Bylaws of

GOOD DEEDS MINISTRY INC.

(Antioch Missionary Baptist Church)

(Adopted and Revised January 29, 2019)

 

 

 

Article One - NAME

The name of this organization shall be Good Deeds Ministry Inc. (Antioch Missionary Baptist Church).

               

Article Two – PURPOSE AND MISSION

Purpose -  The purpose of Good Deeds Ministry Inc. (Antioch Missionary Baptist Church) is a Georgia nonprofit corporation under the umbrella of Antioch Missionary Baptist Church. Good Deeds Ministry Inc. is organized and shall be operated exclusively for religious, educational, and charitable purposes within the meaning of Section 501(c)(3) of the Internal Revenue Code. The specific purposes of the corporation shall include supporting and promoting humanitarian work among needy and homeless individuals of Carroll County, Georgia and beyond. In furtherance of such goals, the corporation may also from time to time support or make distributions to or for the use of organizations exempt at the time under Section 501 (c)(3) of the Internal Revenue Code.  Finally, the ministry shall provide spiritual guidance and counseling for family and individuals, youth and community outreach programs.

 

Mission – The mission of the Good Deeds Ministry Inc. (Antioch Missionary Baptist Church) is to minister to all mankind by way of providing services to the needy which include: shelter, food, and programs for youth.

 

Article Three – OFFICE LOCATION AND MAILING ADDRESS Office  

The principal office of the corporation shall be located at 2930 Newnan Road, Carrollton in Carroll County of Georgia. The mailing address of the corporation shall be: P.O. Box 1614, Carrollton, GA 30112.

 

Article Four – MEMBERSHIP

The Good Deeds Ministry is a non-membership Organization and shall not have any members.

 

Article Five – BOARD OF DIRECTORS 

Section 1. The number of selected Directors of the corporation shall be from nine (9) to fifteen (15), a range determined by the Board of Directors and may be fixed or changed by the same from time to time.

The term of office of the Directors shall be three (3) years. The terms shall be staged so that approximately one-third (1/3) of the membership of the Board of Directors shall be elected each year. 

At the conclusion of a term of service, a Director shall rotate off of the Board for one (1) year prior to being eligible to serve again.

 

Section 2. General Powers. The business and affairs of the corporation shall be managed by it Board of Directors, except as otherwise provided in the Articles of Incorporation or these bylaws. The President, Vice President or Treasure shall have the power to initiate the opening of the checking/saving account. However, dual signatures are required if the amount of cash disbursed goes over $1,000.00.

 

Article Six - Officers

Section 1.  Officers.  The officers of the Corporation shall be the President, the Vice President, the Secretary and the Treasurer.  The officers shall be elected by the Board of Directors from among the current Board Members.  The Offices of Secretary and Treasurer may be held by the same person.

Section 2.  The President shall be the chief executive officer of the Corporation and shall exercise the powers normally associated with such position.  The President shall serve as the Chair of the Board of Directors and preside at all meetings of the Board. 

Section 3.  The Vice President shall act as President in the absence or disability of the President. 

Section 4.  The Secretary shall keep records of the proceedings of the Board.  The Secretary shall also keep the archival records of the Corporation.

 Section 5.  The Treasurer shall have care and custody of all funds of the Corporation and shall cause financial reports to be prepared as required by the Board of Directors. The President shall act as Treasurer in the absence of disability of the Treasurer.

 Section 6.  Vacancies in the Board of Directors shall be filled by a majority vote of the remaining Directors from individuals nominated by the President.  Individuals so elected shall serve the unexpired portion of the term.

 

Article Seven - Meetings of the Board

Section 1.  The Annual Meeting of the Board of Directors shall be held during the month of December at such time and place established by the Board of Directors.  Election of Directors to the Board of Directors shall occur at the Annual Meeting.  Those elected to the Board of Directors shall take their place on the Board at the completion of the Annual Meeting.

Section 2. Regular monthly meetings on the second Sunday of each month.

 

Article Eight – Fiduciary Matters

Section 1. Indemnification. Each person who, as an officer or director of the Corporation, is made a party or is threatened to be made a party to or is otherwise involved in any action, suit or proceeding, whether civil, criminal or administrative, by reason of the fact that he or she is or was a director or officer of the Corporation, shall be indemnified and held harmless by the Corporation to the fullest extent authorized by Georgia law as the same exists or may hereafter be amended, against all expense, liability and loss, including but not limited to attorneys fees, judgments, fines, taxes or penalties, or amounts paid in settlement reasonably incurred or suffered by such indemnities in connection therewith, and such indemnification shall continue as to indemnitee who has ceased to be a director or officer and shall inure to the benefit of the indemnitee's estate, heirs and personal representatives.

  

Section 2. No person serving as a director or officer shall be indemnified by the Corporation in any instance in which he or she shall have been adjudged by final judicial decision to have engaged in intentional misconduct or a knowing violation of law or from or on account of any transaction with respect to which it was determined that such director or officer personally received a benefit in money, property or services to which the director or officer was not legally entitled.

 

 

Article Nine - Administrative and Financial Provisions 

Section 1.  The Corporation shall operate on a fiscal year beginning January 1st and ending December 31st.

Section 2.  The Corporation shall keep complete records of accounts and minutes of all meetings of the Board of Directors.  The minutes of all meetings shall be available for inspection by anyone at any reasonable time.

Section 3.  No loans shall be made by the Corporation to any Director or Officer of the Corporation. No part of the net earnings of the organization shall inure to the benefit of its directors, officers, or other persons except that the organization shall be authorized and empowered to pay reasonable compensation for services rendered and to make payments and distributions in furtherance of the express purposes of the organization

Section 4. The President will serve as executive director for grants received.

 

 

Article Ten - Amendment of these bylaws

Section 1.  These Bylaws may be amended by a vote of two-thirds of the Board of Directors at any meeting of the Board of Directors where the proposed amendment was included in the notice of the meeting.

 

Section 2. Severability. The invalidity of any provision of these bylaws shall not affect the other provisions hereof, and in such event these bylaws shall be construed in all respects as if such invalid provision were omitted.

 

Article Eleven - Dissolution

Section 1.  In the event that the Board of Directors determines for any reason to dissolve the Corporation, any residual assets, after provision for paying all obligations, shall be transferred to a 501 (C)(3) organization such as Antioch Missionary Baptist Church Ministries Clem Community, Inc. or a similar or successor organization.

 

 

KNOW ALL PERSONS BY THESE PRESENTS that the undersigned, President of the Corporation known as "Good Deeds Ministry Inc." does certify that the above and foregoing Bylaws were duly adopted by the Directors of said Corporation on the Twenty-ninth day of the month of January in the year Two Thousand and Nineteen and that they now constitute the Bylaws of said Corporation.

 

 

Attest:        ______________________________

                                              

                          Vincent Dortch, President