BEREAN BAPTIST CHURCH OF ORANGE PARK, FLORIDA, INC CONSTITUTION

PREAMBLE We, the members of Berean Baptist Church in orderly manner do here by establish the following principles by which we mutually agree to be governed in the affairs of our church. ARTICLE I--NAME The name of this organization as incorporated Baptist Church of Orange Park, Florida, Inc. under the laws of Florida, shall be Berean

ARTICLE II--PURPOSE The purpose of this local church shall be: A To carry out the great commission of Christ, as given in Matt. 28:19,20. B. To administer the ordinances of the New Testament; baptism and the Lord's Supper. C. To edify the saints of God through the preaching and teaching of the Word of God as set forth in the Articles of Faith of this church. D. Means of Promoting the Purpose: In order to fulfill these purposes, this church shall engage in activities and conduct services, evangelistic services, prayer meetings, youth activities, radio and television programs, a day school, a Sunday School, a bus ministry, missionary activities, nursing homes, a Bible institute, college, and/or seminary. ARTICLE III--ARTICLES OF FAITH 1. THE SCRIPTURES-We believe that the Bible is the Word of God; that it was written by men who were moved by the Holy Spirit so that their writings, were supernaturally and verbally inspired and free from error, as no other revelation of the will of God to man, and so are the supreme authority in all matters of faith and conduct. 2. THE TRUE GOD-We believe in one God, eternally existing in three persons, Father, Son and Holy Spirit. a. God the Father-We believe in God the Father, perfect in holiness, boundless in love, infinite in wisdom, measureless in power. We believe that he concerns Himself mercifully in the affairs of men, that He hears and answers prayers, and that He saves from sin and death all who come to Him through Jesus Christ, His son.

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b. God the Son-We believe in Jesus Christ, God the Son, pre-existent with the Father, begotten by the Holy Spirit and born of the virgin Mary; sinless in His nature and life, infallible in His teaching, making atonement for the sins of the world by His substitutionary death on the cross. We believe in His bodily resurrection, His ascension into Heaven, His perpetual intercession for His people and His glorious second advent according to promise. We believe that the promise of His second coming includes: first, ''The Blessed Hope" of the believer, namely, the personal, premillenial and pretribulation return of our Lord and Saviour, Jesus Christ, to rapture His church according to I Thess. 4: 13-18: Second, His return with His saints to set up His millennial reign. c. God the Holy Spirit-We believe in the deity and personality of the Holy Spirit. We believe that He came from God to convince and convict the world of sin, of righteousness and of judgment; and to regenerate, sanctify, indwell, comfort, and empower those who believe in Jesus Christ. 3. MAN-We believe that man was created in the image of God; that he sinned and thereby incurred not only physical death, but also that spiritual death which is separation from God. We believe that all human beings are born with a sinful nature, and in the case of those who reach moral responsibility, become sinners in thought and deed by choice. 4. SATAN-We believe in the reality and personality of Satan.

5. SALVATION-We believe that the Lord Jesus Christ died for our sins according to the Scriptures, as a representative and substitutionary sacrifice, and that all who by faith receive Him as their personal Saviour, are justified on the ground of His blood shed on Calvary and His resurrection from the dead and are born again of the Holy Spirit, and thereby become the children of God. 6. THE CHURCH-We believe in the visible local church which is a company of believers in Jesus Christ, baptized on a credible confession of faith, and associated for worship, word and fellowship. We believe that to these visible churches was committed for perpetual observance, two ordinances: the baptism of believers by immersion and the Lord's Supper. We believe that God has laid upon these churches the task of preaching the Gospel to every creature, and the edification of the individual members of the Body of Christ. 7. LAST THINGS-We believe in the bodily resurrection of all the dead, the saved to eternal life and blessedness in Heaven and the unsaved to eternal, conscious suffering and woe in Hell (John 5:29). 8. ASSURANCE-We believe in the eternal security of the believer. (John 10:27-29).

