BHA Bylaws

 Effective July 1, 2025

PRINTABLE VERSION

CONTENTS 

Article I   Name 

Article II   Purpose  

Article III   Fiscal Year  

Article IV   Duration  

Article V   Membership  

Article VI   Dues  

Article VII   Privileges of Membership  

Article VIII   Membership Meetings  

Article IX   Board of Trustees 

Article X   Nomination, Election and Qualifications of  the Board of Trustees  

Article XI   Pulpit  

Article XII   Committees 

Article XIII   Order of Business 

Article XIV   Parliamentary Practice 

Article XV   Amendments

  

ARTICLE I 

Name 

Section 1: The “ Congregation ” shall mean The Beacon Hebrew Alliance. It is referred to as "BHA" throughout this document.

Section 2: The “ Board ” shall mean the Board of Trustees of the Congregation, including the Officers.

Section 3: “ Trustee ” shall mean any individual member of the Board.

 

ARTICLE II  

Purposes 

The following are the purposes of BHA: 

• To maintain a Synagogue for Jewish worship and religious observance, informed by the principles and practices of a liberal interpretation of Conservative Judaism

• To provide instruction in religious Judaism and develop Jewish culture 

• To encourage social service, religious observances, and to develop the moral, mental, and physical welfare of its members

• To maintain a center for the cultivation of Jewish thought, action, and community

• To own, operate and maintain cemetery property for persons of the Jewish faith and family members, all pursuant to the rules and regulations of this organization

 

ARTICLE III  

Fiscal Year 

THE FISCAL YEAR of BHA is from July 1 through June 30. 

 

ARTICLE IV  

Duration 

As long as there are ten (10) members of the Jewish faith in good standing, BHA cannot be dissolved.

Should there be less than ten (10) members of the Jewish faith in good standing, the remaining members of the Jewish faith may elect to dissolve BHA. Should BHA be dissolved, following the satisfaction of all outstanding debts and obligations, the remaining assets of BHA shall be distributed to one (1) or more not-for-profit Jewish religious and/or educational organizations as identified by the membership at the time of dissolution. 

 

ARTICLE V  

Membership 

Section 1: Membership is open to anyone whose parent, spouse/partner, and/or child is of the Jewish faith and, at the discretion of the Board and the Rabbi, anyone who has a demonstrable interest in the Jewish faith .

Non-Jewish spouses/partners (Mishpuchah members) are fully welcomed and can participate in the life of the community with the exception of voting, service on the Ritual and Cemetery Committees and service on the Board.

Honorary membership is conferred upon the clergy of BHA and their spouses/partners, as well as other deserving persons of the community (as determined by the Board). Honorary membership does not confer voting privileges.

Section 2: Membership and honorary membership in BHA includes the dependent children (to age 26) of a member. These children are entitled to all membership benefits (other than voting and holding office). These children may serve on committees at the discretion of the Board.

Section 3: Application for membership is made in writing to the head of the Membership Committee and/or to the Secretary, who reports on each application to the Executive Committee for appropriate action. A majority vote of the Executive Committee is required to elect an applicant to membership. All applications shall be accompanied by a minimum of 25% of one year's dues.

Section 4: Membership may be revoked by a majority vote of the Board present at any regular or special meeting, for either of the following reasons:

a. Failure to pay dues or assessments for a period of two fiscal years or more.

b. Conduct that brings discredit upon the Congregation.

Membership can be reinstated by a new application for membership and a majority vote of the Board present at any regular or special meeting.

 

ARTICLE VI 

Dues 

Section 1: The annual membership dues are fixed by the Board at the beginning of each fiscal year, after allowing the congregation sixty (60) days to respond to any proposed changes. The Membership Committee in consultation with the Treasurer is authorized to decrease the amount of said minimum dues only in the event of the financial hardship of a member.

Section 2: Newly elected members are credited in the fiscal year following their election with the prorated amount of dues.

