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BYLAWS OF JEHOVAH SAINTS

ARTICLE I: NAME AND PURPOSE

Section 1. Name

The name of the organization shall be Jehovah Saints, hereinafter referred to as the "Organization."

 

Section 2. Purpose
The Organization is established as a nonprofit organization under Section 508(c)(1)(A) of the Internal Revenue Code. Its purpose is to provide shelter, food, clothing, spiritual support, and other essential services to individuals and families experiencing homelessness, in accordance with Christian principles and values.

 

Section 3. Mission Statement

The mission of Jehovah Saints is to serve the homeless by offering compassionate care, spiritual guidance, and resources to help individuals and families transition to stable, independent living.

ARTICLE II: NONPROFIT STATUS

Section 1. Tax-Exempt Status

The Organization shall operate exclusively for religious, charitable, and educational purposes in accordance with Section 508(c)(1)(A) of the Internal Revenue Code. No part of the Organization’s net earnings shall inure to the benefit of any private individual or shareholder.

Section 2. Prohibited Activities

The Organization shall not engage in activities that violate federal or state laws, including but not limited to political campaigning or substantial lobbying.

 

ARTICLE III: MEMBERSHIP

Section 1. Membership

The Organization shall not have members as defined by law. Instead, the governance and management of the Organization shall be vested in the Board of Directors.

 

ARTICLE IV: BOARD OF DIRECTORS

Section 1. General Powers

The Board of Directors (hereinafter referred to as the "Board") shall oversee the affairs, policies, and activities of the Organization. The Board shall be responsible for ensuring that the Organization fulfills its mission and complies with applicable laws.

 

Section 2. Number and Composition

The Board shall consist of no fewer than three (3) and no more than fifteen (15) members. The exact number of directors shall be determined by the Board.

Section 3. Qualifications

Board members shall demonstrate a commitment to the mission and values of the Organization. At least one member must be knowledgeable about nonprofit governance and financial oversight.

 

Section 4. Term of Office

Each director shall serve a term of three (3) years and may be re-elected for additional terms. Terms shall be staggered to ensure continuity.

 

Section 5. Meetings

  • Regular Meetings: The Board shall meet at least quarterly to conduct organizational business.

  • Special Meetings: Special meetings may be called by the Chairperson or by a majority of the Board members with at least seven (7) days’ notice.

  • Quorum: A majority of the Board members shall constitute a quorum for the transaction of business.

 

Section 6. Voting

Each director shall have one vote. Decisions shall be made by a majority vote of those present at a meeting where a quorum is established.

 

Section 7. Removal

A director may be removed for cause (e.g., misconduct, failure to attend meetings) by a two-thirds (2/3) majority vote of the remaining Board members.

Section 8. Vacancies

Vacancies on the Board shall be filled by a majority vote of the remaining directors. The new director shall serve the remainder of the unexpired term.

 

ARTICLE V: OFFICERS

Section 1. Officers

The officers of the Organization shall include a Chairperson, Vice-Chairperson, Secretary, and Treasurer. Additional officers may be established as needed by the Board.

 

Section 2. Election and Term

Officers shall be elected by the Board from among its members at the annual meeting. Each officer shall serve a term of two (2) years and may be re-elected for additional terms.

 

Section 3. Duties of Officers

  • Chairperson: Presides over meetings, provides leadership, and ensures the Board fulfills its responsibilities.

  • Vice-Chairperson: Assists the Chairperson and assumes their duties in their absence.

  • Secretary: Maintains meeting minutes, organizational records, and correspondence.

  • Treasurer: Oversees financial matters, prepares financial reports, and ensures proper financial controls are in place.

 

ARTICLE VI: COMMITTEES

Section 1. Standing Committees

The Board may establish standing committees as necessary to support the Organization’s mission. Examples include:

  • Finance Committee

  • Fundraising Committee

  • Program Development Committee

 

Section 2. Ad Hoc Committees
The Board may create ad hoc committees for specific tasks or projects.

 

Section 3. Committee Membership

Committee members may include Board members and other individuals with relevant expertise. Each committee shall be chaired by a Board member.

 

ARTICLE VII: FINANCIAL MANAGEMENT

Section 1. Fiscal Year

The fiscal year of the Organization shall begin on [insert date] and end on [insert date].

 

Section 2. Financial Records

The Treasurer shall ensure that accurate financial records are maintained and that annual financial statements are prepared and reviewed.

Section 3. Budget

The Board shall approve an annual budget to guide the Organization’s financial activities.

 

Section 4. Donations and Fundraising

The Organization may solicit and accept donations, grants, and other contributions to support its mission. All funds shall be used in accordance with the Organization’s tax-exempt purpose.

 

Section 5. Audits

The Board may authorize an independent financial audit or review as needed to ensure transparency and accountability.

 

ARTICLE VIII: CONFLICT OF INTEREST

Section 1. Policy

Board members and officers must disclose any potential conflicts of interest and abstain from voting on matters where a conflict exists.

 

Section 2. Annual Disclosure

All Board members shall sign an annual conflict of interest disclosure form.

 

ARTICLE IX: AMENDMENTS

Section 1. Amendments to Bylaws

These bylaws may be amended by a two-thirds (2/3) vote of the Board members present at a meeting where a quorum is established. Proposed amendments must be presented in writing at least seven (7) days in advance of the meeting.

 

ARTICLE X: DISSOLUTION

Section 1. Dissolution

Upon dissolution of the Organization, any remaining assets shall be distributed to another tax-exempt organization with a similar mission, in accordance with Section 508(c)(1)(A) and applicable state laws.

 

ARTICLE XI: MISCELLANEOUS

Section 1. Indemnification

The Organization shall indemnify its directors, officers, and employees to the fullest extent permitted by law.

Section 2. Governing Law

These bylaws shall be governed by the laws of the State of Missouri.

 

CERTIFICATION

These bylaws were adopted by the Board of Directors of Jehovah Saints Homeless Shelters on the 12/22/2024

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Chairperson: Michael Hopkins
 

Secretary: Johnathan Hopkins
 

Date: 12/22/2024

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