ARTICLE I
Purpose
Moreover, the LMA is dedicated to upholding, preserving, and defending Lutheran Congregations who, in word and practice, uphold and support orthodox Lutheran theology as contained in the Old and New Testaments, the three Ecumenical Creeds, and all the articles of the Lutheran Confessions as contained in the Book of Concord.
Furthermore, the LMA promotes, upholds, preserves, and defends the rich liturgical heritage of Word and Sacrament ministry in the Evangelical Lutheran Church against encroaching worldly methods.
Membership in the Lutheran Mission Alliance (LMA) is classified in two categories; Congregations or Individual (Pastors or Laity).
ARTICLE II
Membership
A. Congregational Membership: Limited to Lutheran church bodies whose voter's assemblies adopt the Congregational Resolution (exhibit A). Furthermore, the Congregation shall elect one pastoral and one lay delegate to represent them at LMA meetings.
B. Individual Pastors or Laity Membership: Limited to those individual pastors or laity who sign an Individual Resolution (exhibit B).ARTICLE III
Meetings of the LMA
General Meetings The LMA shall meet twice yearly in general session to conduct the business of the LMA. Such meetings shall take place in May and November of each calendar year at a place and time determined by the Executive Committee.
Special Meetings: A special meeting of the Members may be called by a 3/4vote of the Executive Committee to conduct the business of the LMA.
Notice of Meetings: Notice of all meetings shall be given not less than 14 days nor more than 60 days prior to the date of such meeting to each Member by mail or electronic mail, at its/his address according to the records of the LMA, and all such notices shall state the time, place and purpose ofthe meeting. In addition, all meeting notices will be posted on the LMA web page no less than 30 days prior to the meeting. Unless otherwise amended, all meetings of the LMA shall be governed by Robert's Rules of Order.
Each Congregational Membership shall be entitled to one vote from its pastoral delegate and one vote from its lay delegate, on each matter properly submitted to the Membership for their consideration. Proxy voting shall not be allowed.ARTICLE IV
Membership Voting
Individual Members are not provided a vote in the assembly of the LMA. However, they are invited to speak at all membership meetings and they may serve as elected officers and committee members.
Quorum: The members present at all duly called meetings shall constitute a quorum for the transaction of business at any general or special meeting.
Officers shall be a Chairman, a Vice-Chairman, a Secretary, and a Treasurer. These officers shall comprise the Executive Committee.ARTICLE V
Officers
Each member of the Executive Committee shall be elected to a three-year term. In the event of a vacancy in any of the offices of the Executive Committee, the Executive Committee shall call for a special election to fill such vacancy.ARTICLE VI
Terms of Office
ARTICLE VII
Duties of Officers
Chairman: The Chairman shall preside at all meetings of the Members and the Executive Committee, sign the records thereof, and perform generally all the duties usually performed by chairmen of like organizations, and such other and further duties as shall be from time to time required of the office by the Membership.
Vice-Chairman: The Vice-Chairman shall perform all the duties of the Chairman in the absence, death, or disability of the Chairman. The Vice-Chairman shall perform all other duties as required of the office by the Chairman or the Membership. In case both the Chairman and Vice-Chairman are absent, or unable to perform their duties, the Secretary shall fill their duties.
Secretary: The Secretary shall keep the minutes of all the proceedings of the Members and the Executive Committee and make a proper record of same and generally shall perform such duties as may be required by the Executive Committee.
Treasurer: The Treasurer shall receive and have charge of all monies and securities allocated to the LMA and shall disburse, or otherwise deal with the same as shall be ordered by the Executive Committee. The Treasurer shall keep an accurate account of all monies received and disbursed on behalf of the LMA, and shall generally perform such duties as may be required by the Executive Committee. On the expiration of his term of office, the Treasurer shall relinquish to his successor or to the Executive Committee, all monies, accounting records, or property of the LMA in his possession.
Committees: The Executive Committee may create two classes of Committees, Standing Committees and Temporary Committees.ARTICLE VIII
Committees
A. Standing Committee: Those committees that have been approved by the membership, whose duties are in perpetuity, and whose membership have been selected by the Executive Committee. The Standing Committees are the Mission Committee, Doctrine Committee, Education Committee, Communications Committee, Legal Affairs Committee, and the Finance Committee.
B. Temporary Committee: Those committees that serve at the pleasure of the Executive Committee between Membership meetings for the purpose defined by the Executive Committee.Unless this Article IX is amended by a majority vote of the Members present at any meeting of the Members, the order of business at all Members' meetings shall be as follows:ARTICLE IX
Order of Business
1. Invocation/Opening Devotion
2. Reading and adoption of the minutes of the last preceding Members' meeting
3. Presentation and adoption of the Treasurer's Report.
4. Election of Officers
5. Reports of Executive Committee, Standing Committees, and Temporary Committees
6. Old business
7. New business
8. Closing Prayer and BenedictionEach person who is or was a director, officer, employee or agent of the Lutheran Mission Alliance, or is or was serving at the request of the Lutheran Mission Alliance as a director, officer, employee or agent shall be indemnified by the Lutheran Mission Alliance to the fullest extent that the Lutheran Mission Alliance is required or permitted to grant indemnification to such person under Texas law, as the same exists or may hereafter be amended. Reasonable expenses incurred by a director, officer, employee or agent of the Lutheran Mission Alliance who was, is or is threatened to be made a named defendant or respondent in a proceeding shall be paid or reimbursed by the Lutheran Mission Alliance, in advance of the final disposition of the proceeding, to the maximum extent permitted under Texas law, as the same exists or may hereafter be amended. The right to indemnification under this Article shall be a contract right. In the event of the death of any person having a right of indemnification under this Article, such right will inure to the benefit of his or her heirs, executors, administrators, and personal representatives. The rights under this Article will not be exclusive of any other right which any person may have or hereinafter acquires under any statute, bylaw, agreement, or otherwise.ARTICLE X
Indemnification
These By-Laws may be amended, supplemented, or repealed by a majority vote of the Members at any meeting specially called for that purpose or at any general meeting of the Members.ARTICLE XI
Amendments
ADOPTED this 16th day of May, 2008.
Secretary: Rev. A. J. Loeschman