CONSTITUTION & BY-LAWS

Life Church Gulf Breeze

Life Church Gulf Breeze, Inc. Founded, May 26, 2011

Articles of Incorporation & Constitution and By-Laws

Articles of Incorporation

FIRST: The name of the corporation is Life Church Gulf Breeze, Inc. will be doing business under the fictitious name of Life Church (Registration Filed# N11000005159.)

SECOND: The Corporation’s purposes are:
(a) Primarily to engage in the specific business of operating a church;
(b) To engage in the business of establishing and maintaining a church and to provide a place of public worship for the same in or near the city of Gulf Breeze, County of Santa Rosa, State of Florida, to establish, maintain and conduct schools for the religious instruction of the young, and to further other religious and charitable work, to sue and to be sued in its corporate name, to make contracts and to receive property by devise or bequest, subject to the laws regulating the transfer of property by will;
(c) To carry on any business whatsoever which this corporation may deem proper or convenient in connection with any of the foregoing purposes or otherwise, to borrow money, to lend money, to own real property, to own personal property, to lease property, to have and exercise all the powers conferred by the laws of the State of Florida upon Corporations formed under the laws pursuant to and under which this corporation is formed, as such laws are now in effect or may at any time hereafter be enacted or amended;
(d) To engage in any business related or unrelated to those described in clauses (a), (b), and (c) of this article SECOND and from time to time authorized or approved by the board of directors of this corporation;
(e) To act as partner or joint venture or any other legal capacity in any transaction; and
(f) To do business any where in the world.
The above purpose clauses shall not be limited by reference to or inference from one another, but each such purpose clause shall be construed as a separate statement conferring independent purposes and powers upon the corporation.

THIRD: The County on the State of Florida where the principal office for the transaction of the business of the corporation is located in the County of Santa Rosa, State of Florida.

FOURTH: The number of directors of the corporation is four.

FIFTH: This Corporation is organized pursuant to Florida Not for Profit Corporations section 617.1006, Florida Statutes and shall be non stock and no dividends or pecuniary profits shall be declared to the members thereof; and the private

property of the members thereof shall not be subject to the payment of any of the debts or other obligations of this corporation

Preamble

To the glory of God, Life Church Inc. is established to carry out the following four God ordained functions (Acts 2:42-47).

1. Teaching – to teach the Bible, the whole council of God, precept by precept and line upon line, to equip the saints for the work of the ministry. To build up the body of Christ; with the goal of attaining unity, knowledge of the Son of God, and the maturity that is measured by the fullness of Christ. This will be done in small group home settings, as well as a large weekly gathering.

2. Fellowship – to provide a means of developing meaningful friendship among believers: caring for and loving one another, warning, stimulating, and encouraging each other to lead simple and healthy spiritual lives centered on Jesus Christ.

3. Worship and Prayer – to provide for meaningful worship and prayer, while encouraging the worship of God to be a lifestyle. We will also worship by administering the ordinances of water baptism and the Lord’s Supper.

4. Outreach – to participate in service and evangelism in the local community and around the world. To encourage and train God’s people to have an effective influence and loving ministry in various contexts built upon Jesus Christ and the individual gifts He has given each of us.

I. Name

Constitution

The name of this Corporation is Life Church Gulf Breeze, Inc. Life Church Gulf Breeze, Inc. is a Florida Non-profit Religious Corporation. Life Church Gulf Breeze, Inc. shall have and may exercise all the powers permitted by the laws of the state of Florida for non-profit corporations.

This Corporation will be doing business as Life Church Gulf Breeze, Inc. Life Church Gulf Breeze has been formed as, and will operate as a local non- denominational church. This Corporation will be further referred to in this document as the “church”.

II. Business Location

The Church office is presently located at 101 Norwich, Gulf Breeze, Florida, 32561 and the Church meeting location is 800 Shoreline Drive, Gulf Breeze, Florida. The church shall have full power and authority to change the principle office from one location to another.

