Final first quinquennial constituency session minutes september 26, 2010

POTOMAC CONFERENCE OF SEVENTH-DAY ADVENTISTS MINUTES OF THE FIRST QUINQUENNIAL CONSTITUENCY SESSION Takoma Academy Gymnasium, Takoma Park, MD September 26, 2010 10:00 a.m.

PRAYER

Opening prayer was offered by Corinne Rawlins, Potomac Conference Executive Committee member.

WELCOME

William Miller, President of Potomac Conference, and David Daniels, Principal of Takoma Academy welcomed all delegates and visitors to the First Quinquennial Constituency Session.

SPECIAL MUSIC

The Takoma Academy choir presented two vocal selections.

DEVOTIONAL

Dave Weigley, Columbia Union Conference President

PRAYER OF CONSECRATION

Neville Harcombe, Columbia Union Conference Secretary

FQCS 10-01 OFFICIAL CALL

QUORUM

The official call of the First Quinquennial Constituency Session of the Potomac Conference of Seventh-day Adventists was presented to the delegates by Jorge Ramirez, Vice President for Administration.

A quorum was met as follows: 741 church elected delegates authorized 600 church-elected delegates present 174 employee delegates authorized 115 employee delegates present 11 lay executive committee delegates authorized 11 lay executive committee delegates present 7 lay constitution & bylaws committee delegates authorized 4 lay constitution & bylaws committee delegates present 25 committee-voted delegates authorized 22 committee-voted delegates present

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FIRST QUINQUENNIAL CONSTITUENCY SESSION SEPTEMBER 26, 2010

5 Columbia Union/NAD delegates present A total of 752 authorized delegates were present (78.5%) of which 79.79% were church elected delegates, constituting a quorum.

FQCS 10-02 SEATING OF DELEGATES

VOTED, to seat the delegates of the First Quinquennial Constituency Session of the Potomac Conference of Seventh-day Adventists.

OPENING OF THE SESSION

William Miller, chair of the session, declared the session officially open.

FQCS 10-03 PARLIAMENTARIAN

VOTED, to authorize Walter Carson, Office of Legal Counsel, Columbia Union Conference of Seventhday Adventists, to serve as Parliamentarian for the First Quinquennial Constituency Session of the Potomac Conference of Seventh-day Adventists.

Dr. Carson gave a summary of parliamentary procedures to be used.

FQCS 10-04 PROCEDURAL GUIDELINES

FQCS 10-05 LEGAL NOTICE

FQCS 10-06 AGENDA FQCS 10-07 APPROVAL OF MINUTES: Potomac Conference Third Quadrennial Session, September 25, 2005 FQCS 10-08 PRESENTATION OF NEW CONGREGATIONS

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VOTED, to approve the procedural guidelines as printed on page 9 of the Session Book.

(Attachment A) VOTED, to waive the reading of the legal notices published in the July 1 and August 1, 2010 issues of the Columbia Union Visitor.

VOTED, to approve the Agenda as printed on pages 6 & 7 of the Session Book.

VOTED, to approve the September 25, 2005 minutes of the Third Quadrennial Constituency Session of the Potomac Conference of Seventh-day Adventists.

VOTED, to accept the following organized churches into the sisterhood of churches of the Potomac Conference of Seventh-day Adventists: Far West End – Richmond Cornerstone Glenmont Spanish Northern VA Ghanaian Washington Ethiopian Gaithersburg Brazilian Oxon Hill Spanish Bealeton Spanish 2

FIRST QUINQUENNIAL CONSTITUENCY SESSION SEPTEMBER 26, 2010

Chirilagua Spanish Roanoke Spanish Redeeming Grace Fellowship DC Spanish Damascus Spanish Leesburg Spanish PRESENTATION OF NEW COMPANIES

The following new Companies were recognized with a note of appreciation, encouragement and support: Centreville Spanish Culmore Spanish Dale City Spanish Deaf Evangelistic Adventist Fellowship Hopewell Spanish Martinsville Spanish Newport News Peninsula Korean Takoma Park Oromo West End Spanish Restoration Praise Center

PRESENTION OF NEW MISSION GROUPS

The following new Mission Groups were acknowledged and encouraged in their growth: Blackstone Spanish Charlottesville Spanish Light Bearers Mission Lynchburg Spanish Reston Spanish Stafford Spanish Tappahannock Spanish Woodstock Spanish

DEDICATORY PRAYER FOR NEW CONGREGATIONS

Seth Bardu, Treasurer for the Columbia Union, gave a special dedicatory prayer for the new congregations.