Section 3: Assessments can be made by the Board upon the vote of two-thirds of the Board present at any regular or special meeting.

Section 4: Members who fail to meet their financial obligations by February 1 of each fiscal year are considered delinquent and not in good standing. They are suspended from all rights and privileges of membership including the right to attend meetings and members-only events, the right to vote, and the right to serve on the Board or to serve as an officer. This suspension becomes effective after a 15-day period following written notice by email or first class mail of the delinquency and failure to cure such delinquency within that period. Upon paying all delinquencies, such members will be restored to good standing.

  

ARTICLE VII  

Privileges of Membership 

Except as provided in Section 1 of Article V, members in good standing have the following privileges:

1. To attend all meetings that are open to members and all functions of BHA.

2. To participate in and vote at membership meetings.

3. To hold office in BHA. 

4. To participate in worship at all public religious services in the Synagogue, subject to "Minhag Ha- Makom," the customs and practices of BHA.

5. To have use of the BHA Cemetery, in accordance with the rules and regulations of the BHA Cemetery Association.

 

ARTICLE VIII  

Membership meetings 

Section 1: The membership meeting for the purpose of electing Trustees is held annually, not less than thirty (30) days nor more than ninety (90) days before the start of the fiscal year.

Section 2: Annual and regular meetings of the membership are called by the President to conduct BHA business.

Section 3: Members are sent written notice at least ten (10) days before BHA annual and regular meetings.

Section 4: Special meetings of the BHA membership are called:

a. By the Board of Trustees on its own motion

b. or, by the President, if requested in writing by at least ten (10) qualified voting members.

The written request must state the reason for and the purpose of the meeting. If the President fails to issue a call for the special meeting within three (3) days after being requested to do so, any other elected Officer may issue the call.

Section 5: No business is to be transacted at a special meeting, except for the stated purpose. Notice of such special meetings shall be given to all members of the Congregation, sent not less than five (5) days prior to such meeting.

Section 6: Notification of all meetings may be by first-class mail, facsimile, or electronic mail. Notification is given when deposited in the United States mail with correct postage and addressed to the member’s address as it appears in the record of members, or when it is sent to the member’s fax number or email address as it appears in the record of members. Notification will be sent to a different address, fax number or email address upon the member’s request in writing to the Secretary. Notwithstanding the foregoing, notice shall not be deemed to have been given electronically if BHA is unable to deliver two consecutive notices to the member by facsimile or electronic mail or BHA otherwise becomes aware that notice cannot be delivered to the member by facsimile or electronic mail.

Section 7. At all membership meetings of BHA, regular and special, a quorum for the transaction of business consists of thirty (30) members eligible to vote, including Trustees and Officers present. A fewer number can adjourn the meeting to some future time, not less than six (6) nor more than twenty (20) days from the date of adjournment. The Secretary shall send a notice at least five (5) days before the rescheduled meeting date.

Section 8: The Board may determine, in its sole discretion, whether regular and special membership meetings shall be held solely in person, solely by electronic communication, e.g., by Zoom, or a combination (hybrid) of in-person and electronic communication. Members cannot vote by proxy except in the case of the proposed sale, lease or mortgage of BHA’s real property or BHA’s consolidation or merger with another religious organization of the Jewish faith. At the discretion of the Board, membership voting may be conducted via online ballots prior to membership meetings.   

 

ARTICLE IX 

Board of Trustees 

Section 1: Except as expressly provided herein, the Board will govern and control the affairs of BHA and will have all powers necessary for the administration and operation of the Synagogue, without conflicting with clergy's roles and responsibilities, including, but not limited to:

a) Management of the funds and other property of the Congregation;

b) Adoption and enforcement of appropriate procedures and regulations for the welfare of the Congregation;

c) Authority to fix fees for the use of the facilities of the building;

d) Authority to hire and remove all employees of the Congregation and to determine their salaries and periods of employment except as otherwise provided herein or by a resolution duly adopted by the Board, and except as provided by applicable law, e.g., Sections 5 and 200, NY Religious Corporations Law; 

e) Authority to make all determinations concerning the Officers, committees and the Congregation-affiliated organizations; and

f) Authority to determine the place of membership, corporate, and trustee meetings, including the authority to determine whether such meetings shall be conducted partially or solely by means of electronic communication.

