THE HOPE NETWORK By-Laws

THE HOPE NETWORK By-Laws

ARTICLE I – NAME

The name of the organization is: The Hope Network (THN).

ARTICLE II – PURPOSE

The Hope Network is a global community outreach organization with a threefold vision:

1. To provide direct street level interaction with those in need. This entails the provision of food, shelter related services, clothing and the essentials of life.

2. To provide operational support for front line agencies: gathering and distributing donations, supplying and supporting programs and services.

3. To create collaborative networks of inter-organizational cooperation through advocacy, eliminating waste and duplication, improving supportive systems that impact the lives of those in need.

ARTICLE III – ORGANIZATION GOVERNMENT

The Hope Network is under the direct governance of Seven Doves Ministry (herewith known as “The Elders”). As such, THN is subject to the by-laws of Seven Doves Ministry as well as the articles stated in this document. The President of Seven Doves Ministry will always have a seat on the THN Board of Directors (herewith known as “the Board”) under Article IX, Section 1(a) of this document. The Elders may veto or overrule a Board decision should it be deemed as contrary to the spirit and good faith of the By-laws of Seven Doves Ministry.

ARTICLE IV – THE ORGANIZATION GOVERNING BODY

The Government of the organization shall be vested in the Board. The Directors of the Board shall hold
the office for a one year term and shall be eligible to be re-elected.

ARTICLE V – MEMBERSHIP

The Chair of the Board shall be a member of the Governing Council of Seven Doves and shall be the liaison between the Board and the Elders. The Board shall consist of no less than THREE and no greater than SEVEN directors. The Board shall be responsible for:

1. Selecting the Executive Director and to support the him/her and assess his/her performance
2. Ensure adequate resources and manage resources effectively
3. Determine, monitor, and strengthen the organization’s program and services.
4. Enhance the organization’s public image
5. Ensure legal and ethical behavior and maintain accountability
6. Recruit and orient new board members and assess board performance

ARTICLE VI – DISPUTE RESOLUTION/DISCIPLINE

Section 1: Disagreements

The Chair of the meeting is responsible for maintaining order. On procedural questions, the Chair’s ruling is determinative and final.

The dispute or controversy shall be settled in faith and love and without delay. All parties are to endeavor in preserving the unity of THN, and if at any time they find themselves opposed to the fundamental doctrines and policies of THN, they will not seek to disrupt the organization, but will be expected to recuse themselves from the Board.

No director, no committee, nor any member of the organization may advise, recommend or vote that the name of any person whose actions are in question, shall be removed from the organization records until the above instruction has been carefully followed.

Any dispute or conflict between Board members as well as THN staff/volunteers that cannot be settled in the Board meeting shall be referred to an Executive Session of the Board (refer to Article VII, Section 3).

If the Executive Session fails to resolve the dispute or conflict, the matter will be referred to the Elders of Seven Doves. The Elders shall arrange a meeting with all parties concerned and after hearing both sides, shall make recommendations to resolve the dispute or conflict.

Section 2:

Discipline may be any of the following:

• Suspension from any office in the organization

• Suspension of voting privileges

• Suspension of participation; the duration of the Censure to be recommended by the Board

• Resignation of position

ARTICLE VII – MEETINGS

The Board will meet at least once a month; the dates to be set in advance by the Chair. The Chair may call any meetings he/she feels necessary. Only members and guests recognized by the Chair may speak at the meetings.

Guests may be invited to the meetings provided the Board has given prior approval. A request shall be brought before the Board either at a Board meeting or via correspondence/phone. A majority vote is required to approve the presence of a guest at a meeting. The Board shall determine the conditions and duration of the visit of the guest.

Section 1: Motions & Voting

Only members of the board who are present at the meeting may vote. Before an item can be voted, there must be a quorum as well as a motion and a second from a different member of the board. A quorum will consist of at least one-half-plus-one of the Board. The vote shall be passed with a majority vote. Motions must be clear and concise. Discussion may precede or follow the motion as per the discretion of the Chair. After discussion and motions, one of three things MUST happen:

• Vote: there can be a vote on the motion.

• Amendment: the motion may be amended (second required), discussion on the amendment may
follow and a vote taken on the amendment. If the amendment passes, the motion automatically
passes. If the amendment fails, the motion still stands and can be discussed until voted.

