What We Believe

ARTICLE 1: NAME & LOCATION

 

The name of this Fellowship shall be Praise! Fellowship of Russell, PA, INC. 

 

The Fellowship is headquartered in and located at 7451 Market Street, Russell, PA 16345 (our principal office).

 

 

ARTICLE 2: PURPOSE

 

SECTION 1. Internal Revenue Code Section 501(c)(3) Purposes

This Corporation is organized exclusively for one or more of the purposes as specified in section 501(c) of

the Internal Revenue Code, including, for such purposes, the making of distributions to organizations that

qualify as exempt organizations under section 501 (c) of the Internal Revenue Code, or any corresponding

section of any future federal tax code.

The exempt purpose of this corporation is to function as a church Fellowship to foster the advancement of

the Christian religion. Praise! Fellowship has never filed to be treated as a tax-exempt organization under

501(c) (3), but is automatically treated as tax-exempt due to the class of the organization (church).

 

SECTION 2. Specific Purposes

This Corporation is established to be organized as a church/Fellowship to:

1. Provide a place for worshiping God our Father, Jesus His Son, and Holy Spirit.

2. Receive, hold, and distribute gifts, bequests, devises, and other funds for these purposes.

3. Do all things necessary to accomplish the purposes of the church as clearly depicted in

Matthew 28:19-20.

 

ARTICLE 3: AFFILIATION

 

While maintaining its inherent rights to govern its own affairs, Praise! Fellowship shall voluntarily

maintain a cooperative relationship with the Elim Fellowship Network of Affiliated Churches located in

Lima, NY. Praise! Fellowship also reserves the right to network with other organizations of like faith as it

deems beneficial.

 

ARTICLE 4: STATEMENT OF FAITH

 

▪ We believe the Bible to be the inspired and only infallible, authoritative Word of God.

( 2 Tim. 3:16,17 )

▪ We believe in the triune Godhead as eternally existent in three persons: Father, Son & Holy Spirit.

( 2 Cor. 13:14 )

▪ We believe in the deity of Jesus Christ, in His virgin birth, in His sinless life, in His miracles, in His

death, in our atonement through His shed Blood, in His bodily resurrection, in His ascension to the

right hand of the Father, and in His present priestly ministry. ( 1 Tim. 3:16 ; Rom. 3:25,26 )

▪ We believe in evangelistic and missionary fervor and endeavor. ( Acts 1:8 ; Mark 16:15-18)

▪ We believe that for the salvation of lost and sinful man, regeneration by the Holy Spirit is absolutely

essential. We further believe in the keeping power of God. ( Heb. 9:22 ; Jude 24,25 )

▪ We believe in the Baptism in the Holy Spirit as on the day of Pentecost and in the continuing ministry

of the Holy Spirit as evidenced in charismatic gifts and ministries, and in the fruit of the Holy Spirit in

the life of the believer. ( Acts 2:4 ; Acts 10:46 ; Acts 19:6 ; Eph. 4:11 ;

1 Cor. 12:8-11 ; Gal. 5:22,23 )

▪ We believe in the resurrection of both the saved and the lost: they that are saved unto the resurrection

of eternal life and they that are lost unto the resurrection of eternal punishment.

( Jn. 5:28,29 ; Rev. 20:15 )

 

ARTICLE 5: MEMBERSHIP

 

SECTION 1. Class of Members

The membership of Praise! Fellowship shall be three (3) classes of membership:

(1) Elders serving on the Board of Elders (voting);

(2) Pastor(s) serving on the Pastoral Team (voting – but only when, and only during the defined portion

or duration of a Board of Elders meeting, are issued voting rights only for the duration, or portion of,

said meeting). Voting rights are issued as deemed necessary and/or appropriate by the Board of

Elders. The Board of Elders meeting notes will indicate the vote taken by the Elders to issue such

rights. The only exceptions are specific circumstances shown in other articles herein, with specific

reference to the Lead Pastor, in particular;

(3) Relational members of the Fellowship (non-voting), who have influence through personal engagement.

 

SECTION 2: Qualifications

We recognize all members of the Body of Christ “of like precious faith”. Praise! Fellowship does not have

a formal/official general membership. Rather we consider all those who identify Praise! Fellowship as

their home church to be a part of the Fellowship. This is a membership of the heart and is based on their

relationship in the family of Christ.

 

Praise! Fellowship’s relational guidelines include:

● a personal commitment to the Lordship of Jesus Christ in their life,

● agreement with the Church’s Statement of Faith,

● agreement to be governed by the Fellowship’s Constitution and By-laws, and

● involvement in and financial support of the vision, mission, and ministries of the Fellowship.

