BY LAWS OF ST. STEPHEN S EPISCOPAL CHURCH OF HARRISBURG

BY LAWS OF ST. STEPHEN S EPISCOPAL CHURCH OF HARRISBURG ARTICLE I. Purpose ARTICLE II. Electors ARTICLE III. Vestry ARTICLE IV. Diocesan Convention Delegates ARTICLE V. The Rector ARTICLE VI. Meetings ARTICLE VII. Church Wardens and Officers ARTICLE VIII. Committees ARTICLE IX. Indemnification ARTICLE X. Standing Rules ARTICLE XI. Parliamentary Authority ARTICLE XII. Amendments to By-Laws ARTICLE XIII. Amendments to Articles of Incorporation (Revised 8-20-15)

BY-LAWS OF ST. STEPHEN S EPISCOPAL CHURCH OF HARRISBURG ARTICLE I - PURPOSE Section 1.01. PURPOSE DEFINED. The St. Stephen s Episcopal Church of Harrisburg ( St. Stephen s Church or Corporation ) is formed for the purpose of public worship of Almighty God according to the Faith and Discipline of the Episcopal Church in the United States of America, and acknowledges itself to be a member of and belongs to, the Episcopal Church of the Diocese of Central Pennsylvania (the Diocese ), and the Episcopal Church in the United States of America (the Episcopal Church ). As such, it accedes to, recognizes and adopts the Constitution, Canons, Doctrine, Discipline and Worship of the Diocese, and of the Episcopal Church, and acknowledges their authority accordingly. ARTICLE II ELECTORS Section 2.01. QUALIFICATIONS. The Electors of the Corporation shall be parishioners, 16 years of age and over, who have received the Sacrament of Holy Baptism, whether in this Church or another Christian Church, and whose baptisms have been duly recorded with St. Stephen's Church prior to the time of election of Vestrypersons or Diocesan Convention delegates. Section 2.02. RESPONSIBILITY OF ELECTORS. The Electors shall elect Vestrypersons and Diocesan Convention delegates at the annual meeting of St. Stephen's Church. ARTICLE III THE VESTRY Section 3.01. POWERS. The Vestry shall have full power to conduct, manage, and direct the business and affairs of the Corporation in accordance with governing law; and all powers of the Corporation are hereby granted to and vested in the Vestry. Section 3.02. COMPOSITION OF VESTRY. The Vestry shall consist of the Rector and twelve lay persons. The lay Vestrypersons shall be parishioners of St. Stephen s Church who (i) are baptized communicants in good standing, (ii) are at least eighteen years of age, and (iii) are regular contributors of record to the expenses of St. Stephen s Church, including making an annual pledge to financially support St. Stephen s Church. Consistent with the National Canons, it is expected that members of the Vestry, as with all adult members of the Church, will have been confirmed or received by a Bishop of the Episcopal Church or by a Bishop of a church in communion with the Episcopal Church, or will seek to do so following their election. Four lay Vestrypersons shall be elected annually for a term of three years each. The term of office shall begin immediately after their election at the annual meeting of St. Stephen s Church conducted pursuant to Section 6.01. A Vestryperson may serve two consecutive three-year terms, if so nominated and elected. At the expiration of an elected Vestryperson's second consecutive term of office, the Vestryperson shall not be eligible for re-election for one year. However, any Vestryperson serving an unexpired term of another Vestryperson, shall be eligible for nomination at the expiration of said term, provided the Vestryperson has not served more than eighteen months. Section 3.03. VACANCY ON THE VESTRY. Should a vacancy occur on the Vestry, it shall be the duty of the Vestry to fill such vacancy at its next stated meeting provided the vacancy has more than two months to the expiration of that term. 2