• Tabled: the motion can be tabled (second required). There can be no discussion on a motion

to table — a vote must be taken immediately. If the vote is to table, no further discussion can

take place on the motion. A date will be set at that time to bring the item back into the Agenda

for discussion.
Section 2: Attendance

Attendance of directors is mandatory. A board-attendance problem will be deemed to have occurred if any of the following conditions exist in regard to a board member’s attendance to board meetings:

• The member has two un-notified absences in a row (“un-notified” means the member did not
call ahead to a reasonable contact in the organization before the upcoming meeting to
indicate they would be gone from the upcoming meeting).

• The member has three notified absences in a row.

• The member misses one third of the total number of board meetings in a twelve-month period. If a board-attendance problem exists regarding a member, the Board Chair will promptly contact the member to discuss the problem. The member’s response will promptly be shared by the Chair with the entire Board at the next Board meeting. In that meeting, the Board will decide what actions to take regarding the Board member’s future membership on the Board. If the Board decides to terminate the Board member’s membership, termination will be conducted by the following procedure:

• The Chair will request a letter of resignation from the member to be received within the next two weeks.

• The Chair will also request the member to return any documents or materials that pertainto theBoard by dropping it off at a specified location over the next two weeks.

• The Board will vote regarding acceptance of the member’s resignation letter in the next Board meeting.

• The Board will promptly initiate a process to begin recruiting a new Board member.
Section 3: Common Order of Business

The following order may be changed at the discretion of the Chair.

1. Opening of meeting and prayer (Chair)
2. Approval of minutes of previous meeting (Secretary)
3. Reports and discussion from each Committee or program representative
4. Old business to be brought up (Chair)
5. Unfinished business from previous meetings
6. Motions that were tabled from previous meetings
7. New business – motions to be made for voting by the board (Chair)
8. Executive Session if necessary (Chair) – Definition below
9. Adjournment and closing prayer (Chair)

Executive sessions are for the purpose of discussing sensitive issues, such as personnel matters, outside the presence of non-board members. Minutes do not have to be kept of the executive sessions but the chair may report the discussion in general terms to non-board members.

Section 4: Record Keeping

Minutes, including those of committees, are to be kept in a notebook or a folder titled “Minutes,” organized by date of meeting. The approved minutes constitute the official record of Board meetings.

The following must be distributed to board members as noted:

At least one week before each board meeting:

• Agenda
• Information about issues for discussion, when appropriate
• Financial information
• Committee reports

At least one week before the board meeting at which it is discussed:

• Annual budget
• Audit report
• Strategic plan

After each board meeting (no later than one week):

• Minutes
• Notice of next meeting

Quarterly:

• Financial report

Regularly, when appropriate:

• Memo from executive director summarizing current activities, accomplishments, and needs
•Updated board policy changes
• Advance copies of publications, brochures, or promotional material
• Annual report

Section 5: Committees

A written Committee report shall be distributed to the Board members in advance of the meeting. A brief oral presentation may be given at the meeting.

ARTICLE VIII – ELECTION OF OFFICERS

Section 1: Time

The election of the Directors shall be held within four weeks of their anniversary date or upon vacancy of the seat. The Director is elected to a one year term and may be re-elected. The other active

Board members shall elect or re-elect the member/candidate.

Section 2: Procedure

The founding leader of the organization shall always be the President of the organization

(while he/she is alive).

Section 3: Directors

Membership on the Board (whose members are known as “directors”) shall be extended to those, who by virtue of their ministry, influence or place of service, and desire, have demonstrated the heart for helping the needy. These shall be nominated by the Directors and elected by the Board.

ARTICLE IX – FINANCES

Section 1: Financial Support/Banking Business

The method of organization support shall be through Fundraising and donations made to it or as it may receive. The banking business of the organization, or any part thereof, shall be transacted with such bank, trust company or other corporation carrying on a banking business as the Board may designate.

Section 2: Financial Year End

Unless otherwise ordered by the Board, the fiscal year end of the Corporation shall be the 31st day of December in each year.

Section 3: Financial Statements and Annual Budget

The Treasurer, together with an appointed Audit Committee, shall prepare the financial statements and the annual budget prior to the annual financial meeting of the Board each year and present it for approval by the Board.