FQCS 10-09 ORGANIZING COMMITTEE REPORT, CONSTITUTION & BYLAWS COMMITTEE

VOTED, to invite the following individuals to serve on the Constitution & Bylaws Committee for the next quinquennium: Jorge Ramirez Neville Harcombe Angel Santiago-Pinto Willy Benzaquen Lloyd Dallas, Sr. Ruth Statelmajer Richard Christian William Jones Clinton Adams

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FIRST QUINQUENNIAL CONSTITUENCY SESSION SEPTEMBER 26, 2010

Lynda French Rod Lowe FQCS 10-10 PRESIDENT’S REPORT

FQCS 10-11 VICE PRESIDENT FOR ADMINISTRATION’S REPORT FQCS 10-12 AUDITOR’S REPORT: Potomac Conference, Potomac Conference Corporation, Potomac Adventist Book and Health Food Center, Shenandoah Valley Academy Takoma Academy

FQCS 10-13 VICE PRESIDENT FOR FINANCE’S REPORT

VOTED, to receive the report given by William Miller, Potomac Conference President, as presented.

VOTED, to receive the report given by Jorge Ramirez, Potomac Conference Vice President for Administration, as presented.

VOTED, to accept the Audited Statements of the Potomac Conference of Seventh-day Adventists and Potomac Conference Corporation of Seventhday Adventists, as of December 31, 2009, 2008, 2007, 2006 and 2005, as well as the Audited Special-Purpose Schedules of the Potomac Adventist Book and Health Food Center, a department of Potomac Conference of Seventh-day Adventists, as of January 31, 2010, 2009, 2008, 2007, 2006, and the Audited Financial Statements of both Shenandoah Valley Academy and Takoma Academy as of June 30, 2009, 2008, 2007, 2006 and 2005, as presented by Kim Westfall of the General Conference Auditing Service.

VOTED, to receive the report given by Steve Wilson, Potomac Conference Vice President For Finance, as presented.

FQCS 10-14 FIRST PARTIAL REPORT OF THE NOMINATING COMMITTEE, WILLIAM MILLER

VOTED, to invite William Miller to serve as Potomac Conference President for the next quinquennium.

FQCS 10-15 FIRST PARTIAL REPORT OF THE NOMINATING COMMITTEE, JORGE RAMIREZ

VOTED, to invite Jorge Ramirez to serve as Potomac Conference Vice President for Administration for the next quinquennium.

FQCS 10-16 FIRST PARTIAL REPORT OF THE NOMINATING COMMITTEE, STEPHEN WILSON

VOTED, to invite Stephen Wilson to serve as Potomac Conference Vice President for Finance for the next quinquennium.

LUNCH

Elder Ernest Castillo, Vice President of the North American Division gave the blessing for lunch.

SESSION RECONVENED

William Miller called the session back to order.

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FIRST QUINQUENNIAL CONSTITUENCY SESSION SEPTEMBER 26, 2010

FQCS 10-17 SECOND PARTIAL REPORT OF THE NOMINATING COMMITTEE, KEITH HALLAM

VOTED, to invite Keith Hallam to serve as Potomac Conference Vice President for Education for the next quinquennium.

