue or at a special meeting called for this purpose. The contractual terms under which the cantor shall be elected shall be determined by the synagogue based on the Board's recommendation and the standards established by the United Synagogue of America.

Section 6          The cantor shall be responsible for the musical programs and activities of the Synagogue, guided by the Rabbi and the Board.

Article XII Auxiliary Organizations

Section 1          Beth Tikvah shall have such auxiliary organizations as shall be authorized by the Board.

Section 2          The activities, by-laws, regulations and/or policies of all auxiliary organizations shall be consistent with the by-laws, regulations and policies of Beth Tikvah.

Article XIII Amendments

Section 1          Any matter not covered in the by-laws shall be governed by Robert's rules of order.

Section 2          This constitution, or any portion thereof; may be amended in the following manner:

A.        The proposal to amend or suspend one or more articles of this constitution, or to introduce new articles to it, shall be submitted in writing to the Board, signed by not less than ten (10) members of Beth Tikvah.

B.         The Board shall consider such proposal at its next meeting and submit it to the Synagogue for approval in accordance with Article IX.

C.        If a two-thirds (2/3) vote of a duly constituted quorum of Synagogue members favors the proposal, it shall be adopted.

Section 3          A proposal for amendment or suspension which has been rejected by the Synagogue may be re-submitted for consideration after one (1) year, (from the date of rejection).