ARTICLE X – AMENDMENTS

The by-laws may be amended to, discarded, or appended to at any regular meeting provided that the proposed amended has been publicly announced two weeks prior to the date of the meeting and by vote of majority (70% or more) from the Board members. If passed, the proposed changes will be presented to the Elders of Seven Doves for approval. If approved, the by-laws of THN will be updated with the new changes.

DUTIES OF OFFICERS AND BYLAWS

Section 1(a) – Duties of the President

The President is the chief administrative of the Seven Doves Ministry. She/he is responsible for the general overseeing of all aspects of both spiritual and financial operation of the organization. The President will preside at all Business Meetings of the organization, including THN Board meetings. She/he shall be an ex-officio member of all committees and/or departments.

Section 1(b) – Directors of the Board

The Board shall consist of not less than THREE and no more than SEVEN members who are committed to the service of the needy and disenfranchised. They are those whose hearts and lives are a living testimony affirming their love for the needy and disenfranchised and of their giving lifestyle and good works.

The duties are to include the support of the Executive Director and Committee leaders with counsel, assist in carrying out the work of the organization, and fund-raising. They are to endeavor in persevering in the unity of the organization, and if at any time they find themselves opposed to the fundamental doctrines and policies of this organization, they will not seek to disrupt its fellowship, but will quietly withdraw from its membership. The Directors of this organization are expected to be knowledgeable of its intent and current business, to work for its growth, and to promote its good name in the community and at large.

Section 1(c) – Executive Director

The Executive Director will be responsible for:

• Board Administration and Support – Supporting the operations and administration of the THN Board by advising and informing Board members, interfacing between Board and staff, and supporting the Board’s evaluation of Executive Director.
• Program, Product and Service Delivery – Overseeing the design, marketing, promotion, delivery and quality of programs, products and services

• Human Resource Management – Effectively managing the human resources of the organization according to authorized personnel policies and procedures that fully conform to current laws and regulations
• Community and Public Relations – Assuring the organization and its mission, programs, products and services are consistently presented in strong, positive image to relevant stakeholders and partners
• Fundraising (nonprofit-specific) – Oversee fundraising planning and implementation, including identifying resource requirements, researching funding sources, establishing strategies to approach funders, submitting proposals and administrating fundraising records and documentation.

Section 1(d) – Powers of the Board

Subject to limitations of federal and provincial law, all corporate powers of The Hope

Network shall be
exercised by, or under the authority, of the THN Board of Directors, which is under the

Governing Council of Seven Doves Ministry.

Section 1(e) – Treasurer

The treasurer shall receive all monies belonging to the organization and keep actual records of receipts and disbursements, banking issue donors’ receipts, prepare financial reports for Business Meetings or when called upon by the president. The treasurer makes disbursements only upon approval by the President and/or Board. Any transactions shall be either witnessed by a member of the Board and/or approved by signature of authorized member of the Board. His/her accounts shall be audited under the direction of the President and Board of Directors.

Section 1(f) – Duties of Secretary

The secretary shall prepare minutes for all Business Meetings, Board Meetings and the Administration as directed by the President and/or Administration. The secretary shall also be responsible for the preparation of the agenda for all meetings in consultation with the Chair of the Board, and to send out minutes and agenda as stipulated in Article VII and assist the President/Chair/Executive Director in any other clerical duties.

Section 2 – Waiver

Notwithstanding anything else contained herein, Membership or Directorship is given upon the strict
understanding that removal of such person as a Member or Director in accordance with the Constitution, or any other proceedings contained therein, shall not give such Person any cause for legal action against the Corporation, the Governing Council, any Officer, any Member or employee, and the acceptance of
membership shall constitute conclusive evidence of a waiver by the Member, Director, or employee, of all
rights of action, causes of action, and all claims and demands against the Corporation, its Members, the
Governing Council, Officers, and employees of the Corporation in relation to any of the actions or
proceedings or matters arising out of the Constitution or involving the Constitution on any matter
whatsoever, and this provision may be pleaded as complete estoppel in the event that such action is commenced in violation thereof.

Section 3 – Compensation

Board members do not receive compensation for their services and time as Board members.

Section 4 – Books and Records

The Board of Directors shall see that all necessary books and records of the Corporation required by the Bylaws of the Corporation or by any applicable statute or law are regularly and properly kept.

Section 5 – Dissolution

Upon dissolution of the corporation, the net assets remaining after payment of all debts shall be
transferred to Seven Doves Ministry.