Section 2: The Trustees will be elected by voting members of the Congregation. The Board for each term will be comprised of four Officers and three to nine Trustees. The size of the Board for each term will be established by the existing Board. The Board or the President may designate members of the Congregation to serve as ex-officio, non-voting members of the Board.  

The Board or the President may designate members of the Congregation to serve as ex-officio,  non-voting members of the Board. 

Section 3: The terms of office of the Board will coincide with the fiscal year of BHA.

Section 4: In the 2023 Board elections, the Board (Officers and Trustees) were elected for terms of one, two or three years so that terms would thereafter be staggered. In the 2024 and 2025 Board elections, newly-elected Officers and Trustees were elected for three-year terms, unless elected to serve for the remainder of a term. From and after the 2026 Board elections, (i) newly-elected Trustees shall serve for three-year terms, unless elected to serve for the remainder of a term, and (ii) the Officers shall be elected annually by the Trustees from among their number. The President must have been a member in good standing for at least two full years prior to assuming that office. Officers and Trustees may not serve more than six consecutive years in the same position.

Section 5: Any member of the Board may be removed by a vote of two-thirds of the remaining Board.

Section 6: Any vacancy on the Board will be filled promptly by a majority vote of the remaining members of the Board present at a meeting, until the next annual corporate meeting, at which meeting, the vacancy, in the case of Trustees, shall be filled for the unexpired term by a vote of the members of the Congregation eligible to vote. Members of the Congregation will be promptly notified of all vacancies on the Board and when such vacancies are filled.

Section 7: The Board will ensure that all Officers, members of the Board, and employees of the Synagogue are covered by a bond and/or Directors and Officers Insurance, the premium for which is to be paid by the Congregation.

Section 8: Except as otherwise required hereby or by law, no contract will be entered into on behalf of the Congregation without the approval of the Board, with final oversight by the President, or pursuant to rules approved by the Board. The approval of expenditures and the signing of checks shall be subject to procedures adopted by the Board.

Section 9: The Board will enact such policies, including conflict of interest policies, as may be required by law.

Section 10: The Board will establish rules for the issuance of checks and any documents to be signed by Officers of the Congregation.

Section 11: The Officers of the Congregation will be:

PRESIDENT: the President will: fulfill general Board member responsibilities; set the tone for the Board and its activities; create the agenda for the Board meetings, in consultation with other Board members; act as a spokesperson for the Congregation; ensure Board resolutions are carried out; oversee search for the Rabbi and Cantor, if required, and enter into contracts with them, as approved by the Board and the Congregation, as and to the extent required by law; ensure that employment arrangements with BHA staff are upheld; work with the Nominating Committee to recruit, and orient, new Board members; preside at all meetings of the Board; call special meetings if approved by the Board or in accordance with Article VIII, Section 4; facilitate or delegate facilitation for the Board meetings; maintain the leadership pipeline (in coordination with the Governance Committee and the Nominating Committee); understand and provide oversight of financial budgeting and fiduciary compliance; sign and provide oversight to contracts obligating the synagogue. 

VICE-PRESIDENT: the Vice-President will: fulfill general Board member responsibilities; work with the President to ensure that Board members are fulfilling their roles; oversee the functioning of committees, and work with the President to appoint committee membership and leadership; carry out special assignments as requested by the President; understand the responsibilities of the President and be able to perform these duties in the President’s absence.

