AMMENDED CONSTITUTION of the NOTES OF GRACE - VIA DE CRISTO. of MIDDLE TENNESSEE, INC.

AMMENDED CONSTITUTION of the NOTES OF GRACE - VIA DE CRISTO of MIDDLE TENNESSEE, INC. The purpose of the Notes of Grace Via de Cristo of Middle Tennessee, Inc. is to foster and encourage renewal in the Christian faith in The Church and in the larger world community, by presenting the fullness of Christ s ministry by both the laity and clergy. The Notes of Grace Via de Cristo of Middle Tennessee, Inc. aims at bringing Christians to a fuller personal knowledge of and a relationship with the Lord Jesus Christ and a deeper level of commitment to Him and to spreading His work. Via de Cristo provides a method which develops leaders and community in the Christian Church. This method uses meetings and groups of Christians who share their common lives in Christ, their efforts to bring others to Him and to make the world more Christ-like. Via de Cristo asks exactly what baptism and confirmation ask of us and provides a method to live out that commitment within The Church. The Notes of Grace Via de Cristo of Middle Tennessee, Inc. accepts as our norm the content and method of the Cursillo movement as developed by Bishop Juan Hervas, Eduardo Bonnin and their friends. The developers provided a method by which Christians transform the world for Christ our King. This method calls for Christians to live their lives in union with Christ, supported by regular reunion with other Christians. We accept as normative the Cursillo method of group reunion and Ultreya, the three day weekend of fourteen to fifteen talks and the call to Christians to be Christ s witnesses in the world. Via de Cristo is the Lutheran expression of the Cursillo movement. Article l. Name A 1.1 The name of this organization shall be Notes of Grace Via de Cristo Of Middle Tennessee, Inc. Article 2. Purpose A 2.1 Notes of Grace - Via de Cristo of Middle Tennessee is organized exclusively for charitable, religious, educational, and scientific purposes, including, for such purposes, the making of distributions to organizations that qualify as exempt organizations under section 501(c)(3) of the Internal Revenue Code of 1986 as they now exist or as they may be hereafter amended. A 2.2 The purpose of the Notes of Grace Via de Cristo of Middle Tennessee, Inc. is to provide a means whereby each of us can become increasingly equipped with the power of God s grace to be an effective servant in the body of Christ. A 2.3 This will be accomplished by: Presenting a highly structured weekend for Christians, designed to strengthen

and renew the faith of individuals, and through them strengthen and renew their families, congregations and other people in their lives. b.) Providing and promoting on-going means of perseverance in the fourth day following the weekend experience. A 2.4 The principal office address shall be as designated by the Secretariat. A 2.5 Other offices for the transaction of business may be located at such place as the Secretariat may from time to time determine. Article 3. Confession of Faith A3.1 This organization accepts the Canonical Books of the Old and New Testaments as the inspired Word of God. A3.2 This organization also accepts each and all of the Symbolic Books of the Lutheran Church as a true exposition and presentation of the faith once for all delivered to the saints, to wit: The Three Ecumenical Creeds, vis: The Apostles Creed, The Nicene Creed and the Athanasian Creed; the Unaltered Augsburg Confession and its Apology; the Smalcald Articles; the Large and Small Catechisms of Martin Luther; and the Formula of Concord. Article 4. Membership A4.1 Membership shall be open to all adult persons who indicate that they agree with the purposes set forth in Article 3 and complete a Via de Cristo weekend. A4.2 Anyone else who has attended and completed a Cursillo related weekend (for example: Walk to Emmaus, Tress Dies or Cursillo ) may apply to the Secretariat for membership. Article 5. Meetings A5.1 There shall be an annual meeting of the members for the election of Secretariat officers and committee chairs and for the transaction of any other business that may properly come before the group. The annual meeting shall be held at a place and time designated by the Lay Director. In event the Lay Director is unable to fulfill the role of chair at the annual meeting or Board meetings, the Assistant Lay Director shall preside. If he or she is unable to preside then a person of the Lay Director s choosing shall be designated as a substitute Chair from the membership of the Secretariat Board. A5.2 Special meetings may be held at such times and places as may be directed by the Lay Director of the Secretariat. Special meetings may also be held at the written request of a majority of the members of the Secretariat Board, or, upon the written request of not less than twenty-five members of the Notes of Grace Via de Cristo of Middle Tennessee, Inc. provided the purpose of any such meeting has been fully stated and transmitted to the Lay Director of the Secretariat.