III. Purpose

The purpose of this church is to glorify God by obeying the Great Commandment (Matthew 22: 37-40), the Great Commission (Matthew 28:18-20), and becoming servant followers of Jesus Christ (Philippians 2:3-11). The process is designed to produce servant disciples of Jesus Christ. Therefore our vision is clear:

Loving God...
Loving Others...

And using our gifts to lead others to Christ!

In so doing, it is our desire to win men and women to faith in Jesus Christ as Lord and Savior; to increase Christian faithfulness “as good stewards of the manifold grace of God; (I Peter 4:10); to encourage individual Christians toward attaining

“the measure of the stature of the fullness of Christ” (Ephesians 4:13); to serve the community in every possible Christian way; and to send personnel and Christian influence throughout the world by gifts and prayers for missions.

IV. Articles of Faith

Life Church Gulf Breeze has been formed under the Lordship of Jesus Christ. Our heart is to be a gathering of believers that are a part of the church universal that operates under Jesus Christ who is head of the church. We desire to be led by the power of the Holy Spirit to fulfill the will and purpose of God the Father for our fellowship, and our part in the Church universal. At Life church it is our desire to teach the word of God verse by verse being a hub for ministry, giving people a platform to step out in faith and follow the Lords leading in their life. It is our desire to support each other in the ministries the Lord calls us to corporately and individually. We are not a denominational church, but not opposed to them. We recognize that Jesus is building His church, and that all born again believers make up His body on earth. We believe that only God’s love in Christ, by the Holy Spirit can bring about true fellowship among believers.

1. We believe there is one living and true God, eternally existing in three persons; the Father, the Son, and the Holy Spirit, equal in power and glory; that this triune God created all, upholds all, and governs all.

2. We believe in God, the Father, an infinite, personal Spirit, perfect in holiness, wisdom, power, and love; that He concerns Himself mercifully in the affairs of men; that He hears and answers prayer; and that He saves from sin and death all who come to Him through Jesus Christ.

3. We believe in Jesus Christ, God's only begotten Son, conceived by the Holy Spirit. We believe in His virgin birth, sinless life, miracles, and teachings; His substitutionary atoning death; bodily resurrection; ascension into heaven; perpetual intercession for His people; and personal, visible return to earth. We believe that He is one and the same as God. He was fully human and fully God.

4. We believe in the Holy Spirit, who came forth from the Father and Son to convict the world of sin, righteousness, and judgment and to regenerate, sanctify, and empower in ministry all who believe in Christ. We believe the Holy Spirit indwells every believer in Jesus Christ and that He is an abiding Helper, Teacher, and Guide. We believe that Jesus Christ baptizes the seeking believer with the Holy Spirit and power for service, either at the time of or subsequent to

regeneration, which is a separate work from the indwelling Spirit for salvation. We believe in the present ministry of the Holy Spirit and in the exercise of all biblical gifts of the Spirit as reflected through the fruit of that same Spirit.

5. We believe that all the Scriptures of the Old and New Testaments are the Word of God, fully inspired and without error in the original manuscripts, and that they are the infallible rule of faith and practice.

6. We believe all people are by nature separated from God and responsible for their own sin, but that salvation, redemption, and forgiveness are freely offered to all by the grace of our Lord Jesus Christ. When a person repents of sin and accepts Jesus Christ as his/her personal Lord and Savior, trusting Him to save, that person is immediately born again and sealed by the Holy Spirit, all of his/her sins are forgiven, and that person becomes a child of God, destined to spend eternity with the Lord.

7. We await the pre-tribulation rapture of the church, and we believe in the literal Second Coming of Christ with His saints to rule the earth, which will be personal and visible. This motivates us to holy living, heartfelt worship, committed service, diligent study of God's Word, regular fellowship, participation in adult baptism by immersion and Holy Communion.

8. We believe marriage is ordained by God as an institution between a man and a woman only; with the purpose of reflecting God’s heart for the Church’s relationship with His Son Jesus Christ; the Church being represented as the bride, and Jesus Christ represented as the Husband. Life Church does not recognize same sex marriage as a Biblical doctrine, therefore we do not support or officiate these marriages.

