Officers, Directors, and Trustees

A South Carolina court ruled that church trustees had been properly removed at a membership meeting.

Church Law and Tax2001-07-01

Officers, Directors, and Trustees

Key pointChurch Officers, Directors, and Trustees Church officers and directors can be removed from office in the manner authorized by the church’s governing documents. It is common for church bylaws to give the membership the authority to remove officers and directors who engage in specified misconduct or change their doctrinal position.

Key pointChurch Business Meetings 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 pointChurch Business Meetings 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.

A South Carolina court ruled that church trustees had been properly removed at a membership meeting. In 1994, several members of a church decided to relocate their congregation. These members formed a committee, purchased land, erected a building, obtained financing, and staffed the congregation. The five members of the committee referred to themselves as trustees. In 1996 the trustees hired a new minister. Two years later, the trustees voted to dismiss the minister. At the time only two of the five trustees were members of the church. The trustees made the decision to terminate the minister without consulting the congregation. The next Sunday the minister informed the congregation of his dismissal. In response, the congregation decided to hold a congregational meeting. The two trustees who were also church members were present at the meeting. The other trustees were not notified and were not present. Neither of the trustees present at the meeting made any objection. In all, 36 members of the congregation were present at the meeting. The members voted 28-0 to retain the minister. Two ballots were unmarked and six ballots were not used. The congregation also voted to replace the trustees. A few days later the ousted trustees sent the minister a letter dismissing him and requesting that he return his keys to the church. They also changed the church’s locks and posted notices on the church doors.

The minister asked a court to declare him the lawful and duly-selected minister of the church. He also asked the court to declare the new board as the official board, and to prohibit the former trustees from controlling the church building and bank accounts or in any way interfering with the operation of the church. A trial judge issued an order granting all of the minister’s requests. The ousted trustees appealed this order.

A state appeals court concluded that the church was “congregational” in polity, meaning that it was “an independent organization, self-governing in its religious functions … [with] the congregation as the highest religious judicatory.” The court rejected the ousted trustees’ claim that they created the church to be governed exclusively by trustees. It observed,

Assuming without deciding that a church may be properly held in trust and governed by trustees, we do not believe [the trustees] established that a trust existed in this case. For a trust to exist certain elements must be present, including a declaration creating the trust, a trust res, and designated beneficiaries …. [T]he trustees have not produced an executed trust agreement. Second, the church’s property is deeded to the church, not to the trustees. Therefore there is no trust res. Third, there are no designated beneficiaries. Fourth … one of the church’s founders testified that the founders originally intended to create a trust but “this trust was never qualified and it never became a reality.” Therefore, we conclude that the trustees failed to establish the existence of a trust … and that the church is congregational.

The ousted trustees also argued that the congregational meeting in which they were removed from office was “illegal” because it was not announced in accordance with the church’s bylaws. Specifically, they claimed that they were not properly notified of or invited to the meeting. The court disagreed. It pointed out that the bylaws require that only members be notified of congregational meetings. Therefore, any lack of notice claimed by the former trustees who were not members “is without merit.” Moreover, the two former trustees who were members of the church “attended the meeting and failed to object to the holding of the meeting or the vote. Therefore, those two trustees cannot be heard to complain on this issue because they were present and raised no objection to the proceedings.”

The court concluded that “as a congregational church, the congregation was entitled to make all decisions relative to retention of a minister and election of trustees …. Accordingly, it is not the function of this court to disturb the wishes of the congregation and we affirm … the validity of the congregation’s actions taken at [its] meeting.”

Application. This case is important for two reasons. First, it demonstrates the authority of the church membership to resolve issues of congregational life in a “congregational” church. Any attempt by trustees, or anyone else, to alter this rule must be supported by clear evidence. Second, the case demonstrates that nonmembers have no standing to challenge the compliance of church business meetings with the church’s bylaws, and that members who attend a meeting that was called in violation of the bylaws cannot later challenge the legality of the meeting if they did not object during the meeting itself. Williams v. Wilson, 533 S.E.2d 593 (S.C. App. 2000).

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