A 5.3 Notice of the Annual Meeting or of any special meeting shall be communicated to the membership at least thirty days prior to the date of the meeting and shall indicate briefly, in the case of a special meeting, the subject thereof. A5.4 At the Annual Meeting, or any special meeting, of the Notes of Grace Via de Cristo of Middle Tennessee, Inc., any number of members present shall constitute a quorum. A5.5 It is strongly recommended that a Spiritual Director be present in order to conduct business at any Notes of Grace meeting. A5.6 It is expected that participants of meetings of the Notes of Grace Via De Cristo of Middle Tennessee, Inc. or the Secretariat Board, shall conduct themselves in the spirit of cooperation and love that befit followers of Jesus Christ. Where called for, the latest version of Roberts s Rules of Order will be followed in the conduct of business meetings and serve as a guide for any parliamentary procedures. Article 6. Secretariat Board A6.1 The Secretariat Board of Notes of Grace Via de Cristo of Middle Tennessee, Inc. shall consist of the Officers, the Spiritual Director (s) and the Chairs of the various standing committees as defined in the Bylaws. A6.2 The members of the Secretariat Board shall be elected by the members of Notes of Grace Via de Cristo of Middle Tennessee, Inc. at its Annual Meeting. A6.3 The function of the Secretariat Board shall be the implementation of the stated purpose described in Article 2, and those duties and responsibilities as designated in the Bylaws. A6.4 The Secretariat Board will choose the Rector (a) for the Via de Cristo Weekends. A6.5 The Secretariat Board shall meet at least quarterly. A6.6 A majority of the Secretariat Board will constitute a quorum for meetings of the Secretariat Board. A6.7 The Secretariat Board is responsible for creating and updating Guidelines and Continuing Resolutions as established by the Secretariat Board. Article 7. Officers A7.1 The Officers of the Executive Secretariat Board shall be the Lay Director, Secretary, Treasurer, and Secretariat Spiritual Director(s). A7.2 The Lay Director shall: b.) preside at all meetings of the Notes of Grace Via de Cristo of Middle Tennessee, Inc. and the Secretariat Board. act as the official spokesperson for the Notes of Grace Via de Cristo of Middle Tennessee, Inc. and the Board Secretariat.

c.) d.) e.) f.) g.) h.) i.) j.) k.) l.) appoint special (ad hoc) committees as needed. prepare an annual report to be presented to the members at the Annual Meeting. be an ex-officio member of all committees, except for the Nominating Committee. perform other duties incident to the office. see that the bylaws and policies are adhered to be regular in attendance at all Secretariat board meetings. be regular in attendance at as many Via de Cristo gatherings as possible. write a newsletter article as needed, and, attend the National Secretariat gathering if possible. shall appoint a Nominating Committee as describe in the Bylaws. A7.3 The Secretary shall: b.) c.) d.) e.) f.) keep the minutes of all meetings of the Notes of Grace Via de Cristo of Middle Tennessee, Inc. and the Secretariat Board meetings. notify the membership of annual and special meetings. maintain custody of all recorded material of the organization. perform other related duties as assigned by the Lay Director. be regular in attendance at all Secretariat Meetings. be regular in attendance at as many Via de Cristo gatherings as possible. A7.4 The Treasurer shall: b.) c.) d.) e.) provide up to date, itemized records of all financial transactions. expend monies as authorized by the Secretariat Board. provide a report of all such transactions at each meeting of the Secretariat Board and the annual meeting of the Notes of Grace Via de Cristo of Middle Tennessee, Inc. maintain Bond status as determined by the Secretariat Board. fulfill all reporting requirements as determined by the Secretariat Board.

