Generally, the cases reported have demonstrated that churches that do not have governing documents, which are often called “bylaws” or other names, risk loss of control of their property, their assets, and their money. Of course, churches that have governing documents, whether they call them “bylaws” or something else, must maintain the documents so that the governing documents match the governing beliefs and governance techniques used by each generation of church leadership.
In Nation Ford Baptist Church v Davis, 2021-NCCOA-528 (NC App. 2021), in an employment dispute between the “Senior Pastor” and the “Elders,” even though the Defendant church employee admitted the matter was an “employment dispute,” the trial court did not dismiss the case. The appellate court affirmed the trial court’s refusal to dismiss and remanded for further proceedings. The trial court declined to dismiss because the “Senior Pastor” had a written employment agreement and the church had bylaws setting forth requirements for termination. But, the church was initially unable to prove which bylaws controlled: the original bylaws enacted by the church or the bylaws claimed to be in effect at the time of the termination. If the termination was not consistent with the set of bylaws to be held in effect in further proceedings, then the “Senior Pastor” might be entitled to damages. One of the sets of bylaws required termination by a congregational vote of 75% of the “members” and it was alleged no such congregational vote was taken.
The procedure to adopt new or amended bylaws should include meeting agendas, minutes reflecting action on agenda items, and a certification by the correctly identified official secretary of the church corporation, or other officer appropriate under law, that the bylaws are in effect. Thus certified, the certified bylaws should be in the church corporate records as recognized and recorded in the minutes of the corporation. This process should be repeatedly annually or bi-annually. The dispute over which documents are the governing documents may require only application of Neutral Principles of Law. If so, the Ministerial Exception nor the Ecclesiastical Abstention Doctrine are implicated in most courts.
Church Litigation Update 