Section 3.04. ATTENDANCE AT VESTRY MEETINGS. It shall be the responsibility of Vestrypersons to attend regular and special meetings of the Vestry. The Vestry may, in its discretion, select a replacement to serve the remainder of the term of any Vestryperson who has failed to attend four successive meetings without appropriate notice to the Vestry or the Church Wardens and without reasonable cause for the absence. Section 3.05. NOMINATION OF VESTRYPERSONS. A. At least three months before the date of the annual meeting of St. Stephen s Church, the Nominating Committee shall announce that nominations are open for candidates to stand for election to the Vestry. Such announcement shall be published in the church bulletin and in the Messenger, or its successor publication if one exists, and shall explain the qualifications and responsibilities of Vestrypersons and provide the names and contact information for the members of the Committee. B. Any parishioner may recommend candidates to the Nominating Committee by submitting the candidate s name to the Committee at least ten weeks before the date of the annual meeting of St. Stephen s Church. C. At least two months before the date of the annual meeting of St. Stephen s Church, the Nominating Committee shall meet and nominate for election to the Vestry at least one candidate for each vacant position. The names of the candidates shall be published in the church bulletin each week after their nomination and shall be published in the Messenger, or its successor publication if one exists, at least once prior to the date of the annual meeting. D. Any two parishioners eligible to vote may nominate a qualified candidate for election by submitting to the chair of the Nominating Committee, at least one month prior to the date of the annual meeting of St. Stephen s Church, the candidate's name, brief biography, and a signed statement by the candidate that he/she is willing to serve. Such nominees shall appear on the written ballot. E. Any four parishioners eligible to vote (one nominating, three endorsing) may nominate a qualified candidate for election at least seven (7) days prior to the time of the election at the annual meeting of St. Stephen s Church by nominating the candidate and submitting to the chair of the Nominating Committee the candidate s name, brief biography, and a signed statement by the candidate that he/she is willing to service. Section 3.06. NON-VOTING VESTRYPERSON. In addition to the twelve Vestrypersons nominated and elected in accordance with the procedure specified above, the Rector may, with the approval of the Vestry, appoint up to two non-voting Vestrypersons who would be eligible but for their age. It shall be the policy of St. Stephen s Church for the Rector and Vestry to appoint such non-voting Vestrypersons, provided that interested and qualified persons are present to fill such positions. Section 3.07. BOARD DESIGNATIONS. The Vestry shall nominate qualified persons to serve on the board of directors of related or affiliated entities, such as St. Stephen s Episcopal School and the Sycamore House, where such nominations are provided for or permitted by the entity s bylaws or governing documents. ARTICLE IV DIOCESAN CONVENTION DELEGATES Section 4.01. SELECTION OF DELEGATES. The Electors shall elect the appropriate number of delegates and alternate delegates to all regular and special conventions of the Diocese. Only a parishioner 3

who satisfies the qualifications to be a Vestryperson as set forth in Section 3.02, including the annual pledging requirement, is qualified to be a Diocesan Convention delegate. Section 4.02. NOMINATION OF DELEGATES AND ALTERNATE DELEGATES. A. At least three months before the date of the annual meeting of St. Stephen s Church, the Nominating Committee shall announce that nominations are open for candidates to stand for election as delegates or alternate delegates to the Diocesan Convention. Such announcement shall be published in the church bulletin and in the Messenger, or its successor publication if one exists, and shall explain the qualifications and responsibilities of delegates and alternate delegates and provide the names and contact information for the members of the Committee. B. At least two months before the date of the annual meeting of St. Stephen s Church, the Nominating Committee shall meet and nominate for election as delegates and alternate delegates the appropriate number of candidates. The names of the candidates shall be published in the church bulletin each week after their nomination and shall be published in the Messenger, or its successor publication if one exists, at least once prior to the date of the annual meeting. C. Any parishioner may recommend candidates to the Nominating Committee by submitting the candidate s name to the Committee at least ten weeks before the date of the annual meeting of St. Stephen s Church. D. Any two parishioners eligible to vote may nominate a qualified candidate for election by submitting to the chair of the Nominating Committee, at least one month prior to the date of the annual meeting of St. Stephen s Church, the candidate's name, brief biography, and a signed statement by the candidate that he/she is willing to serve. Such nominees shall appear on the written ballot. ARTICLE V THE RECTOR Section 5.01. ELECTION. The Rector of St. Stephen s Church shall be elected by the Vestry in accordance with the General Church Canons for the government of the Episcopal Church. Election shall not be held unless five days written notice shall have been given to each Vestryperson. The affirmative vote of nine Vestrypersons shall be necessary to elect a Rector. Section 5.02. DUTIES OF THE RECTOR. The Rector shall preside over and participate in all meetings of the Vestry and Electors, shall be entitled to vote in case of a tie on all questions except those in which he may be personally concerned, shall be a member on all committees, entitled to vote, and for the purpose of executing legal documents, shall be designated as President of the Corporation. The Rector shall be the chief executive officer of the St. Stephen s Church and shall perform such duties and shall have such powers as may be prescribed in these Bylaws and by the Constitution and Canons of the Episcopal Church and the Diocese. The Rector shall be responsible for the spiritual affairs of the St. Stephen s Church. The Rector shall carry out his/her duties as provided in these Bylaws, consistent with the vows of a Priest and the Constitution and Canons of the Episcopal Church. Section 5.03. VACANCY IN OFFICE. If the office of the Rector be vacant, all the duties imposed on the Rector by these By-Laws shall devolve upon the Rector's Warden, i.e., the Senior Warden. Section 5.04. RESIGNATION/REMOVAL. Except as provided in the Canons, the Rector may not resign without consent of the Vestry. The Rector may not be removed by the Vestry against the Rector s will. The Vestry shall notify the Bishop upon the Rector s resignation or removal. If the Rector and the Vestry 4