A7.5 Spiritual Director(s): a) There shall be one or more Spiritual Directors on the Secretariat Board. All must be ordained as pastors and at least one shall be Lutheran. b) The Secretariat Spiritual Directors shall: 1.) assist in decisions of the Notes of Grace Via de Cristo of Middle Tennessee, Inc. and the Secretariat Board in accordance with Articles 2 and A 6.4. 2.) safeguard the Gospel and the theological integrity of the Secretariat as defined in Article 3. 3.) maintain necessary communication with pastors of the church so as to promote a spirit of understanding, harmony and mutual support. 4.) recommend to and with the approval of the Secretariat Board, extend the call to approved Spiritual Directors for the Via de Cristo weekends in accordance with the Constitution and Bylaws and to inform them of their duties. 5.) strongly encourage the attendance of at least one Spiritual Director at all Secretariat Board meetings, Annual meetings, and any Via de Cristo gathering. 6.) attend the National Secretariat gathering if possible. (May alternate with other Spiritual Directors on Board.) Article 8. Committee Chairs A8.1 The Chairs of the various standing committees as defined by the By-Laws shall be members of the Secretariat Board. A8.2 The duties of the Chair of the various Standing Committees are as follows: b.) c.) d.) act as liaison between the Secretariat Board and the committee; direct and report on the activities of the committee; recruit committee members from the active membership subject to approval by the secretariat; designate a representative from among committee members when unable to attend meetings of the Secretariat Board. The designated representative shall give the committee s report Article 9. National Delegate A9.1 The National Delegate shall be a member of the Secretariat Board. A9.2 The duties of the National Delegate shall be as follows: act as the liaison between the Secretariat and the National Lutheran Secretariat.

b.) attend the annual meeting of the National Lutheran Secretariat and to make a written report of the Secretariat Board and to the Fourth Day community. Article 10. Capital Stock A10.1 The Corporation shall have no capital stock. Article 11. Profits and Dissolution A11.1 No part of the income of the Notes of Grace Via de Cristo of Middle Tennessee, Inc. or Secretariat shall inure to the benefit of or be distributable to its members, directors, officers, or other persons except that the Secretariat shall be authorized to pay reasonable compensation for services rendered and expenses incurred. A11.2 In keeping with the non-profit nature of the Notes of Grace Via de Cristo of Middle Tennessee, Inc. should disagreement among the members bring about the dissolution of the Notes of Grace Via de Cristo of Middle Tennessee, Inc. all property shall be disposed of by the Secretariat as specified below. A11.3 Upon the dissolution of Notes of Grace Via de Cristo of Middle Tennessee, Inc., assets shall be distributed for one or more exempt purposes within the meaning of section 501(c)(3) of the Internal Revenue Code, or corresponding section of any future federal tax code, or shall be distributed to the federal government, or to a state or local government, for a public purpose. Any such assets not disposed of shall be disposed of by a court of competent jurisdiction in the county in which the principal office of the organization is then located, exclusively for such purposes or to such organization or organizations, as said Court shall determine, which are organized and operated exclusively for such purposes. Article 12. Bylaws A12.1 The Secretariat may adopt Bylaws not in conflict with this Constitution. The Bylaws shall set forth operating guidelines and procedures for the efficient conduct of the business. A12.2 The Bylaws may be suspended or amended at any meeting of the Secretariat by a two thirds vote of the members present. Such Bylaws changes shall be communicated to the general membership within thirty days. Article 13. Amendments to this Constitution and Bylaws A13. l This Constitution and Bylaws may be altered, amended or replaced at any legally constituted Annual or Special Meeting of the Notes of Grace Via de Cristo of Middle Tennessee, Inc. provided that notice of said meeting and text of any proposed changes shall have been submitted and communicated to the general membership at least thirty days prior to the meeting. A two-thirds vote of the members present shall be necessary for any such alteration, amendment or replacement.

AMMENDED BYLAWS of the NOTES OF GRACE - VIA DE CRISTO of MIDDLE TENNESSEE INC. Article 5. Business Meetings of the Secretariat B5.1 There shall be an Annual Meeting open to all members of the Secretariat on a Saturday in January. Date, time and place to be determined by the Lay Director. Any number of members present shall constitute a quorum. A motion on the floor shall be approved by a majority vote, with the exception of suspensions or changes of the bylaws, which shall require a two-thirds vote. B5.2 There shall be at least one regular business meeting of the Secretariat Board each quarter, unless otherwise specified by the Secretariat Board. The Board meetings shall be at a place, date, and time to be determined by the Lay Director. A majority of the Secretariat Board members shall constitute a quorum. A motion on the floor shall be approved by a majority vote, with the exception of suspensions or changes of the by-laws, which shall require a two-thirds vote. If there is not a quorum present then Lay Director or Secretary may call for an E-mail/phone vote to be taken and a majority of the entire Secretariat Board will constitute an approved motion. Article 6. Terms of Office of the Secretariat Board B6.1 The Secretariat Executive Board shall consist of the Lay Director, Treasurer, Secretary, Secretariat Spiritual Director. B6.2 The members of the Secretariat Board shall be elected by the members of Notes of Grace Via de Cristo of Middle Tennessee, Inc. at its Annual Meeting: the following will be elected in even years for a term of two years 1. Lay Director 2. Treasurer 3. Music Chair 4. Post Weekend Chair 5. Weekend Supply Chair 6. One Secretariat Spiritual Director b.) the following will be elected in odd years for a term of two years 1. Assistant Lay Director (one year term) 2. Secretary 3. Leaders Chair 4. Communications Chair 5. Pre-Weekend Chair 6. Palanca Chair 7. Outreach Chair 8. One Secretariat Spiritual Director

