Follow Procedural Requirements for Church Business Meetings

Follow your church’s bylaws and state law to ensure the validity of your membership meetings.

Church Law & Tax Report

Follow Procedural Requirements for Church Business Meetings

Follow your church’s bylaws and state law to ensure the validity of your membership meetings.

Key point 6-12.1. Church membership meetings must be conducted in accordance with the procedural requirements ordinarily specified in the church’s governing documents. The most common requirements pertain to notice, quorum, and voting.

Key point 6-12.4. Most courts refuse to intervene in church disputes concerning the validity of a membership meeting that was not conducted in accordance with the procedural requirements specified in the church’s governing documents. However, some courts are willing to intervene in such disputes if they can do so without inquiring into religious doctrine or polity.

An Ohio court ruled that a church business meeting was invalid since the pastor had moved the time of the meeting from “immediately following the morning service” to 1:00 PM that afternoon. A church’s bylaws provide that its pastor and elders must be reaffirmed on an annual basis. They also provide that the church must give 14 days written notice before its annual meeting. On January 14, 2007, the church mailed a letter to its members, telling them that it would hold its annual meeting on January 28, 2007. The letter said that the meeting “will follow the morning service after which we will share a carry-in fellowship dinner together.”

The pastor began the January 28, 2007, service at 10:00 AM by announcing that the time for the annual meeting “would be moved from immediately following the morning worship service to 1:00 p.m. on the same date, following the carry-in dinner at noon.” At noon, the church held a potluck dinner, followed by the meeting that the pastor had announced. At the afternoon meeting, a majority of the members in attendance voted to reaffirm the pastor and the existing church elders.

The church asked a civil court to issue a “declaratory judgment” affirming the validity of the business meeting that had been conducted at 1:00 PM on the afternoon of January 28, 2007, and declaring the pastor and board members to have been lawfully re-elected for an additional term.

The trial court ruled that the church had failed to establish that the afternoon meeting was conducted in accordance with its bylaws, the notice it had sent, and state law. The church appealed this ruling, arguing that the meeting held on the afternoon of January 28, 2007, complied with the church’s bylaws and state law and, therefore, was valid.

A state appeals court noted that the church was a nonprofit corporation, and that the state nonprofit corporation law specifies that nonprofit corporations shall hold “an annual meeting of voting members for the election of directors … on a date designated by or in the manner provided for in the articles or the regulations.” Unless a corporation’s articles or regulations provide otherwise, “written notice stating the place, if any, and the time of a meeting … shall be given … not less than ten or not more than sixty days before the date of the meeting.”

The church’s bylaws provide that its members “shall have 14 days written notice in advance of the [annual] meeting.” The church argued that it complied with this requirement because it sent a letter to its members on January 14, 2007, informing them that its annual meeting would be held on January 28, 2007, and, though the pastor changed the time of the meeting, the notice was valid because the meeting was still held on January 28, 2007. The court rejected this argument: “The letter that the church sent to its members met the requirements of [the nonprofit corporation statute] and the church’s bylaws. When the pastor changed the time of the meeting, however, he did not give its members proper notice …. Accordingly, the trial court correctly ruled that the meeting that the church held on the afternoon of January 28, 2007, was not valid.”

Application. This case illustrates an important point. Procedural requirements for church business meetings generally are described in a church’s governing documents. These requirements should be strictly followed to avoid the possibility that a meeting will be deemed to be legally invalid. Mt. Eaton Community Church, Inc. v. Ladrach, 2009 WL 56923 (Ohio App. 2009).

This Recent Development first appeared in Church Law & Tax Report, January/February 2010.

This content is designed to provide accurate and authoritative information in regard to the subject matter covered. It is sold with the understanding that the publisher is not engaged in rendering legal, accounting, or other professional service. If legal advice or other expert assistance is required, the services of a competent professional person should be sought. "From a Declaration of Principles jointly adopted by a Committee of the American Bar Association and a Committee of Publishers and Associations." Due to the nature of the U.S. legal system, laws and regulations constantly change. The editors encourage readers to carefully search the site for all content related to the topic of interest and consult qualified local counsel to verify the status of specific statutes, laws, regulations, and precedential court holdings.

ajax-loader-largecaret-downcloseHamburger Menuicon_amazonApple PodcastsBio Iconicon_cards_grid_caretChild Abuse Reporting Laws by State IconChurchSalary Iconicon_facebookGoogle Podcastsicon_instagramLegal Library IconLegal Library Iconicon_linkedinLock IconMegaphone IconOnline Learning IconPodcast IconRecent Legal Developments IconRecommended Reading IconRSS IconSubmiticon_select-arrowSpotify IconAlaska State MapAlabama State MapArkansas State MapArizona State MapCalifornia State MapColorado State MapConnecticut State MapWashington DC State MapDelaware State MapFederal MapFlorida State MapGeorgia State MapHawaii State MapIowa State MapIdaho State MapIllinois State MapIndiana State MapKansas State MapKentucky State MapLouisiana State MapMassachusetts State MapMaryland State MapMaine State MapMichigan State MapMinnesota State MapMissouri State MapMississippi State MapMontana State MapMulti State MapNorth Carolina State MapNorth Dakota State MapNebraska State MapNew Hampshire State MapNew Jersey State MapNew Mexico IconNevada State MapNew York State MapOhio State MapOklahoma State MapOregon State MapPennsylvania State MapRhode Island State MapSouth Carolina State MapSouth Dakota State MapTennessee State MapTexas State MapUtah State MapVirginia State MapVermont State MapWashington State MapWisconsin State MapWest Virginia State MapWyoming State IconShopping Cart IconTax Calendar Iconicon_twitteryoutubepauseplay