FQCS 10-18 SECOND PARTIAL REPORT OF THE NOMINATING COMMITTEE, RAYMOND PICHETTE

VOTED, to invite Raymond Pichette to serve as Potomac Conference Vice President for Pastoral Ministries for the next quinquennium

FQCS 10-19 SECOND PARTIAL REPORT OF THE NOMINIATING COMMITTEE, DIRECTORS AND ASSOCIATES

VOTED, to invite the following individuals to serve as Potomac Conference Departmental Directors and Associates for the next quinquennium: Lisa Myaing Glen Altermatt Robert Banks Desiree Bryant Nancy Melashenko Mary Ann Sheffer Daryl Hevener Okemas Williams Jose Esposito Johanna PrestolDominguez Lynette Christ Frank Cox Hugo Chinchay Denny Grady Sherilyn O’Ffill

FQCS 10-20 CONSTITUTION & BYLAWS COMMITTEE RECOMMENDATION: Consolidation of Conference & Corporations

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Adventist Book Center, CEO Associate for Pastoral MinistriesEvangelism Associate for Pastoral MinistriesSouth Associate Superintendent for Education-North Associate Superintendent for Education-South Undertreasurer Associate Treasurer Associate Treasurer/Head Auditor Hispanic Ministries, Director Human Resource, Director Human Resource, Associate Director Information Technology, Director Planned Giving, Trust Services & Stewardship, Director Youth, Director Youth, Associate Director

VOTED, to approve the recommendation of the Constitution and Bylaws Committee to merge the Potomac Conference Corporation of Seventh-day Adventists, Potomac Conference of Seventh-day Adventist, District of Columbia Corporation of Seventh-day Adventists and Virginia Conference Agency of Seventh-day Adventists into the Potomac Conference Corporation of Seventh-day Adventists, and to direct the Executive Committee, the Board of Directors and Officers of each Corporation and Unincorporated Association to execute all agreements and documents necessary to complete the transfer, donation and merger by January 1, 2011, and to take all further steps necessary to conclude the transfer, donation and 5

FIRST QUINQUENNIAL CONSTITUENCY SESSION SEPTEMBER 26, 2010

merger, including the election of necessary corporate officers for the newly created corporation.

FQCS 10-21 CONSTITUTION & BYLAWS COMMITTEE RECOMMENDATION: Consolidation of Potomac Conference & Potomac Conference Corporation

FQCS 10-22 ADJOURNMENT OF POTOMAC CONFERENCE FIRST QUINQUENNIAL CONSTITUENCY SESSION FQCS 10-23 CONVENE DISTRICT OF COLUMBIA CORPORATION OF SEVENTH-DAY ADVENTISTS FIRST QUINQUENNIAL CONSTITUENCY SESSION FQCS 10-24 WAIVE READING OF LEGAL NOTICES IN COLUMBIA UNION VISITOR FQCS 10-25 CONSTITUTION & BYLAWS COMMITTEE RECOMMENDATION: Consolidation of District of Columbia Corporation & Potomac Conference Corporation

POTOMAC CONFERENCE

VOTED, to approve the recommendation of the Constitution and Bylaws Committee to merge the Potomac Conference of Seventh-day Adventists, into the Potomac Conference Corporation of Seventh-day Adventists, and to direct the Executive Committee, the Board of Directors and Officers of this Corporation and Unincorporated Association to execute all agreements and documents necessary to complete the transfer, donation and merger by January 1, 2011, and to take all further steps necessary to conclude the transfer, donation and merger, including the election of new corporate officers if necessary.

VOTED, to adjourn the First Quinquennial Constituency Session of the Potomac Conference of Seventh-day Adventists.

VOTED, to convene the First Quinquennial Constituency Session of the District of Columbia Corporation of Seventh-day Adventists.

VOTED, to waive the reading of the legal notices that appeared in the Columbia Union Visitor, July 1, 2010 and August 1, 2010.

VOTED, to approve the recommendation of the Constitution and Bylaws Committee to merge the District of Columbia Corporation of Seventh-day Adventists, into the Potomac Conference Corporation of Seventh-day Adventists, and to direct the Executive Committee, the Board of Directors and Officers of this Corporation to execute all agreements and documents necessary to complete the transfer, donation and merger by January 1, 2011, and to take all further steps necessary to conclude the transfer, donation and merger, including the election of new corporate officers if necessary.