c.) the retiring Lay Director shall remain on the Secretariat Board as Past Lay Director as a (non-voting) member of the Board in an advisory capacity, for one year following his or her term as Lay Director. d.) The Assistant Lay Director shall be nominated for the Lay Director position in January of even years. B6.3 Members of the Secretariat Board shall serve a term of two years, with the exception of the Lay Director and Assistant Lay Director. Said terms shall be staggered so that half of the terms expire on December 31 st of each year. If a Board member s term is expiring and they wish to serve another two year term, they may submit their name for consideration for that position. B6.4 The Rector(a) of a Via de Cristo weekend serves at the call of the Secretariat Board to choose a team, to organize and carry out the team training meetings prior to a weekend, and to lead the activities of the weekend itself. The Rector(a) will selects team members following the Guidelines from a list provided by the Leaders Chair. b.) The Rector(a) guides professors in the completion of the rollos by furnishing approved outlines and examples of previously presented rollos. During team meetings, the Rector(a) insures that rollos are critiqued in a spirit of love. c.) The Rector(a) shall critique all lay rollos along with the Spiritual Director, and to follow the Lay Talk outlines as set forth from the National Lutheran Via de Cristo Secretariat d.) The Rector(a) organizes and conducts team training meetings with the goals of building a Christian community among the team, providing team members with the materials and information they need to carry out their jobs on the weekend, and critiquing the lay rollos. e.) The Rector(a) is expected to submit a written report to the Secretariat Board following the weekend. The report should highlight any exceptional situations, problems and how they were handled, and suggestions for improving the weekend activities. The Rector(a) may elect to conduct a meeting after the weekend where team members and new Cursillistas share their feedback. B6.5 In the event any member of the Secretariat Board vacates their position before the end of the two year term, the Secretariat Board shall appoint a person to fill the vacated term until the next Annual Meeting. B6.6 After serving two consecutive terms, a member must be off the Secretariat Board for one year before being eligible for re-election, with the exception of the Assistant Lay Director. Any person filling an unexpired term of less than one year shall be eligible to serve two full two year terms.

B6.8 Any member of the Secretariat Board missing three consecutive regular Board meetings without excuse may be asked to resign by the Lay Director. B6.9 The National Delegate shall be the Lay Director, except in the odd years when there is an Assistant Lay Director. In that case he/she shall be the delegate to the National Lutheran Via de Cristo Annual Meeting. In case neither the Lay nor Assistant can attend then the Lay Director shall appoint a Board member to represent our Secretariat as delegate. B6.10 Periodically, the Secretariat Board shall take a critical look at each of the activities of the Via de Cristo weekend for the purpose of measuring the effectiveness of these activities in furthering the purposes of the weekend as a whole. Article 7.2. Nominating Committee B7.2(l) The Lay Director shall appoint a Nominating Committee which shall consist of six members; three members shall be current Secretariat Board members, one of whom shall be the current Leaders Chair, one of whom shall be the Past Lay Director or Assistant Lay Director, and three members shall be chosen from the membership-atlarge. From this group of six, the Chair shall be appointed by the Secretariat Lay Director. The term of the Nominating Committee shall be for six months, beginning July 1st and ending at the Annual Meeting the following January. The Nominating Committee will identify, recruit and present for approval qualified individual (s) for each expiring position, with the goal in mind of broadening the base of responsibilities of the Secretariat Board, according to the following process: 1.) The Nominating Committee will identify potential nominees and present them to the Secretariat Board for approval before proceeding with contact of the individuals. 2.) The final slate of nominees will be received and approved by the Secretariat Board and presented at the Annual Meeting of the Notes of Grace Via de Cristo of Middle Tennessee, Inc. where the members shall elect, by majority vote, the new Broad members. 3.) The Nominating Committee is required to follow the Nominating Committee Guidelines. Nominations will be taken from the floor of the Annual Meeting, provided the nominated individual is present or has presented their consent in writing, has been informed of the duties required of the position and has agreed to stand in nomination.