9. We adhere firmly to the biblical teaching of God's sovereignty and man's responsibility. We avoid any theological systems of belief that go beyond the written Word and thereby divide the body of Christ. Therefore we neither hold to Five-Point Calvinism, nor Arminianism.

10. We do not believe in "positive confession" (the faith movement belief that God can be commanded to heal or work miracles according to man's will); human prophecy that supersedes the Scriptures; the incorporation of humanistic and secular psychology into biblical teaching; the overemphasis of spiritual gifts and experiential signs and wonders to the exclusion of biblical teaching; or that true Christians can be demon-possessed.

11. We believe in the universal Church, in the living spiritual body, of which Christ is the head and all regenerated persons are members.

12. We believe the Lord Jesus Christ committed two ordinances to the Church: 1) baptism, and 2) the Lord's Supper. We believe in baptism by immersion and communion, both of which are open to all believers in Jesus Christ.

13. We believe in the laying on of hands for the sending out of pastors and missionaries, and with the anointing of oil by the elders for the healing of the sick.

14. We believe the only true basis of Christian fellowship is Christ's (agape) love, which is greater than differences we possess, and without which we have no right to claim ourselves Christians.

15. We believe worship of God should be spiritual; therefore, we remain flexible and yielded to the leading of the Holy Spirit to direct our worship.

16. We believe worship of God should be inspirational; therefore, we give great place to music in our worship.

17. We believe worship of God should be intelligent; therefore, our services are designed with great emphasis upon the teaching of the Word of God that He might instruct us on how He should be worshiped. We seek to teach the Word of God in such a way that its message can be applied to the individual's life, leading that person to a greater maturity in Christ. We teach both expositionally and topically.

18. We believe worship of God should be fruitful; therefore, we look for His love in our lives as the supreme manifestation that we have been truly worshiping Him.

19. We believe that the church government should be simplistic rather than a complex bureaucracy and we depend on the Holy Spirit to lead, rather than on fleshly promotion.

20. We believe that the Bible clearly delineates that spiritual gifts are for the edification of the body and that they are to be exercised in love. We believe that love is more important than the most spectacular gifts, and without love, all exercise of spiritual gifts is worthless. In our services, we focus on a personal relationship with God through worship, prayer, and the teaching of the Word of God. We do not practice speaking in tongues during worship or while a Bible study is in progress because we do not believe that the Holy Spirit would interrupt Himself. God is not the author of confusion. These gifts are encouraged in more intimate settings, e.g. afterglow services and small groups where their benefit can accomplish the purpose for which they have been given - the edification of the body of Christ.

V. Government

As stated in the nineteenth article of faith, we believe that church government should be simple. Jesus clearly told us that He would build His church (Matthew 16:18). Jesus is the head over all things to the church (Ephesians 1:22) and has been given all authority in heaven and in earth (Matthew 28:18) Therefore we simply seek to follow His leading by the Holy Spirit and the authority of the Word of God. We do not believe that we can “vote” the will of God; therefore we will submit to the Word of God and allow Him to govern our fellowship accordingly. The New Testament is clear that beyond the apostles, that elders were chosen to be the leaders of the local churches (Acts 11:30; 14:23; 15:2,4 6, 22-23; 16:4; 21:18; II Timothy 5:17; Titus 1:5; James 5:14; I Peter 5:1) Therefore under the authority of Jesus Christ, the Word of God, and the leading of the Holy Spirit, the Board of elders shall be the governing body of the church and shall conduct the business of the church.

VI. Nonprofit Status and Liquidation

This church is not organized for profit. Upon dissolution of this organization, all of it’s assets and property of every nature and description remaining after payment of all costs and expenses of such dissolution, shall be distributed to missionaries whom the church is, at that time, supporting; or if no longer supporting missionaries; the assets shall be distributed to another non-profit church or churches whose objectives are in harmony with those of this Corporation and whose doctrinal statements are harmonious with the Articles of faith of this corporation. Such organizations must be qualified for exemption under section 501(c) (3) of the Internal Revenue Code. None of the assets shall be distributed to any member, officer, or trustee of this Corporation.

