1. Proposal for a Single Governance Board UNITED CHURCH of Christ FALL BOARDS and EXECUTIVE COUNCIL Oct-Nov, 2008 Governance Follow-Up Team II (GFT II)

2. Where We Left Off Joint Boards – April 2008 Consensus emerged for single governance Consensus emerged for single governance One board unable to move forward due to size One board unable to move forward due to size Concerns about representation and healing in response to the Urgent Call Concerns about representation and healing in response to the Urgent Call

3. What Has Happened Since April GFT II established, representatives named GFT II established, representatives named Special HUGS Meeting – MN, June 2008, with majority and minority reports. Special HUGS Meeting – MN, June 2008, with majority and minority reports. Concerns & responses from Conferences, HUGS, Joshua Generation, and others were reviewed Concerns & responses from Conferences, HUGS, Joshua Generation, and others were reviewed GFT II meetings in July and September GFT II meetings in July and September

4. Executive Council Action Guiding the GFT II: Respond to concerns in document entitled the Urgent Call... Respond to concerns in document entitled the Urgent Call... consider the size of the proposed United Church Board, consider the size of the proposed United Church Board, explore role, function and authority of the Executive Committee... explore role, function and authority of the Executive Committee... take seriously the additional questions and concerns of Covenanted Ministry Boards, take seriously the additional questions and concerns of Covenanted Ministry Boards, bring, if possible, a new proposal to the meetings of the Boards and the Exec. Council... fall of 2008. bring, if possible, a new proposal to the meetings of the Boards and the Exec. Council... fall of 2008.

5. Reports Reviewed Include: HUGS Meeting: Majority, Minority Reports; 32 Concerns HUGS Meeting: Majority, Minority Reports; 32 Concerns Letter by 28 of the Council for Conference Ministers Letter by 28 of the Council for Conference Ministers Letter from Steve Camp Letter from Steve Camp Recommendations of 10 Conference Boards of Directors Recommendations of 10 Conference Boards of Directors Reports Delivered to the GFT II from CYYAM, MRSEJ Reports Delivered to the GFT II from CYYAM, MRSEJ Letters from Manz & Humphrey Letters from Manz & Humphrey Hidden History Articles and our own Sacred Conversations Hidden History Articles and our own Sacred Conversations Treasurers Report on GFT Costs and Possible Savings Treasurers Report on GFT Costs and Possible Savings Minutes of GFT I meetings Minutes of GFT I meetings

6. Summary of Concerns Changes to Historic Ways of Being Church Changes to Historic Ways of Being Church Checks & Balances Checks & Balances Moving Too Fast Moving Too Fast 2 or 3 HUGS Representatives (re: Ministry Teams) 2 or 3 HUGS Representatives (re: Ministry Teams) Size of Board Size of Board Executive Committee Executive Committee General Synod & Opportunities to Engage Mission broadly including local churches, conferences & ministry networks General Synod & Opportunities to Engage Mission broadly including local churches, conferences & ministry networks Legacy and Fiduciary Legacy and Fiduciary Healing Work Healing Work Why Didnt the GFT II Stop? Why Didnt the GFT II Stop?

7. CONCERN: Changing Historic Ways of Being Church RESPONSE: Our Historic Ways of Being Church Model Ongoing Change 1. Each predecessor body approached natl structure differently, changing and evolving significantly over the years 2. Many view the post 1957 structure as a congregational system, separating mission & and ecclesial structure

8. CONCERN: Changing Historic Ways of Being Church RESPONSE: Our Ways of Being Church Continue to Evolve 3. In 2000: After complete separation of ecclesial structure & mission - a hybrid structure emerged with growing relatedness: naming ministries of General Synod with autonomy & covenantal accountability Synod with autonomy & covenantal accountability 4. The proposal suggests further evolution: current ministries under a single governing body directly accountable to a General Synod of elected delegates from local churches appointed by each conference

9. CONCERN: Checks & Balances RESPONSE: General Synod, Collegium, Conferences United Church Board (UCB) far more accountable to General Synod than current autonomous, covenanted ministries United Church Board (UCB) far more accountable to General Synod than current autonomous, covenanted ministries Program remains under leadership of 4 officers serving as peers, implementing in program areas the strategic direction of the UCB in their own distinctive styles Program remains under leadership of 4 officers serving as peers, implementing in program areas the strategic direction of the UCB in their own distinctive styles Conferences provide formal checks through control of significant national income (OCWM); Conferences provide formal checks through control of significant national income (OCWM); (informally the Council of Conference Ministers, related to the UCB through their representatives, through a corporate leadership role)