9. CHURCH AND STATE-We believe that every human being has direct relations with God, and is responsible to God alone in all matters of all faith; that each church is independent and autonomous, and must be free from any interference by any ecclesiastical or political authority; that, therefore, the church and state must be kept separate as having different functions, each fulfilling its duties free from the dictation of patronage of the other.

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10. CHRISTIAN LIVING-We believe that every saved person should manifest the Christ-life in a consistent walk in the Holy Spirit, fully and constantly yielding his members to the indwelling Christ, so that he may always, in life and word, show forth the praises of Him who has called him out of darkness into His marvelous light. We believe in a separated life for all believers as set forth in " Cor. 6:14-7:1, including separation from mixed marriages and worldly alliances, pleasures, methods of work, worldly societies, etc. ARTICLE IV-CHURCH COVENANT Having been led, as we believe by the Spirit of God, to receive the Lord Jesus Christ as our Saviour and, on the profession of our faith, having been baptized in the name of the Father, and of the Son, and of the Holy Spirit, we do now, in the presence of God, and this assembly, most solemnly and joyfully enter into covenant with one another as one body in Christ. We engage, therefore, by the aid of the Holy Spirit to walk together in Christian love; to strive for the advancement of this church, in knowledge, holiness, and comfort; to promote its prosperity and spirituality; to sustain its worship, ordinances, discipline, and doctrines; to contribute cheerfully and regularly to the support of the ministry, the expenses of the church, the relief of the poor, and the spread of the gospel through all nations through tithes and offerings. We also engage to maintain family and private devotions; to religiously educate our children; to seek the salvation of our kindred and acquaintances; to walk circumspectly in the world; to be just in our dealings, faithful in our engagements, and exemplary in our deportment; to avoid all tattling, backbiting, and excessive anger; to abstain from the sale of, and use of, intoxicating drinks as a beverage; to be zealous in our efforts to advance the Kingdom of our Saviour. We further engage to watch over one another in brotherly love; to remember one another in prayer; to aid one another in sickness and distress; to cultivate Christian sympathy in feeling and Christian courtesy in speech; to be slow to take offense, but always ready for reconciliation and mindful of the rules of our Saviour to secure it without delay. We moreover engage that when we remove from this place we will, as soon as possible, unite with some other church where we can carry out the spirit of this covenant and the principles of God's word. ARTICLE V--MEMBERSHIP SECTION 1--RECEPTION OF MEMBERS A. By Baptism, upon profession of their faith in Jesus Christ as Saviour and Lord and by accepting the Articles of Faith and the Church Covenant, upon baptism, be received in the membership. B. By Letter, from another Baptist church of like faith and practice. C. By statement, having already professed Jesus as Saviour and having been scripturally

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baptized (immersed), by another church of like faith and practice. D. By restoration, excluded members may be restored to membership on confession of their error and giving evidence of repentance. SECTION 2--PROCEDURE FOR MEMBERSHIP

Every candidate for admission to the church shall relate his or her Christian experience to the membership of the church for a vote. SECTION 3--DISMISSAl A. Death. 8. Transfer. A member leaving this church for good and proper reasons may be granted, by vote of the church, a letter of transfer to unite with another Baptist church of like faith and practice. C. Discipline. Discipline is that procedure including Christian teaching, training, admonition and rebuke, both private and public, with the view to helping the individual grow in grace, mature in the individual faith, break off from worldliness and live wholly for the Lord. At such time that a member shall refuse to receive such help it will be necessary for the church to exclude him from the membership. Section 1. Differences between individuals or sins not generally known, the wronged party shall follow Matt. 18:15-17. A person bringing a matter into the public or before the church before following this scripture shall be subject to rebuke. Section 2. Matters of formal accusation shall be: 1. Public sins or sins known by the church or the general public. 2. Holding and persistently propagating false doctrine. 3. Any failure to abide by the church covenant; such as failure to attend the three weekly services without reasonable excuse, failure to contribute to the church, failure to be reconciled to another member, etc. Section 3. Charges must be made in writing, Signed and presented to the church clerk. The church clerk shall give at least one week's notice in writing, with charges stated, to the accused member to appear at a designated meeting for a hearing. If the accused member fails to appear, the church may proceed. The accused may call to his aid another church member to speak for him. Section 4. A member formally accused is automatically released from any office or position, cannot speak at business meetings except at the hearing, and is deprived of his right of vote. FROM MEMBERSHIP