VII. Amendment

This constitution and Bylaws may be amended provided the proposed amendment is with unanimous consensus of the elders of Life Church Gulf Breeze.

By-Laws
I. Church Membership

The scriptures include five qualifications necessary for a person to be recognized as a part of a local congregation:

1. Saved (Acts 2:47; 5:14)
2. Baptized (Acts 2:41; 10:47)
3. In doctrinal agreement on major issues (Gal 1:9)
4. Submissive to biblical leadership (I Thess 5:14; II Thess 3:4, 14; Heb 13:7, 24) 5. Morally pure (I Co 5:1-5, 13; II Co 7:1; I Thess 4:3)

We feel that we can not improve on membership into the universal church that includes all born again believers in Jesus Christ worldwide. Therefore we do not have a traditional church membership.

Anyone who meets these qualifications may at any time let the leadership of Life Church Gulf Breeze know that they consider Life Church Gulf Breeze to be their church home and plan to actively participate in ministry in this fellowship.

The entire local Church has a responsibility (and authority) in the two areas of maintaining doctrinal purity (II Co 11:4), and removing members from the fellowship (Matt 18:16-17; I Co 5:4-5; II Co 2; I Tim 5:17-20)

II. Church Officers

Section one: The qualifications of the pastor, elders, & deacons 15 qualifications of pastors / elders (I Timothy 3:1-7; Titus 1:6-9)

1. “Above reproach”
The adjective “blameless” (anepilempton) literally means “not to be taken upon.” This serves as a general description of the person’s life. No just cause for censure or criticism should be able to be proven against him. He should be “unrebukeable,” which is the same word (I Timothy 6:14).

2. “The husband of one wife”
Literally, this phrase reads “one-woman man” (mias gunaikos andra). Paul was dealing primarily with moral purity. There is nothing that builds a man’s reputation more significantly than being faithful to his wife.

3. “Temperate”
With this word (from the Greek nephalios), Paul was describing a man who had a clear focus on life. He is to be stable and steadfast, and his thinking is to clear, reflecting faith, hope, and love (I Thessalonians 5:8) He is to be alert.

4. “Self-controlled”

The Greek term (sophron) literally means to be “sound in mind.” ...to curb ones desires and impulses.

5. “Respectable”
The most descriptive use of the word for “respectable” (kosmios) appears in Paul’s letter to Titus when he urged slaves “to adorn {kosmeo} the doctrine of God our Savior in every respect” (Titus 2:10 NASB) To make the gospel attractive by the way ones life is lived.

6. “Hospitable”
Generally speaking, “being hospitable” refers to the way we use our material possessions – particularly the home one lives in and the food he eats.

7. “Able to teach”
Paul used (didaktikos), the basic Greek for “able to teach”, only twice in his letters. The second time he used it was (II Timothy 2:23-25) to describe how he should relate to those who disagreed with him. Those who have developed this character quality are able to communicate in a non-argumentative, non- defensive, and non-threatening way.

8. “Not given to drunkenness”
Paul is stating that a spiritual leader is not to be “addicted” to wine. He is never to overindulge or over drink (Proverbs 23:29-30), never to cause others to sin by using their freedom in Christ (Romans 14:21), and to never become addicted to anything, including food (proverbs 23:20-21)

9. “Not violent”
Leaders are to avoid having anger out of control – physically and verbally. Such a violent person (plektes) is literally a “bruiser,” one who is “ready with a blow,” a “pugnacious, contentious, quarrelsome person.”

10. “Gentle”
Being “gentle” is in contrast to being “violent.” The word here is (epieikes), describing a person who is “forbearing,” “equitable,” “fair,” and “reasonable.”

11. “Not quarrelsome”
This is a “peaceable” man who avoids debates and arguments.