Article 7.5. Responsibilities of Spiritual Directors on Weekends B7.5 The Spiritual Directors of the Via de Cristo weekends are to serve in the following ways: provide pastoral support for the Via de Cristo team and pilgrims; b.) preside at all services of Holy Communion. The first communion at each series of team meetings and on the weekend shall include an explanation of the meaning of the Lord s supper according to the teachings of the Lutheran Church. It is assumed that non-lutheran pastors will not teach contrary views. c.) critique all lay rollos, along with the Rector(a) with special attention to theological content to assure that it is in accord with the Word of God and the teachings of the Lutheran Church, and to follow the Lay Talk outlines as set forth from the National Lutheran Via de Cristo Secretariat. d.) deliver clergy rollos assigned to Spiritual Directors, providing a basic introduction to the Gospel and the grace-centered Christian life; e.) the head Spiritual Director shall oversee the other spiritual Directors and coordinate the tasks of the Spiritual Directors on the Via de Cristo weekend, particularly with regard to clergy rollos and worship leadership. Spiritual Directors will work with team Music Chas to provide appropriate music for chapel and worship services; f.) the head Spiritual Director shall review the clergy rollos prior to the Via de Cristo weekend. g.) Spiritual Directors shall review each other s Grace talks and share talks with Rector(a). Article 8. Standing Chairs/Committees The Standing chairs/committees will be responsible for carrying out the programs of the Notes of Grace Via de Cristo of Middle Tennessee, Inc. Each committee must have a Chair who is a member of the Secretariat Board. In addition to the specific responsibilities listed below, the committees may be assigned tasks and responsibilities by the Lay Director as needed. B8.1 The Leaders Chair is responsible for maintaining a file of human resources to assist the selection of Rector(a) and other team members. The Leaders chair shall maintain and make available the educational materials needed to conduct team meetings and Via de Cristo weekends. The Leaders Chair will provide the Rector(a) with a list of eligible names to serve on the Via de Cristo weekends. B8.2 The Communications Chair is responsible for the communication of general information to the members. This communication will generally take the form of newsletters, e-mail communications. and other mass mailings. This chair is also responsible for compiling and preparing the materials that go into the Pilgrim packets,

including the roster of the Via de Cristo weekends and is responsible for maintaining the membership database. B8.3 The Pre-Weekend Chair is responsible for processing the applications for Via de Cristo weekends, insuring their compliance with guidelines established by the Secretariat. B8.4 The Weekend Supply Chair is responsible for the selection and procurement of materials for the conduct of the Via de Cristo weekends. The chair person will be responsible for the setup and clean-up of the weekend. B8.5 The Post-Weekend Chair is responsible for the continued contact of the Cursillistas with one another after their Via de Cristo weekend experience. This committee will coordinate and assist with Group Reunion and Ultreya activities. B8.6 The Music Chair is responsible for coordinating all areas of music - including the maintaining of the song books, providing guidance for Rector(a), Music Chas and serenade leaders and ensuring copyright compliance. B8.7 The Palanca Chair is responsible for communicating with other Via de Cristo Secretariats to solicit palanca from and provide palanca to those other Secretariat movements. B8.8 The Outreach Chair is responsible for establishing a committee from each major metropolitan center in the area served by Notes of Grace. This committee shall contact their local churches to tell them about Via de Cristo and to solicit pilgrims to attend Notes of Grace weekends Article 12. Handbook of Policies and Procedures B12.1 The Secretariat may maintain a Handbook of Policies and Procedures. B12.2 The Handbook may consist of four major sections as follows: the Constitution and Bylaws; b.) committee responsibilities and the tasks and procedures required to carry out those responsibilities. c.) standing rules and policies adopted by the Secretariat; and d.) educational and procedural information relating to the preparation for and execution of a Via de Cristo weekends. B12.3 The Handbook shall be available to any member of the Notes of Grace -Via de Cristo of Middle Tennessee, Inc.