 

SECTION 3: Voting Rights/Length of Terms

No member of the Fellowship who is not on the Board of Elders or the Pastoral Team shall be entitled to

any voting rights. The Elders, Lead Pastor, officers, and deacons are all elected indefinitely or for a term of

years by the Board of Elders and not by the Fellowship’s congregation.

 

SECTION 4: Resignation

Any person on the Board of Elders or the Pastoral Team may withdraw from Praise! Fellowship after

fulfilling all reasonable obligations to it, by giving written notice of such intention to the Board of Elders

and Pastoral Team.

 

SECTION 5: Termination

Any person on the Pastoral Team or Board of Elders who shall willfully absent themselves from the regular

services of the Fellowship for a period of three (3) consecutive months may be terminated from their

position upon the decision of the Board of Elders. Reinstatement of said leader would be determined by a

(2/3) two thirds vote of the Board of Elders (see also 8.4).

Unscriptural conduct or doctrinal departure from the Statement of Faith and the written standards and

practices held by this Fellowship shall be considered sufficient grounds upon which any person (Elder,

Pastor, Officer, employee, or relational member) may be removed from the Fellowship. Such discipline

shall be prayerfully administered by the Pastoral Team or Board of Elders according to scripture (Matthew

18:15-17; 1 Corinthians 5:1-5). Reinstatement of those members shall require a decision by the Lead

Pastor and the Elders and may be dependent upon rehabilitation, counseling, and/or restitution as deemed

necessary by the Pastoral Team or Board of Elders. Dismissed members may be restored to fellowship, in

the spirit of 2 Corinthians 2:7-8 and Galatians 6:1-2, when their attitude and lifestyle are again in

accordance with the qualifications for spiritually healthy community fellowship.

 

ARTICLE 6: OFFICERS

 

The Officers of Praise! Fellowship shall be member of Praise! Fellowship and shall consist of the President,

Vice President, Secretary, and Treasurer. The officers shall be selected by the Board of Elders. The Lead

Pastor of Praise! Fellowship shall serve as the President. The officers have authority to represent the

fellowship in all legal matters, matters associated with banking and any other matters appropriate to their

office.

 

ARTICLE 7: LEAD PASTOR

 

SECTION 7.1 Call of Lead Pastor

Praise! Fellowship finds its leadership under the Lord Jesus Christ and the Pastoral Team led by its Lead

Pastor. The Lead Pastor shall serve as the spiritual overseer of the Fellowship and shall be the supervisor

of all its activities.

 

SECTION 7.2 Term of Office

The Lead Pastor shall be called for an indefinite period unless a definite time is stipulated at the time of

being called.

 

SECTION 7.3 Function of Lead Pastor

The Lead Pastor shall be the President of the Corporation and shall be the chairman of all business

meetings of the Fellowship. This Pastor shall be an ex officio member of all committees and departments

including the Board of Elders. No person shall be invited to speak or minister in the fellowship without the

Lead Pastor’s knowledge and approval.

 

SECTION 7.4 Vacancy

When there is a vacancy in the office of Lead Pastor, the Board of Elders, acting in the capacity of a pulpit

committee, shall choose and assign a scripturally qualified minister to the office of Lead Pastor. Preference

will be given to those ministers in good standing, close relationship with Praise! Fellowship, or holding

credentials with Elim Fellowship.

 

SECTION 7.5 Resignation and Removal

The Lead Pastor may resign for any reason at any time. The Resignation shall be in writing and given to

the Board of Elders. The Lead Pastor shall be given a minimum of two months regular or average

remuneration as severance pay, except in the case of moral turpitude. If the Lead Pastor has charges

brought against him, or his ministry ceases to be effective, the Board of Elders shall consider contacting

Elim Fellowship’s Council of Elders to assist in resolution of the matter. Elim Fellowship’s Council of

Elders has the authority to ask for the resignation of the Lead Pastor or to administer disciplinary action

and/or a plan of restoration. The Board of Elders shall have the authority to ask for the resignation of the

Lead Pastor after the process of mediation has been followed with Elim Fellowship’s Council of Elders.

 

SECTION 7.6 Transition Between Lead Pastors

The Board of Elders will temporarily assume or assign the responsibilities of the Lead Pastor or hire an

interim Pastor to fulfill those responsibilities as deemed necessary. The function and limits of the

leadership and/or interim pastor during the transition period shall include refraining from casting vision or

altering the philosophy of Praise! Fellowship to reflect his/their own views. The temporary leadership or

interim pastor shall not possess any other corporate powers granted to the Lead Pastor by these by-laws

without the unanimous approval of the Board of Elders.