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Section 5. At the close of the hearing, the congregation shall vote, by ballot to determine if the accused is guilty. If the accused is found guilty he must be excluded even if he repents. Statement of exclusion, including reasons and admonitions, is to be presented to the excluded by mail. After time has elapsed and his repentance is proven to be genuine he may again apply for membership. Section 6. An excluded member can be received back into membership only after repentance and public confession of the sin(s) and following the constitutional procedure for being admitted.

ARTICLE VI--ORGANIZA TION

Section A. The government of this church is vested in the membership. Section B. The officers of this church shall be pastors and deacons. Section C. Pastor 1. The duties of the pastor shall be the spiritual oversight of the church. 2. The qualifications of the pastor are those given in I Tim. 3:1-7; Titus 1:5-9; and Acts 6:4. 3. The pastor shall have ex-officio representation in all organizations and committees. The pastor shall act as the Moderator in all meetings of the church unless the church is without a pastor, at which time the deacons will elect a chairman who shall preside. 4. The pastor shall be called for an indefinite term which shall terminate upon thirty days written notice by either the pastor or the church. 5. In the event the church is without a pastor the deacons shall act as a Pulpit Committee. Section D. Deacons 1. The duties of the deacons are to be servants to the pastor and the church. 2. The qualifications of the deacons are those found in Acts 6:1-7 and I Tim. 3:8-13. 3. The term of office for a deacon shall be three years at which time they may be re-elected if qualified. 4. The following officers shall be appointed by the Pastor: a. Church Clerk b. Church Treasurer c. Financial Secretary d. Head Usher

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Section E. Trustees 1. The deacons shall be the trustees of the corporation. ARTICLE VII--MEETINGS AND ELECTIONS Section A. Special business meetings may be called by the pastor, or the deacons (when the church is without a pastor) as necessary to conduct church business. Notice of the special meeting shall be given from the pulpit for (2) services. Section B. Those members (18) years old and over may vote. Any member who has been absent for (3) consecutive Sundays is not eligible to vote. Section C. (50%) of the voting membership shall constitute a quorum at any meeting. A (66%) majority of the voting members voting at a meeting shall be necessary to carry action except in the case of calling or dismissing a pastor, buying, selling or encumbering property, then (60%) of the voting members shall constitute a quorum with (75%) majority vote. Section D. Except where it is contrary to this Constitution, Roberts Rule of Order shall govern the conduct of the business meeting. ARTICLE VIII--AUXILIARY ORGANIZATIONS Section A. No auxiliary group shall organize without receiving authority from the church. ARTICLE IX--AMENDMENTS This Constitution may be amended at any regular business meeting, providing notice has been given of the anticipated amendment at (3) regular services of the church and also that the proposed changes have been conspicuously posted in the church (2) weeks in advance. ARTICLE X--DISSOLUTION In the event of dissolution of this organization, proceeds shall be used for a non-profit organization chosen by the membership that meets the requirements of the Internal Revenue Code Section 501 (c) 1943.

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Articles PARK

Incorporation

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28th b'att of June, 1988.

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CR2E022 (8-87)

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R CORPORRTION ARTICLE I. NAME. this

NOT FOR PROFIT

The name of ORANGE PARK, INC. ARTICLE I1.

corporation OF CORPORATE

is BEREAN NATURE.

BAPTIST

CHURCH

OF

STATEMENT

This is a non-profit corporation organized solely for charitable purposes pursuant to the Florida Corporations Not for Profit Law set forth in Part I of Chapter 617 of the Florida Statutes. ARTICLE III. GENERAL AND SPECIFIC PURPOSES.