10. CONCERN: Moving Too Fast Response:Current Structure Evaluation Started 5 years ago The 2000 structure was evaluated a few years into its life. In 2003 a Restructure Evaluation Oversight Committee conducted interviews & then reported to Exec Council in Oct 2004 on 3 concerns: The 2000 structure was evaluated a few years into its life. In 2003 a Restructure Evaluation Oversight Committee conducted interviews & then reported to Exec Council in Oct 2004 on 3 concerns: - difficulty of strategic planning across the Covenanted Ministries, - ambiguity about relationships among and accountability between EC & Boards - need for clarity and strengthening the role of the GMP

11. CONCERN: Healing Work Needed RESPONSE: The GFT II calls Executive Council to Create a Plan and a Process for Healing Hearing the concerns of all groups and upon careful discussion, including our own Sacred Conversations on race: The GFT II recommends that the Executive Council create a plan and process for this important reconciling work. Hearing the concerns of all groups and upon careful discussion, including our own Sacred Conversations on race: The GFT II recommends that the Executive Council create a plan and process for this important reconciling work.

12. CONCERN: 2 or 3 HUGS Representatives (re: Ministry Teams) RESPONSE: Concerns about representation and diversity have been discussed in a variety of ways There will be 2 representatives from each of the HUGS; moreover, there will also be racial ethnic persons on the board who are not the named representatives of the groups There will be 2 representatives from each of the HUGS; moreover, there will also be racial ethnic persons on the board who are not the named representatives of the groups Decisions of the UCB will be made transparently by the full board Decisions of the UCB will be made transparently by the full board (not separate ministry teams) The UCB must be 50% persons of color and women. The diversity of the board will be comprised not only of the groups, but those from conference leadership as well. The UCB must be 50% persons of color and women. The diversity of the board will be comprised not only of the groups, but those from conference leadership as well.

13. CONCERN: Size of the Board RESPONSE: 85-88 Considered a board of 70 responding to many conferences, boards of directors, and some of the Covenanted Ministry Boards Considered a board of 70 responding to many conferences, boards of directors, and some of the Covenanted Ministry Boards The GFT II balanced smaller size with concern for representation The GFT II balanced smaller size with concern for representation The proposed board size is 85; 3 at-large members can be added by the UCB should there be a need to ensure the full diversity of the church The proposed board size is 85; 3 at-large members can be added by the UCB should there be a need to ensure the full diversity of the church

14. CONCERN: Executive Committee Size and Representation RESPONSE: Young Adult and At-Large Provisions 16-19 members, at least one must be a young adult: (Note: Chair or Vice Chair of UCB and each ministry team must be a person of color): must be a person of color): Chair and Vice Chair of UCB Chair and Vice Chair of UCB Chair and Vice Chair of each Ministry Team Chair and Vice Chair of each Ministry Team Executive Ministers Executive Ministers General Minister & President General Minister & President Reps of Foundation, Pension Boards Reps of Foundation, Pension Boards Chair or Vice Chair of the Finance & Budget Comm Chair or Vice Chair of the Finance & Budget Comm 1 of the Conference Ministers serving on the board 1 of the Conference Ministers serving on the board Up to 3 at-large members may be added by UCB to assure diversity and expertise Up to 3 at-large members may be added by UCB to assure diversity and expertise

15. CONCERN: General Synod, Opportunities to Engage RESPONSE: Delegates Added, Opportunities Proposed 1. Additional delegates: 32 HUGS delegates, 4 from each HUGS group 32 HUGS delegates, 4 from each HUGS group 30 special delegate groups appointed by the UCB for each Synod 30 special delegate groups appointed by the UCB for each Synod 2. The proposal envisions expanding and increasing the participation of persons from across the church in ministry and mission of the national settings of the church

16. CONCERN: Historic Legacy and Fiduciary RESPONSE: Donor Intent will guide & be honored Historic, designated funds, and the donor intent of unrestricted funds will be honored Historic, designated funds, and the donor intent of unrestricted funds will be honored Global Ministries partnerships of the UCC with the Christian Church (Disciples of Christ) are affirmed Global Ministries partnerships of the UCC with the Christian Church (Disciples of Christ) are affirmed Two affirmative votes by not less than 85% of members present of the full board – with not less than 12 hours between are required to safeguard fiduciary decisions about draw rates or allocation of annual dollars from restricted and unrestricted endowment funds, and from being swayed by a vote of passion Two affirmative votes by not less than 85% of members present of the full board – with not less than 12 hours between are required to safeguard fiduciary decisions about draw rates or allocation of annual dollars from restricted and unrestricted endowment funds, and from being swayed by a vote of passion

17. CONCERN: Why Didnt GFT II Stop? RESPONSE: This is balanced with others asking for the process to continue The healing work of the Urgent Call is vital and needs a plan and process by the Executive Council to reach hurts more widespread than governance reflections The healing work of the Urgent Call is vital and needs a plan and process by the Executive Council to reach hurts more widespread than governance reflections Conferences, conference boards of directors, and Boards are urging nimble and sustainable governance so that we better engage all of the mission together Conferences, conference boards of directors, and Boards are urging nimble and sustainable governance so that we better engage all of the mission together Each of the boards affirmed moving forward in the spring, with one board having a concern about size Each of the boards affirmed moving forward in the spring, with one board having a concern about size Issues of size, representation, and diversity have all been raised and vetted Issues of size, representation, and diversity have all been raised and vetted

