ARTICLES OF INCORPORATION OF THE
Minnesota Baptist Association Minnesota Association of Baptist Churches ARTICLE I George H. Keith, T. R. Cressey, Amory Gale, John D. Pope, L. Palmer, A. H. Cavender, J. C. Hyde, J. D. Ford, E. Wescott, B. Wharton, G. W. Fuller, W. C. Shepard, J. B. Crooker, 0. Ayer, W. F. Bly, E. F. Gurney, A. P. Graves, A. M. Torbet; Samuel Burrett, W. C. Phillips, E. Stout and all persons who now are, or hereafter may become, members of the association hereby incorporated shall be and hereby are ordained, constituted and declared to be a corporation under the name “Minnesota Baptist Association” or “Minnesota Association of Baptist Churches.” ARTICLE II
This Corporation shall be composed of annual members only. Each recognized Baptist Church in the State of Minnesota in fellowship with the Association by church vote, application to, and acceptance by the State Association; and demonstrating support by contributing to the fellowship some tangible expression of support (e.g. financial contribution, work project, communication, etc.) during the fiscal year immediately preceding the annual meeting of the State Association shall be entitled to a basic representation of pastor and four (4) messengers for the first one hundred (100) members or less with one additional messenger for every additional one hundred members or the major fraction thereof. No person shall represent a church at the Annual Meeting of the Association who is not an immersed member of that Baptist Church. Each messenger shall continue to be a member of this corporation until the beginning of the annual meeting following the one to which he shall be appointed as a messenger.
ARTICLE III The object and purpose of this corporation shall be to glorify God by promoting a fellowship of local, independent Baptist churches that encourages planting of churches and provides mutual support for the strengthening of the churches. This shall be accomplished by: Encouraging active cooperation among Baptist churches of like precious faith for the purposes of edification, evangelism and church-planting both in Minnesota and around the world. Encouraging tangible assistance to local Baptist churches needing support as an expression of brotherly love . Encouraging our churches to avoid the natural tendencies towards compromise and worldliness, and to earnestly contend for the Faith against any heresy by carefully maintaining a walk of separation from the world and consecration unto God through Biblical preaching and sound doctrine.
Encouraging local churches to the prayerful and financial support of Pillsbury Baptist Bible College, as an extension ministry of local churches in this Association, in its endeavor to train succeeding generations with a missional vision and purpose, intent on raising up servants to work in the harvest fields of our Lord and Savior Jesus Christ. For the above purposes this corporation shall have full and complete power to acquire by purchase, gift, devise, or otherwise, to hold, use, sell, mortgage, lease, or convey any real, personal or mixed property whatsoever.
ARTICLE IV The officers and trustees for the first year of the corporation shall be as follows: President, Geo. H. Keith; Vice-Presidents, Samuel Dooley, J. D. Ford, J. B. Crooker, 0. Ayer; Secretary, John D. Pope; Treasurer, William Wakefield; Auditors, Erastus Wescott, Elijah Stout; Trustees, T. R. Cressey, A. H. Cavender, Isaac Andrus, W. C. Shepard, E. F. Gurney, H. C. Hazen, G. W. Fuller, B. Wharton, J. M. Winn, A. Gale, N. C. Gault, James Sulley, Geo. W. Prescott, J. C. Hyde, J. F. Wilcox.
ARTICLE V The officers of this corporation shall be a President, a Vice-President, a Recording Secretary, a Treasurer and a State Missionary. There shall also be twenty-one (21)Trustees. All officers of this corporation shall be trustees, ex-officio, and the Trustees of this corporation shall manage its affairs, and transact its business. (All pastors of churches in fellowship with the Association are welcome to attend Board of Trustee meetings without vote.) All officers, except the State Missionary, and all the Trustees, shall be elected by the corporation, by ballot, at its annual meeting, which meeting shall be held at such time and at such place as shall have been determined by said corporation at its next preceding annual meeting. All officers and trustees shall be members in good and regular standing in churches of the corporation meeting the standards of Article II above. Trustees of the board-at-large shall be elected for the term of three years, seven (7) trustees being elected annually, provided, however, of the twenty-one (21) trustees not more than two persons shall be chosen from any church having less than 500 members; and not more than three persons from any church having less than 1,000 members; and not more than four persons from any church having a membership of 1,000 or more. Trustees having served two complete consecutive terms shall be eligible for re-election only after the lapse of one year. The State Missionary shall be elected by the Board of Trustees for a term of three years, the election shall occur at their first regular meeting after the annual meeting of the corporation that precedes the expiration of the term. No person serving as missionary of the corporation shall be elected trustee, and a trustee who begins to receive state missionary aid shall continue in office only until the next following annual meeting of the corporation. This corporation may authorize its Trustees, for cause, to change the time and place of any Annual Meeting, provided due notice of such change shall be given.
The Trustees shall have the power to fill all vacancies caused by death, removal, neglect, or refusal to accept office, or by any other reason, the person thus chosen to continue in office, however, only until the next annual meeting of the corporation. ARTICLE VI
The principal place of transacting the business of the corporation shall be the home office within the boundaries of the State of Minnesota, which place shall be determined by the Board of Trustees. ARTICLE VII
The limit of indebtedness of this corporation shall be determined by the Board of Trustees and private property shall be exempt from liability for any corporate debts. ARTICLE VIII
All property belonging to this corporation shall be under the management and control of its Trustees, and property can be acquired and disposed of only by vote of its said Trustees. The expressed will and direction of the donors of any property given to the corporation shall always be sacredly regarded.
ARTICLE IX The terms of existence of this corporation are hereby extended, and the same shall be perpetual.
ARTICLE X This Corporation shall have power at any annual meeting thereof, to amend, or alter, its Articles of incorporation by a vote of two-thirds of the members present, provided a written notice of such proposed alteration or amendment, shall have been read to the Association and filed with the Recording Secretary thereof, at its next previous annual meeting.
ARTICLE XI WHEREAS there are four possible types of organizations for Baptist churches: namely, Conferences, Conventions, Associations, and Fellowships, we believe that local Baptist Churches working and fellowshipping together in Associations is the closest pattern to the New Testament practice and WHEREAS these local Baptist churches have operated as an Association of Baptist Churches, We declare that the name of this Association of Baptist Churches shall be the “Minnesota Baptist Association,” which is a restructured extension of its parent and original Baptist body of 1851, under territorial legislation (the said organization being the original and statutory predecessor of the Minnesota Baptist Convention) and “The Minnesota Association of Baptist Churches” (the statutory successor of the Minnesota Baptist Convention).
ARTICLE XII No part of the net earnings of the corporation shall inure to the benefit of, or be distributable to, its members, directors, officers, or other private persons, except that the corporation shall be authorized and empowered to pay reasonable compensation for services rendered.
No substantial part of the activities of the corporation shall be the carrying on of propaganda, or otherwise attempting, to influence legislation, and the corporation shall not participate in, or intervene in (including the publishing or distribution of statements) any political campaign on behalf of any candidate for public office. In the event of dissolution, any remaining assets shall be distributed to organizations organized and operated exclusively for charitable, educational or scientific purposes as shall at the time qualify as exempt organizations under Section 501(c)(3) of the internal Revenue Code of 1954.