TREASURER: the Treasurer will: fulfill general Board member responsibilities; understand financial accounting for nonprofit/religious organizations; serve as the chair of the Finance, Audit and Compliance Committee; manage, with the Finance, Audit and Compliance Committee, the Board’s review of and action related to the Board’s financial responsibilities; work with the President and accountant to track and monitor budget vs. actual and monitor the cash flow; help to problem-solve around fiduciary issues; be the first line of consultancy for managing money; work with the President and accountant to ensure regular reports to the Board with regard to the financial solvency of the Congregation; oversee the Congregation’s financial compliance such as tax filings and insurance; present the annual budget to the Board for approval as well as to the membership, at the regularly scheduled annual membership meetings; co-sign contracts obligating the synagogue at thresholds determined by the Board.

SECRETARY: the Secretary will: fulfill general Board member responsibilities; ensure the safety and accuracy of all Board records; take and circulate Board minutes; assume the responsibilities of the President in the absence of the President and Vice-President; provide notice of meetings of the Board and/or of a committee when such notice is required.

Section 12: The Board may determine, in its sole discretion, whether regular and special meetings of the Board shall be held solely in person, solely by electronic communication, e.g., by Zoom, or a combination (hybrid) of in-person and electronic communication. A majority of the Board (including Officers) shall constitute a quorum for the transaction of Board business. Actions of the Board and the Executive Committee may be approved by a majority of those present, except as otherwise required by law or in these by-laws. Trustees (including Officers) cannot vote at a meeting by email or be represented at a meeting by proxy; they must be present in person or electronically, e.g., by telephone or video communication in which all participants can hear and be heard. Actions of the Board and the Executive Committee without a meeting require unanimous written or electronic consent, i.e., by email or any electronic means.

Section 13: Any Officer may be removed from office by the affirmative vote of two-thirds of the Board members present at any regular or special meeting called for that purpose, for nonfeasance, malfeasance, or misfeasance; for conduct detrimental to the interests of the Congregation; for lack of sympathy with its objects and purposes; or for refusal to render reasonable assistance in carrying out its purposes. Any Officer proposed to be removed shall be entitled to at least five (5) days’ notice in writing by mail or email of the meeting of the Board at which such removal is to be voted upon and shall be entitled to appear before and be heard by the Board at such meeting.

 

ARTICLE X  

Nomination, Election and Qualifications of the Board of Trustees 

Section 1: The Nominating Committee consisting of three (3) members in good standing is selected by the President and approved by the Board and made public at least thirty (30) days prior to the membership meeting for the election of the Trustees.

Section 2: The Nominating Committee nominates Trustee candidates to be elected at a meeting of the membership for said purpose. The list of nominees will be presented to the President at least twenty (20) days before the election meeting of the membership with the assurance that the candidates are willing and able to accept the nomination. All nominees will be members in good standing for at least one (1) year prior to the annual meeting. 

Section 3: The list of nominees will be sent to each member of BHA together with the notice of the membership meeting for Trustee elections (in accordance with Article VIII, Section 6). Additional nominations for any Trustee position may be made in writing at least five (5) days before the election meeting to the President or Secretary of BHA. These additional nominations must include the assurance that the nominee is willing and able to serve. No nominations from the floor shall be made at the annual meeting unless:

a. there are no nominees for an open Trustee position

b. a candidate is unable to serve

Section 4: The vote for all elective positions is by secret ballot, to the extent practicable. At the discretion of the Board, membership voting may be conducted (i) via online ballots prior to membership meetings, (ii) in person at membership meetings, in which case each member must be present (in person or by electronic communication) to qualify to vote, or (iii) via absentee ballots in paper form.

Section 5: If the Board authorizes online ballots or absentee ballots in paper form, they shall be sent to all eligible members in good standing prior to the election, in accordance with Article VIII, Section 6, along with the list of nominees. In the case of absentee ballots made available in paper form, the ballots must be signed and dated; the printed name of the voter must also appear on the ballot near the signature; and the ballot must be returned to a member of the Nominating Committee in a sealed envelope prior to the time designated on the ballot. In the case of online ballots, to the extent practicable, there will be equivalent ways of identifying the voter, maintaining secrecy and requiring that the ballots are submitted before the end of the voting period.