18. SUMMARY of the Proposal Good governance principles and expanded participation Good governance principles and expanded participation Board size is 85 with provision for 3 at-large members. 50% of the board must be persons of color and women. Board size is 85 with provision for 3 at-large members. 50% of the board must be persons of color and women. Executive Committee must have at least one member who is a young adult at time of election Executive Committee must have at least one member who is a young adult at time of election Four people from each of the HUGS added as delegates to General Synod Four people from each of the HUGS added as delegates to General Synod 30 delegates added by the UCB to bring more/expanded voices to Synod 30 delegates added by the UCB to bring more/expanded voices to Synod Chair or Vice Chair of UCB and Ministry Teams must be a person of color Chair or Vice Chair of UCB and Ministry Teams must be a person of color Two minority reports, primarily concerned about 2 instead of 3 reps to the ministry teams Two minority reports, primarily concerned about 2 instead of 3 reps to the ministry teams Collegium model continues with four officers Collegium model continues with four officers The ministry teams cannot be dissolved except by vote of the General Synod The ministry teams cannot be dissolved except by vote of the General Synod

19. Timeline Moving Forward Oct/Nov 2008 Approval of the model and authorization to proceed January 2009 Board/EC Chairs and Vice Chairs meet with the Collegium to finalize any recommendations made March 2009 Present proposed constitutional changes to Boards for approval April 2009 Post proposed constitutional changes for churches and Synod delegates as required (60 days in advance of Synod)

20. June 2009 At the 2009 Synod: - Proposal presented and discussed (first consideration by Synod); including changes that will be requested to the Articles of incorporation of the Covenanted Ministries. - Discuss and vote on constitutional changes…include language that states such changes are to become effective September or October 2011 following General Synod 2011. 2011 would be the second presentation to GS. July 2009-July 2010 -Exec Council appoints a Governance Transition Team --Votes by conferences on constitutional changes. Ratified changes go into effect ONLY after a second consultation and approval of the overall plan by the 2011 Synod and approval of proposed Bylaw changes in 2011. Oct 2009 - Exec Council appoints a Governance Transition Team -Votes by conferences on constitutional changes. Ratified changes go into effect ONLY after a second consultation and approval of the overall plan by the 2011 Synod and approval of proposed Bylaw changes in 2011. March 2010 Present proposed bylaw changes to boards and Executive Council for feedback.

21. Fall 2010 Present revised bylaws based on feedback Spring 2011 Proposed bylaw changes approved by Boards and Executive Council and posted for Churches and Synod delegates, (60 days in advance of Synod) June 2011 General Synod hears the plan, with attention to the required changes in the articles of incorporation. (2nd consultation). Bylaw changes presented and voted. Assuming that the constitutional changes were ratified by Conferences, this would be reported out at Synod June 2011 Boards meet following Synod to take action on the changes to their Articles of Incorporation Sept/October 2011 New Governance becomes effective

22. Vision Guiding this Proposal The mission of God truly belongs to the whole church in implementation & discernment. The mission of God truly belongs to the whole church in implementation & discernment. The governance proposal here is not so much to determine the mission as much as it is to connect it together, communicate it, and allocate resources to support it across all the settings, local, conference, national… across ministry areas. The governance proposal here is not so much to determine the mission as much as it is to connect it together, communicate it, and allocate resources to support it across all the settings, local, conference, national… across ministry areas. This oversight, fiduciary, strategic planning function of the board supports the relationships between the ministry areas that have been fractured in the current structure. This oversight, fiduciary, strategic planning function of the board supports the relationships between the ministry areas that have been fractured in the current structure.

23. ACTIONS For Executive Council and Boards of CMs The ________ Affirms the Proposal of the Governance Follow-Up Team as a sufficient basis for the restructure of the national setting; Reports the following recommendations, if any, supported by a majority vote, for possible modification of the Proposal; and Authorizes its chair and vice-chair to meet with their counterparts to reconcile, if possible, any differences in the actions of all four Boards and the Executive Council as a basis for the preparation of proposed Constitution and Bylaw amendments for consideration at the 2009 Spring meetings.

24. Additional Action for the Executive Council The Executive Council authorizes the continuance of the Governance Follow-Up Team II through June, 2009 and asks it to prepare proposed Constitution and Bylaw amendments for consideration by the Boards and the Executive Council in March, 2009; Communicate the proposed changes broadly throughout the Church; and facilitate church-wide conversation about the proposed structural changes in order to prepare the church for deliberation and decision at General Synod in June 2009.