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FQCS 10-26 ADJOURNMENT OF DISTRICT OF COLUMBIA CORPORATION OF SEVENTH-DAY ADVENTISTS FIRST QUINQUENNIAL CONSTITUENCY SESSION FQCS 10-27 CONVENE VIRGINIA CONFERENCE AGENCY OF SEVENTH-DAY ADVENTISTS INCORPORATED FIRST QUINQUENNIAL CONSTITUENCY SESSION FQCS 10-28 WAIVE READING OF LEGAL NOTICES IN COLUMBIA UNION VISITOR FQCS 10-29 CONSTITUTION & BYLAWS COMMITTEE RECOMMENDATION: Consolidation of Virginia Conference Agency Incorporated & Potomac Conference Corporation

FQCS 10-30 ADJOURNMENT OF VIRGINIA CONFEENCE AGENCY OF SEVENTH-DAY ADVENTISTS INCORPORATED FIRST QUINQUENNIEL CONSTITUENCY SESSION FQCS 10-31 CONVENE POTOMAC CONFERENCE CORPORATION OF SEVENTH-DAY ADVENTISTS FIRST QUINQUENNIAL CONSTITUENCY SESSION

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VOTED, to adjourn the First Quinquennial Constituency Session of the District of Columbia Corporation of Seventh-day Adventists.

VOTED, to convene the First Quinquennial Constituency Session of the Virginia Conference Agency of Seventh-day Adventists Incorporated.

VOTED, to waive the reading of the legal notices that appeared in the Columbia Union Visitor, July 1, 2010 and August 1, 2010.

VOTED, to approve the recommendation of the Constitution and Bylaws Committee to merge the Virginia Conference Agency of Seventh-day Adventists Incorporated, into the Potomac Conference Corporation of Seventh-day Adventists, and to direct the Executive Committee, the Board of Directors and Officers of this Corporation to execute all agreements and documents necessary to complete the transfer, donation and merger by January 1, 2011, and to take all further steps necessary to conclude the transfer, donation and merger, including the election of new corporate officers if necessary.

VOTED, to adjourn the First Quinquennial Constituency Session of the Virginia Conference Agency of Seventh-day Adventists Incorporated.

VOTED, to convene the First Quinquennial Constituency Session of the Potomac Conference Corporation of Seventh-day Adventists.

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FIRST QUINQUENNIAL CONSTITUENCY SESSION SEPTEMBER 26, 2010

FQCS 10-32 WAIVE READING OF LEGAL NOTICES IN COLUMBIA UNION VISITOR FQCS 10-33 CONSTITUTION & BYLAWS COMMITTEE RECOMMENDATION: Consolidation of Conference & Corporations

FQCS 10-34 CONSTITUTION & BYLAWS COMMITTEE RECOMMENDATION: Amended and Restated Bylaws of the Potomac Conference Corporation of Seventh-day Adventists

VOTED, to waive the reading of the legal notices that appeared in the Columbia Union Visitor, July 1, 2010 and August 1, 2010.

VOTED, to approve the recommendation of the Constitution and Bylaws Committee to accept the merger of Potomac Conference of Seventh-day Adventist, District of Columbia Corporation of Seventh-day Adventists and Virginia Conference Agency of Seventh-day Adventists into the Potomac Conference Corporation of Seventh-day Adventists, and to direct the Executive Committee, the Board of Directors and Officers of each Corporation and Unincorporated Association to execute all agreements and documents necessary to complete the transfer, donation and merger by January 1, 2011, and to take all further steps necessary to conclude the transfer, donation and merger, including the election of new corporate officers if necessary.

Motion, to approve the recommendation of the Constitution and Bylaws Committee to approve the new amended and restated bylaws of the Potomac Conference Corporation of Seventh-day Adventists as presented.

Amendment to the Motion to add "regular standing" to Article VIII, Section 1, lines 34 & 35, defeated.