A. The specific and primary purposes for which this corporation is formed and for which it shall be exclusively administered and operated are to receive, administer and expend the funds for charitable and educational purposes in connection with the following: 1. To carry out the given in Matthew 28:19, 20. 2. By promulgating great commission of Jesus Christ as

of the gospel of God

of our Lord Jesus Christ. as set forth in the King

3. To promote the will James version of the Bible. 4. holiness, world.

To strive for the advancement knowledge of the Word and in its ordinances of

of this testimony

church before

in the

5. To administer the baptism in the Lord's supper.

the New Testament;

6. To edify the saints of God through the preaching and teaching of the Word of God as set forth in the Articles of Faith of this Church. 7. To conduct ministries which may include, bl.lt are not limited to, wo)"'ship se)"'vices, evangelistic services, pl'~aye)'" meetings, youth activities, radio and television programs, a day school, Sunday school, bus ministry, missionary activities, nursing home, a Bible Institute College and/or Semina)"'y. 8. To prepa)"'e educational materials educational activities in suppo)"'tof the general corpot~ation. 9. To conth.\ct",nd sponsor similar programs. and purposes conduct of this and

fort..tms,ectures, l

seminars

10. To engage in any and all lawful activiti~~ to the foregoing purposes except as restricted herein.

incidentctl

In order to accomplish the foregoing charitable and educational purposes, this corporation shall also have the power to:

(d) Act as trustee related to the principal receive, hold, administer to such trust;

under any trust whose objects are objects of' the corporation, and to and expend funds and property subject

(e) Convey, e){change, lease, upon trust or otherwise dispose personal;

mort gage, e neunb er-, of all property,

transfer t"eal or

<f) Borrow money, contract debts debentures, and secure the payment obligations; and (g) Do all other acts administration of' the affairs the corporation.

and issue bonds, notes and of any performance of its

necessary or and attainment

expedient for the of the purposes of

Provided, however, that this corporation shall not, except to an insubstantial degree, engage in any activities 0"" exercise any powers that are not in furtherance of the primary purposes of this corporation. B. The purposes for which this corporation is organized are exclusively religious, charitable, scientific, literary and educational within the meaning of Section 501(c) (3) of the Internal Revenue Code of 1954 or the corresponding provision of any future United States Internal Revenue law. Notwithstanding any other provision of these Articles, this organization shall not carryon any other activities not permitted to be carried on by an organization exempt from federal income tax under Section 501 (c) (3) of the Internal Revenue Code of 1954 or the corresponding provision of any future United States Internal Revenue law. ARTICLE IV. TERM. is to have a perpetual e){istence.

This corporation ARTICLE V.

MEMBERSHIP.

A. Qualification of Members and Manner of Admission. Members shall consist of individuals who have accepted the Lord Jesus Christ as their personal Saviour and must be in complete agreement with the fundamentals of the Christian faith. B. Rights and Liabilities of Memb~rs. The members of this corporation shall have no right, title or interest whatsoever in its income, property or assets, nor shall any portion of 5u~h income, 'pl"operty or assets be distributed to any member on the dissolution or winding up of this ~orporation and shall not be subject to any assessments. ARTICLE VI. INCORPORATORS~ of the incorporator of this ~orporation

The name and address ar-e as follows:

Julian S~ Pinkston Suite 100 Marine Bank Building 401. Jul Ia Street Jacksonville, Florida 32202

offic~ for th~ transaction of th~ business of this corporation is to be located is the County of Clay with the address being 445~ Highway 17 South, Orange Park, Florida 32073. The name is: Julian S. Pinkston, P.A. Suite 100 Marine Bank Building ij04 Jul ia StY'eet Jacksonville, FloY'ida 32202 ARTICLE VIII. MANAGEMENT OF CORPORATE AFFAIRS. and address of this corporation's registered agent