Section 6: A member entitled to vote at any membership meeting may vote by proxy on any proposition to sell, mortgage or lease any of its property or for its consolidation with one or more other religious corporations of the Jewish faith.

 

ARTICLE XI  

Pulpit 

Section 1: The pulpit of BHA shall be occupied by an ordained rabbi approved by the Joint Commission of Rabbinic Placement of the Jewish Theological Seminary and/or other denominational or non-denominational Jewish seminary recognized by the Board, or a student enrolled in a rabbinic studies program affiliated with the Conservative Movement or other denominational or non-denominational Jewish seminary recognized by the Board. 

Section 2. The Rabbi shall be elected by the members of the Congregation eligible to vote at its annual meeting or at a special meeting called for that purpose, upon the recommendation of the Board of Trustees. Voting shall be conducted at or before the meeting as determined by the Board in accordance with Article VIII, Section 8.

Section 3. The Rabbi is responsible for implementing the religious objectives of BHA. The Rabbi enjoys freedom of the pulpit. When appropriate, the Rabbi consults with the Board, the Executive Committee or any special committee or committees for advice and guidance. The Rabbi is the Mara D'atra of the Congregation, assuming final responsibility for Halakhic responsibilities. A non-ordained rabbi must seek the Halakhic counsel of a denominational or non-denominational Jewish seminary recognized by the Board.

 

ARTICLE XII 

Committees 

Section 1: BHA will have two types of committees: Committees of the Board, and Committees of the Corporation.

Section 2: Committees of the Board, which include the Executive Committee (comprised of the four Officers of the Board) have the authority to bind or make decisions on behalf of the Board and must be comprised solely of voting Board members. Any binding decisions voted on by the Executive Committee must be unanimous.

Section 3: Committees of the Corporation are advisory to the Board and may include non-Board members and volunteers, as determined by the Board. Each Committee of the Corporation will have at least one member representative from the Board.

Section 4: Committees of the Corporation may include the following: Cemetery; Education; Events; Facilities; Finance, Audit and Compliance; Fundraising; Governance; Tikkun/Hesed; Hospitality; Membership; Nominating; and Ritual.

 

ARTICLE XIII  

Order of Business 

Section 1: The order of business at all BHA membership meetings is as follows, unless suspended by a vote of the majority present.

1. Reading of minutes 

2. Special business, if any, for which the meeting is convened 

3. Reports of Officers

4. Reports of standing committees 

5. Reports of special committees 

6. Old business 

7. New business 

 

ARTICLE XIV  

Parliamentary Practice 

Robert's Rules of Order are the standard for parliamentary procedure for BHA membership meetings (in the absence of any other rules governing this type of procedure). 

 

ARTICLE XV  

Amendments 

Section 1: The By-laws, or any portion thereof, may be amended in the following manner:

a. The proposal to amend or suspend one or more articles of these By-laws, or to introduce new articles to it, will be submitted in writing to the Executive Committee, signed by not less than ten (10) members in good standing of BHA. 

b. The Executive Committee will consider such a proposal at its next meeting

c. At the next regular or special membership meeting, the proposal shall be presented for consideration to the membership on the recommendation(s) of the Executive Committee.

d. Eligible voters who are present in person or electronically at a subsequent regular or special meeting will vote on it, or at the discretion of the Board, the vote may be conducted via online ballots with or without a subsequent meeting.

e. If two-thirds of the eligible voters present in person or electronically at a subsequent meeting or who submit online ballots favor the proposal, it shall be adopted.

Section 2: Those specific proposals for amendment or suspension which have been rejected by the membership of BHA may not be resubmitted for the consideration of the membership unless twelve (12) months have elapsed since the time of such rejection.

Section 3: These By-laws, when approved by the requisite number of eligible voters at a membership meeting or via online ballots, will become effective upon such approval, and the former By-laws and amendments will then be deemed repealed.