Article I
The Board

1.01 Membership. The business and affairs of The Record shall be managed by an Editorial Board of nine persons nominated by the Board and affirmed by the Bishop with consent of the Diocesan Council. Individuals shall serve for staggered terms of three years. A priority shall be placed on fair representation of women, men, minorities, clergy and lay representatives, and Area Councils. No person shall be eligible to serve more than two consecutive three-year terms.

1.02. Vacancies. In the event of a vacancy on the Editorial Board, the Board shall make a nomination and the Bishop shall affirm the nominee who will fill the unexpired term.

1.03 Meetings. The Editorial Board shall meet not less than four times a year. Meetings may be held at such times and places as the majority of the Board may determine. A meeting of the Board may be called by the Bishop, the Chair of the Editorial Board or the Editor and shall be called by the Chair upon the written request of any two Board members. Meetings of the Editorial Board are open to any interested person in the Diocese. By a 2/3 vote of those present, the Board may close the meeting by going into Executive Session.

1.04 Notices. Ten (10) days written notice shall be given for any regular meeting of the Board and 24 hour telephone notice shall be given for any special meetings of the Board.

1.05 Quorum. A majority of the Editorial Board then in office constitutes a quorum for the transaction of business. The vote of a majority of Board members present at any meeting at which there is a quorum shall be the acts of the Board.

1.06 No member of the Board shall be compensated for acting as a member of the Board but the Board may, with the affirmative vote of a majority of its members, authorize the payment of reasonable expenses incurred by a Board member in attending Board meetings. This does not preclude the editor from utilizing a Board member for special assignments.

1.07 Resignation and Removal. A Board member shall hold office for the term for which she/he is appointed and until her/his successor is appointed, or until her/his resignation or removal. A Board member may resign by written notice to the Board. The resignation is effective upon its receipt by the Board or at a subsequent time specified in the notice of resignation. The Bishop, with the advice and consent of the Diocesan Council, may remove any Board member for cause, and absence from two successive Board meetings may be deemed cause.


Article II
Officers

2.01 The Board shall elect or appoint a Chair, a secretary and may appoint or elect a vice-chair, if needed. All officers must be members of the Board.

2.02 Term of Office. An officer shall hold office for a one year term in which she/he is elected or appointed. An officer may be re-elected for additional terms, but not to exceed three consecutive years. An officer may resign by written notice to the Board. A resignation is effective upon its receipt by the Board or at a subsequent time specified in the notice of resignation. An officer may be removed by the Board with or without cause.

2.03 Vacancies. The Board may fill any vacancies in any office occurring for whatever reason.

2.04 Authority. All officers, employees and agents of the Board shall have such authority and perform such duties in the conduct and management of the business and affairs of The Record as may be designated by the Board and these by-laws.

Article III
Duties of officers

3.01 Chair. The chair shall preside at all meetings of the Board at which she/he is present.

3.02 Vice Chair. The vice chair shall perform the duties of the chair in the event of her/his absence or disability and shall perform such other duties as the Board may from time to time prescribe.

3.03 Secretary. The Secretary shall attend all meetings of the Board and shall record the minutes of its proceedings. She/he will distribute these minutes to the entire Board, the Editor and the Bishop within a reasonable time after the meeting.

Article IV

4.01 Editor. The Editor shall be appointed by the Editorial Board and the Bishop in accordance with diocesan hiring procedures. She/he is in charge of the day to day affairs of The Record and is the executive in charge of all aspects of its publication. The Editor is responsible for recommending an annual budget for the publication of The Record and for operating within the approved budget. She/he shall see that all orders, directives and resolutions of the Board are carried out.

4.02 The Editor is accountable to the Editorial Board for editorial decisions, approach, functioning and operations. The Editor is accountable to the Bishop for his/her participation and interaction with diocesan staff and the larger diocesan household.