Motion to vote on presented issues one-by-one, defeated.

Motion to approve the following statement to be added in Article 7, Section 2c: "Nominating committee shall nominate only positions that currently exist. They shall not create a new position."

VOTED, to approve the following statement to be added in Article 7, Section 2c: "Nominating committee shall nominate only positions that currently exist. They shall not create a new position."

Motion that the membership of the organizing committee and nominating committee be 50% female/lay, defeated.

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FIRST QUINQUENNIAL CONSTITUENCY SESSION SEPTEMBER 26, 2010

VOTED, to approve the recommendation of the Constitution and Bylaws committee to accept the new amended and restated bylaws of the Potomac Conference Corporation of Seventh-day Adventists as presented (Attachment B) and refer back to the Constitution and Bylaws Committee the following items:  add "regular standing" to Article VIII, Section 1, lines 34 & 35  membership of the organizing committee and nominating committee be 50% female/lay FQCS 10-35 CONSTITUTION & BYLAWS COMMITTEE RECOMMENDATIONS: Potomac Conference Corporation Board of Education Constitution FQCS 10-36 CONSTITUTION & BYLAWS COMMITTEE RECOMMENDATIONS: Shenandoah Valley Academy Constitution FQCS 10-37 CONSTITUTION & BYLAWS COMMITTEE RECOMMENDATIONS: Takoma Academy Constitution FQCS 10-38 APPROVAL OF MINUTES: Potomac Conference Corporation Third Quadrennial Constituency Session, District of Columbia Corporation Third Quadrennial Constituency Session, Virginia Conference Agency Third Quadrennial Constituency Session FQCS 10-39 THIRD PARTIAL REPORT OF THE NOMINATING COMMITTEE: POTOMAC CONFERENCE CORPORATION EXECUTIVE COMMITTEE

VOTED, to approve the recommendation of the Constitution and Bylaws committee to accept the Potomac Conference Corporation Board of Education Constitution as presented. (Attachment C) VOTED, to approve the recommendation of the Constitution and Bylaws committee to accept the Shenandoah Valley Academy Constitution as presented. (Attachment D)

VOTED, to approve the recommendation of the Constitution and Bylaws committee to accept the Takoma Academy Constitution as presented.

(Attachment E) VOTED, to approve the minutes of the Potomac Conference Corporation Third Quadrennial Constituency Session, District of Columbia Corporation Third Quadrennial Constituency Session and the Virginia Conference Agency Third Quadrennial Constituency Session held September 25, 2005, as presented.

VOTED, to invite the following individuals to serve on the Potomac Conference Corporation Executive Committee for the next quinquennium:

Ex Officio William Miller, Chair POTOMAC CONFERENCE

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FIRST QUINQUENNIAL CONSTITUENCY SESSION SEPTEMBER 26, 2010

Jorge Ramirez, Vice Chair and Secretary Steve Wilson Keith Hallam DC/MD John Wagner Steve Murphy Kermit Netteburg Karen Burke Carl Sobremisana Veena Alfred Jesse Nascemento Karen Seek DC Metro Hispanic Jose Esposito Juan Carlos Rodriguez Miguel Flores Carmen Martinez Raul Rodriguez Northern Virginia Kathy Mitchell Ron Gadsden Becky Newman Virginia Capital Jack Calkins Dan McManus Virginia South Central Lisa Braye Virginia Southwest Corinne Rawlins Virginia Tidewater Dave Dildy Virginia Valley Rick Labate Barbara Manspeaker

FQCS 10-40 FOURTH PARTIAL REPORT OF THE NOMINATING COMMITTEE: POTOMAC CONFERENCE CORPORATION BOARD OF EDUCATION

VOTED, to invite the following individuals to serve on the Potomac Conference Corporation Board of Education for the next quinquennium:

Ex Officio William Miller Jorge Ramirez, Chair Steve Wilson

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FIRST QUINQUENNIAL CONSTITUENCY SESSION SEPTEMBER 26, 2010

Keith Hallam Ham Canosa David Daniels Spencer Hannah Desiree Bryant (non-voting) Nancy Melashenko (non-voting) Church Employees Todd Coulter Daniel Darrikhuma Becky Durichek Wendy Pega Larry Rich Angie Weems Non-Church Employee Members Rodney Cartwright Tommie Melendez Susie Shurtz Audrey Sprinkle Gary Wilson

FQCS 10-41 FOURTH PARTIAL REPORT OF THE NOMINATING COMMITTEE: SHENANDOAH VALLEY ACADEMY BOARD OF TRUSTEES

VOTED, to invite the following individuals to serve on the Shenandoah Valley Academy Board of Trustees for the next quinquennium: Ex Officio William Miller, Chair Jorge Ramirez, Vice Chair Steve Wilson Keith Hallam Ham Canosa Spencer Hannah Jeff Twomley Church Employees Shane Anderson David Daniels Joe Fralick Bonita Shields David Vandevere Grant Wolters Non Church Employee Members Jim Callan Ron Davis Mike Dickerhoff Joanne Gentry

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FIRST QUINQUENNIAL CONSTITUENCY SESSION SEPTEMBER 26, 2010

Paul Griffin Patty McLennan Bill Strickland Duane Swanson Tony Williams

FQCS 10-42 FOURTH PARTIAL REPORT OF THE NOMINATING COMMITTEE: TAKOMA ACADEMY BOARD OF TRUSTEES

VOTED, to invite the following individuals to serve on the Takoma Academy Board of Trustees for the next quinquennium: Ex Officio William Miller, Chair Jorge Ramirez, Vice Chair Steve Wilson Keith Hallam David Daniels Weymouth Spence Ham Canosa Church Employees Karnik Doukmetzian Spencer Hannah Richard James Cavel Melbourne Wendy Pega Larry Rich Non Church Employee Members Rodney Cartwright Chris Lunsford Kim Malin Glenn Pedersen Juan Torres Ivy Vedamuthu Irving Westney Al Wood Marcel Wright Yekaterina Unnikumaran

FQCS 10-43 REMOVAL FROM SISTERHOOD OF CHURCHES: FIRST MIZO OF AMERICA FQCS 10-44 LAY VACANCIES ON COMFERENCE COMMITTEES

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VOTED, to remove the First Mizo of America church from the Sisterhood of Churches due to transferring to Chesapeake Conference.

VOTED, to ask each church board to submit to the Vice President for Administration 1 or 2 names that meet the qualifications for the appropriate 12

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committee. These would then be submitted to the Executive Committee for final approval to fill conference committee vacancies.

FQCS 10-45 EDUCATION IN THE GREATER WASHINGTON DC/METRO AREA

VOTED, to request the Columbia Union Conference Administration to consider the following action: Appoint a taskforce to: 1. Study the conflict that is caused by policies which limit school choice to the Adventist schools that are within the territory of the parents’ conference employment.

2. Assess the availability of Adventist schools in the metro area as it relates to demographic need and study the feasibility of establishing a cross-conference metro school district.

3. Develop an impact study with recommendations for each conference committee that participates in the metro school district.

4. Request that conference committees study the work of the taskforce and take action on the recommendations.

The information in this study will then be reported back to the local church.

CHALLENGE

A challenge to the delegation was presented by William Miller, Potomac Conference President.

DEDICATION OF OFFICERS, CONFERENCE STAFF, PASTORS AND TEACHERS

William Miller, Potomac Conference President, offered a dedicatory prayer on behalf of the officers, conference staff, pastors & teachers.

FQCS 10-46 ADJOURNMENT OF THE POTOMAC CONFERENCE CORPORATION OF SEVENTH-DAY ADVENTIST FIRST QUINQUENNIAL CONSTITUENCY SESSION

VOTED, to adjourn the First Quinquennial Constituency Session of the Potomac Conference Corporation of Seventh-day Adventists.

_________________________________________ William Miller, President

_________________________________________ Jorge Ramirez, Vice President for Administration POTOMAC CONFERENCE

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