12. “Not a lover of money”

Money is not evil, nor is it wrong to have money in abundance. An elder is not to be greedy, nor one who is striving after riches. He must model generosity and non-materialistic attitudes and actions to those he shepherds.

13. “Manage his own family well”
A well ordered family is a good test of a man’s maturity and ability to lead other Christians. A basic criterion for determining whether he is ready for a key leadership role in the church is how well he is functioning as a spiritual leader in his home.

14. “Not a recent convert”
He is not to be a “novice.” The Greek word (neophuton) is transliterated into English as “neophyte,” which means a “new plant.” There must be a season of growth and maturity in his life.

15. “A good reputation”
He must have a good reputation in the community. This means that he should have a good reputation among believers and non-believers alike.

Section two: The duties and role of the Pastor

a. A pastor is a shepherd of a local body of believers. The word pastor means shepherd. The pastor shall minister unto the Lord in regular personal worship and praise. He shall give himself to the ministry of the Word and prayer (Acts 6:4) and seek to walk uprightly before the Lord in his personal life. He shall seek the mind of God. The pastor shall be the teaching shepherd of the local church. He shall give considerable time to study of the Word and shall teach the scriptures to the others by precept and example (“sound doctrine” I Timothy 1:10; II Timothy 1:13; 4:3; Titus 1:9). His aim shall be to feed the flock, equip the saints for ministry, guard the church against the attack of the enemy, and to provide spiritual oversight and direction for the vision of God for the church.

b. The pastor’s method of leadership will be that provided by Jesus in Matthew 20:25-28, and the Apostle Paul in Philippians 2:3-11. The pastor’s role is to serve the congregation in the way God has equipped him to serve. He is to be in all things, an example to the believers (I Timothy).

c. The senior pastor shall be a member of the church board of elders and shall be the head of the board, as the husband is the head of a marriage. The senior pastor shall preside over all church board meetings. (I Timothy 5:17, 18)

d. The pastor shall be subject to accountability not only to God, but also to the elders through wise Biblical counsel, Bible study, prayer and regular fellowship. The pastor shall lead the congregation with the constant leadership, prayer, help and support of the elders. The pastor shall at all times lead with a plurality of godly elders. The pastor and elders shall lead the church together.

e. The senior pastor shall serve as the Pastor until his death, resignation, or disqualification. In the event of the death, resignation, or disqualification of the senior pastor Dale Waltman, the board of elders shall prayerfully elect a new pastor for the church with a unanimous consensus. This man will assume all responsibilities as senior pastor.

Section three: The duties and role of the Elders

a. The elders are to help the pastor lead and shepherd the congregation through overseeing, teaching, discipleship, admonishing, praying, and delegating.

b. The elders are to be involved in the decision making of the church. They are to prayerfully and biblically direct the congregation. The decision making of the church will be consensus of the board of elders. All elders have the responsibility by prayer to achieve unanimity on all major decisions. If a unanimous decision cannot be reached in the meeting, elders will wait and pray on the issue until the next scheduled meeting and visit the topic again in hopes for a unanimous decision.

c. The elders will help coordinate ministry and empowering others to work in ministry. The pastor (who is also an elder) and the elders provide direction for the church and the church vision, and are responsible for helping the pastor with equipping and empowering others to bring this vision to completion.

d. The board of elders will meet at least once a quarter (monthly preferred) at a time and place to be determined by the board, special meetings may be

called by the pastor if needed. Issues may be agreed upon, if possible, by email or text to the elder group between meetings.

e. The board of elders shall be no less than 3 (including the pastor) and no more than 7 (paid Life church staff elders must be outnumbered 2 to 1 by non paid church elders). The Apostles publicly recognized the elders. We have no apostolic authority today, therefore the senior pastor shall prayerfully appoint the first elder board, and then the elders from then on shall prayerfully appoint all other elders. Any appointment of an elder must be done by unanimous decision of all active elders.

f. The elders will be available to pray for the sick in the congregation when called upon (James 5:14)

g. Elders may continue to serve as elders so long as they remain biblically qualified and are actively engaged in providing leadership and shepherding to the church. An elder may resign from his responsibility at any time of his choosing (preferably in writing). The removal of an elder from his position requires a unanimous decision by all other elders.