 

ARTICLE 8: BOARD OF ELDERS

 

SECTION 8.1 Number

The number of Elders shall be no less than three (3) persons. The number of Elders may vary from time to

time as the Board of Elders determines. Collectively they shall be known as the Board of Elders and may

be referred to as the Elders.

 

SECTION 8.2 Powers

Subject to the provisions of the laws of Pennsylvania and any limitations in the Certificate of Incorporation

and this Constitution and By-laws, the activities and affairs of the Corporation shall be conducted, and

corporate powers shall be exercised by or under the direction of the Board of Elders. The Board of Elders

shall have a fiduciary obligation to the Corporation. The Board of Elders shall be the one and only Board,

and appointment to the Board shall immediately confer upon said individual the office of Elder so that such

individual may sit on this single board.

 

SECTION 8.3 Qualifications

Elders shall be persons who have attained the age of thirty (30) years. They shall also be regular attendees

of Praise! Fellowship. An Elder shall be a person so recommended and designated by the Board of Elders,

in conjunction with input from the Pastoral Team and from among the relational members of Praise!

Fellowship. They shall also meet any qualifications and pass through any process of recognition that may

be adopted from time to time by the Board of Elders. Careful consideration shall be given to the scriptural

qualifications for the Elders as given in 1 Timothy 3:2-7, Titus 1:5-8, and 1 Peter 5:1-11, James 5:14-15,

and Acts 20:28.

 

SECTION 8.4 Duties

The Elders shall be solely responsible for the spiritual oversight and direction of the church corporation

(and shall possess the power and authority in connection with the Corporation, not otherwise specifically

granted to others by the constitution and by-laws or specifically reserved by statute). All decisions of the

Elders will require a minimum (2/3) two-third majority affirmation of Elders (unless stated otherwise for

specific decisions). When a decision is made without unanimous affirmation, consultation with the Lead

Pastor (and/or Pastoral Team) may be considered, if, for any reason, all of the Elders cannot agree to

support the Elder Team’s decision.

 

SECTION 8.5 Election and Terms of Office

Election of Elders shall require a (2/3) majority affirmation of all Elders AND affirmation by the Lead

Pastor. Elders shall serve for a period of one, two, or three years and then have one (1) year sabbatical.

Elders may stay on voluntarily, beyond the individual Elder’s term of office, contingent upon the approval

of the Board of Elders.

 

 

SECTION 8.6 Resignation and Removal

An Elder may resign for any reason at any time. The Resignation shall be in writing and given to the Board

of Elders. If an Elder has charges brought against him, or fails to live according to the biblical standards, or

his ministry ceases to be effective, the Lead Pastor and the Board of Elders has the authority to ask for the

resignation of the Elder or to administer disciplinary action and/or a plan of restoration.

 

SECTION 8.7 Secretary (reference ARTICLE 6 OFFICERS)

The Secretary shall be elected by the Board of Elders from its membership. The secretary may serve

consecutive terms at the invitation of the Board of Elders. The Secretary shall oversee the keeping of

minutes of the official meetings of the Board of Elders and the annual and special communication meetings

of the fellowship. The Secretary shall make sure a record of voting leadership is kept and that any other

clerical work necessary to the proper discharge of the Secretary’s duties. The Secretary shall make

reasonable provision for the safekeeping of legal documents. Assistant secretaries, as may be necessary,

may be designated by and shall serve at the pleasure of the Secretary, from time to time.

 

SECTION 8.8 Treasurer (reference ARTICLE 6 OFFICERS)

The Treasurer shall be elected by the Board of Elders from its membership. The Treasurer may serve

consecutive terms at the invitation of the Board of Elders. The Treasurer will establish procedures to

protect the integrity of the financial policies established by the Board of Elders. Assistant treasurers, as

may be necessary, may be designated by and shall serve at the pleasure of the Treasurer, from time to time.

 

SECTION 8.9 Other Officers, Departments and Committees

The Lead Pastor and Board of Elders may elect or appoint other officers, deacons, agents, committees, and

employees as they shall deem necessary and desirable. They shall hold their offices for such terms and

have such authority and perform such duties as shall be determined by the Lead Pastor and Board of Elders.

Departments, committees and ministries may be established at any time by the Lead Pastor and Board of

Elders to meet the on-going needs of the Fellowship.

 

ARTICLE 9: COMMUNICATION MEETINGS OF THE FELLOWSHIP

 

SECTION 9.1 Regular Communication Meetings

There shall be at least one (annual) regular communication meeting of the Fellowship per year, at which

time the reports of officers, staff and ministry leaders shall be read. Presentation of officers, staff and/or

Elders shall take place. Due notice will be given on two Sundays prior to the date of the meeting.