A. BoaY'd of Trustees. The powers of the corporation shall be exercised, its properties controlled, and its affairs conducted by a Board of Trustees (which will consist of the Church's Board of Deacons and the PastoY'). The number of the Board of Trustees and Pastor of the corporation which compY'ise the management of the corporate affairs shall be six (&), provided however, that such a number may be changed by a by-law duly adopted but shall never be less than three (3), The first Board of Trustees, which for the purpose of organization consists also of the Pastor, shall hold office until the first meeting of members to be held in Orange Park, Florida, at which time an election of trustees shall be held. Trustees shall be elected at the first annual meeting and at all times thereafter shall serve for a term of one year until the annual meeting of members following the election of trustees and until the qualification of successors in office. The annual meeting shall be held on the first Monday in September of each year at the principal office of the corporation or at such other place or places as th. Board of Trustees and Pastor may designate from time to time by resolution. B. The affairs of the corporation are to be managed by the Pastor and Trustees (Deacons). The Pastor shall be elected by the membership for an indefinite teY'm and all other officers shall be elected at the annual business meeting of the membersh i p. The names and addresses of Trustees are as follows: Thomas Neal 17&4 Joe Wilbur Road Middleburg, Florida 320&8 of such first members of the Board

.James Wiles 4000 Baker Road Middleburg, Florida

320&8

----~

~im FriS~ '--2964 earn ell Road Middleburg, Florida Bob Hamilton 415 Gano Avenue Orange Park, Florida

~;;-T-i~;tt~
32068 ~n

..J Nort at. A lHHte Orange Park, Florida

32065

32073

Sie-;'~ 1062 Birchwood Drive Orange Park, Florida 32065

Th~ Board of Trustees shall elect the following officers: President, Vice President, Secretary, Treasurer and such other officers as the by-laws of the corporation may authorize. Thomas Neal, CJ~in~risbee,

---------- .----.~
Vice Preside~~)

President

.James Wiles, Bob Hamilton,

Treasurer Secretary

corporation may be made, altered, rescinded, .added to or new bylaws adopted, either by a resoluti6n of the Bo~~d of Di~ectors or by following the procedure set fo~th therefor in the by-laws. ARTICLE
X.

DEDICATION

OF ASSETS.

The property of this corporation is ir~evocably dedicated to charitable, Y'eligious, scientific, testing for public s~fety, liteY'aY'Yor educational purposes to organiz~tions which aY'e then exempt from federal tax under Section 501tc) (3) of the Internal Revenue Code of 1954, or corresponding _~rovisions of any subsequent federal tax laws, and to which contributions aY'e then deductible under Section 170(c) (2) of such Code or corresponding provisions of any subsequent fedeY'al tax laws. No part of the net income or assets of this corpoY'ation shall eveY' inuY'e to the benefit of ,any diY'ector, officer OY' membeY' theY'eof or to the benefit of any directoY', officer or member thereof or to the benefit of any private individual. ARTICLE
XI.

DISTRIBUTION

OF ASSETS.
"

Upon the dissolution or winding up of this corporation, its assets remaining after payment of all debts and liabilities of the corporation shall be distributed or tY'ansfeY'Y'ed only to an organization oY'ganized and operated exclusively for charitable, educational, religious or scientific purposes as shall at the time qualify as an exempt organization in Section 501 (c) (3) of the Internal Revenue Code of lq54 OY' corY'esponding provisions of any subsequent federal tax laws, as the Board of Directors shall determine. ARTICLE XII. AMENDMENT

OF ARTICLES

OF INCORPORATION.

Amendments to these AY'ticles of Incorpot.. at-1-4'H""j----m~.Iproposed by r-e solub Lo n adopted by the Board of ... PtrJ~_~:tcrs presented to a quorum of members for their vote. Ame en.s may be adopted by the vote of a two-thirds of the quorum of m=~bpr5 of the corporation. The undersigned, being the subscribing corpOt"'at on, i and inc lud i ng all subscribers of this corporation non-profit corporation under the has executed these Articles of
1988.

incorporator

of this

STATE OF FLORIDA COUNTY OF DUVAL undersigned to me well individual described in and instrument, and acknowledged to the same for the purposes therein
JULIAN S. PINKSTON,

BEFORE

ME, ~he

authority, personally appeared known and known to m~ to b~ the who executed the foregoing and before me that he executed pre s sed.
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19BB

WITNESS my hand and official seal this __ at Jacksonville, Duval County, Florida.

~?t:.~_ day
-

of June,

~--~~-~--Notary Public.

State of Florida