Section four: The duties and role of the Deacons

The biblical data concerning deacons is somewhat limited, probably because the role of deacons was to be flexible so that a church could adapt to changes in its needs.

The role of a deacon is to serve in the places the leaders (elders) deem necessary (indicated by the meaning of the term “deacon” and by the example on the deacon prototype in Act 6)

Deacons are to be recommended by the congregation and confirmed by the elders (Acts 6)

The qualifications for deacons are found in (I Tim 3:8-12) Women also served as deaconesses (Romans 16:1; I Tim 3:11)

When the church leaders (elders) recognize a particular need to be filled by a deacon (example... care for the poor, facilities, youth or children’s ministry, hospital visitation), then the elders should look in the congregation for Spirit-filled men or women for those job(s). The elders should consider people who are

spiritually qualified and then publicly recognize them as deacons and / or deaconesses.

Section five: Church staff

The staff of the church shall consist of the senior pastor and other staff members determined by the elders. The senior pastor shall have the oversight of other staff members and shall have the authority to employ and dismiss staff members with the counsel of the elders.

The elders will determine the salaries and benefits of all staff members on a yearly basis to keep up with current inflation. The Church shall as able, make provision for an adequate pension plan for full-time pastors (I Co 9:7-14; I Tim 5:17-18)

Salaries for all staff including senior pastor shall be equal at hire (according to the funds available in the church budget): Full-time married head of household salary 70K, Part-time married head of household, or non head of household salary 35K, Full-time single salary 35K, Part-time single salary 17.5K.

III. Ordination

Men called to the pastoral ministry and who desire a local congregation are best ordained by their own congregation. It is the privilege of the local congregation to ordain its own pastors, elders, deacons and missionaries. Who could know with greater certainty the call of God upon the life of a man than his own congregation? This ordination process will be carried out by the elders of this congregation.

a. Principles of ordination

A candidate for ordination recognizes that only our Sovereign, Holy God can truly call and ordain His children for service in the ministry of the Gospel of Jesus Christ. The calling of a minister is not the result of a title; rather is the result of his calling. This calling is recognized as from the true and living God. It is man’s privilege and specifically the privilege of the elders of the local church of Jesus Christ to ratify the ordination of God when such is obviously placed upon a man’s life. The purpose of this article is to provide for the ordination rites of ministers of the Gospel of Life Church Gulf Breeze.

b. Qualifications for ordination

1. A candidate for ordination must be a Christian.

2. A candidate for ordination in this church must meet the qualifications outlined in scripture (I Timothy 3:1-13, Titus 1:5-9) and fully embrace the statement of faith of this church which is contained in this Constitution and By-laws.

3. The elders of this church must see satisfactory evidence of the call of God to the ministry in the life of the candidate (I Timothy 5:2).

c. Procedure of ordination

1. A candidate fulfilling the above qualifications, and upon their presentation to the board of elders of this church, will receive full consideration for ordination into the ministry of the Gospel of Jesus Christ by Life Church Gulf Breeze.

2. The elders of Life Church Gulf Breeze will meet with the candidate for review of his qualifications. Upon a unanimous approval of the board of elders, the candidate will be ordained as a minister of the Gospel with the right to perform ministerial functions in accordance with the laws of the land and the ordinances of God’s Holy Word with all prerogatives of such a calling and office. Following approval, the candidate will be ordained into the ministry at a special service held for that purpose.

IN WITNESS WHEREOF, the undersigned named incorporators and directors have executed theses articles, constitution, and by-laws.

_____________________________________________ President

______________________________________________ Vice-President

______________________________________________ Secretary

Board of Elders ______________________________________________ ______________________________________________ ______________________________________________ ______________________________________________

Paul A. Post James E. Smith Timothy J. Pernie W. Dale Waltman