 

SECTION 9.2 Special Communication Meetings

Special communication meetings of the Fellowship may be called, when deemed necessary, by the Board

of Elders. Due notice shall be given on two Sundays prior to the date of such a meeting.

 

 

SECTION 9.3 Recordkeeping

A formal record shall be made of all regular or special communication meetings and included as a part of

the official business record of the Fellowship. It shall be signed and dated by the Secretary.

 

ARTICLE 10: BOARD OF ELDERS MEETINGS

 

SECTION 10.1 Board of Elders

The Board of Elders shall meet regularly for the transaction of the business of the Fellowship.

 

SECTION 10.2 Quorums.

The necessary quorum for the transaction of business by the Board of Elders shall be the majority of the

Elders. Individuals attending by means of technology shall be deemed present for purposes of the quorum.

 

SECTION 10.3 Action

All decisions of the Board of Elders shall require a (2/3) majority affirmation of all Elders. If there are ever

less than three (3) Elders present, the Lead Pastor shall be given voting privileges to facilitate a decision.

Any action required by law to be taken at a meeting of the Elders may be taken without a meeting if a

consent in writing, setting forth the action to be taken, shall be signed by all of the Elders.

ARTICLE 11: PROPERTY

 

SECTION 11.1 Property Title, Purchases and Sales

All property, real or chattel, shall be purchased, taken, held, sold, transferred, or conveyed in the name of

the Fellowship. No part of the net earnings, properties or assets of the Corporation shall inure to the benefit

of, or be distributable to, its Members, Officers, Elders, or any other person except that the Corporation

shall be authorized and empowered to pay reasonable compensation for services rendered, and to make

payments in furtherance of the Corporation. No real property of the Corporation shall be sold, leased,

mortgaged, or otherwise alienated, unless it has been authorized by the Board of Elders.

No real property of the Fellowship valued at over five (5) times the latest approved budgeted anticipated

average weekly giving shall be purchased, sold, leased, mortgaged or otherwise disposed of or acquired

without discussion at a Regular Communication Meeting or at a Special Communication Meeting called by

the Board of Elders. A final written project estimate is required for such opportunities and must be

reviewed and approved, as necessary, as a part of this process.

 

 

SECTION 11.2 Dissolution

No part of the net earnings, properties or assets of the Corporation, on dissolution or otherwise, shall inure

to the benefit of any private person, individual, employee, relational member, or officer of this Corporation:

rather, on liquidation or dissolution, all properties and assets of this Corporation remaining after paying or

providing for all debts and obligations shall be distributed and paid over to such fund, foundation or

corporation (organized and operated for charitable, religious, or educational purposes and exempt under

section 501(c)(3) of the Internal Revenue Code) as the Board of Elders may designate.

 

 

ARTICLE 12: FINANCES

 

SECTION 12.1 Remuneration

The Lead Pastor and the employees of the Fellowship shall be given regular and adequate financial support

and severance, the amount and manner of which shall be determined by the Board of Elders. The financial

support shall be reviewed annually by the Board of Elders, with attention given to cost of living, job

performance, and the financial position (faithfulness and stewardship) of Praise! Fellowship.

 

 

SECTION 12.2 Solicitation

No person and/or department shall be allowed to solicit funds from the people of the Fellowship for any

reason without the consent of the Lead Pastor and/or Board of Elders.

 

 

SECTION 12.3 Accounting Year

Praise! Fellowship’s accounting year starts on April 1 of each year, ending March 31 the following

calendar year.

 

 

SECTION 12.4 Insurance

Praise! Fellowship shall purchase and maintain liability insurance.

 

 

SECTION 12.5 Indemnification

Praise! Fellowship shall consider individual requests for indemnification. made by the Board of Elders.

Indemnification decisions will be

 

 

SECTION 12.6 Conflict of Interest

All ministry representatives of Praise! Fellowship are required to make the Board of Elders aware of any

potential conflict(s) of interest and put the interest of Praise! Fellowship ahead of their personal interests.

 

 

ARTICLE 13: AMENDMENTS/AUTHORIZATION/APPROVAL

 

This Constitution and By-laws may be altered, amended, or repealed, and new constitution and by-laws

adopted if approved by the (2/3) affirmation of the Board of Elders. At least seven (7) day written advance

notice of a meeting to alter, amend or repeal this Constitution and By-laws shall be given to each member

of the Board of Elders.

 

 

This document is authorized and approved by the Praise Fellowship Board of Elders after discussion and

resolution on this ___ day of ___________, 2024.

 

 

James Apgar, Elder

Philip Hall, Elder

Dennis Atwater, Elder

Douglas Huckabone, Elder