are unable to agree with respect to the Rector s resignation or the Rector s removal, the Vestry may give notice to the Bishop for intervention and arbitration. ARTICLE VI - MEETINGS Section 6.01. ANNUAL MEETING OF THE PARISH. The annual meeting of St. Stephen s Church shall be held on a Sunday between November 1 and April 1, as designated by the Vestry. The Vestry shall provide thirty days written notice to the parishioners of the day, time and place of the annual meeting. Such notice shall be published in the church bulletin and in the Messenger, or its successor publication if one exists. At the annual meeting, elections for Vestrypersons and Diocesan Convention delegates shall be held and the Vestry shall present for discussion and information to the parishioners a report, including all financial disclosure of the income, expenses, assets, debts, and liabilities of St. Stephen s Church since the previous annual meeting, and a budget. Section 6.02. REGULAR MEETINGS OF THE VESTRY. There shall be a regular monthly meeting of the Vestry on the third Thursday of each month, or on such other day as the Vestry shall designate, the time and place to be designated by the Senior Warden or Rector. Section 6.03. SPECIAL MEETINGS OF THE VESTRY. Special meetings of the Vestry may be called by the Rector or by two Vestrypersons. Written notice shall be given stating the object of the meeting. Section 6.04. QUORUM FOR VESTRY MEETINGS. A majority of the elected Vestrypersons eligible to vote shall constitute a quorum for the transaction of all business except the election of a Rector as provided in Section 5.01 of these By-Laws. The Vestry may permit any or all of its members to participate in regular or special meetings through the use of any means of communications by which all members participating may simultaneously hear each other during the meeting, such as telephone or similar communication equipment. Any Vestryperson participating by these means shall be deemed to be present in person at said meeting. ARTICLE VII - CHURCH WARDENS AND OFFICERS Section 7.01. RECTOR'S WARDEN. The Rector s Warden ( Senior Warden ) must be a current elected Vestryperson. The Rector shall present to the Nominating Committee a nominee for Senior Warden at least two (2) months prior to the expiration of the current Senior Warden s term. At the first meeting of the Vestry following the annual meeting of the St. Stephen s Church, the Nominating Committee will present, as part of the Nominating Committee s slate of officer nominees, the Rector s nomination for Senior Warden to the Vestry for approval. The Senior Warden shall serve on the Nominating Committee. Section 7.02. PEOPLE'S WARDEN. The Vestry shall elect at the first meeting of the Vestry following the annual meeting of the St. Stephen s Church, an elected Vestryperson as People's Warden ( Junior) Warden ). A nominee shall be provided to the Vestry by the Nominating Committee on a slate of officer nominees. Section 7.03. OTHER OFFICERS. The Vestry shall also elect a Secretary and a Treasurer, and may elect a Financial Secretary, none of whom need to be Vestrypersons. Nominees for these positions shall be provided to the Vestry by the Nominating Committee on a slate of officer nominees. Section 7.04. TREASURER. It shall be the duty of the Treasurer to receive and disburse all revenues of St. Stephen s Church in accordance with procedures prescribed by the Vestry, to submit to the Vestry a written monthly report showing all receipts and expenditures, and to perform such other duties ordinarily 5

incident to that office. The Treasurer may be required to post a bond in such amount as the Vestry shall determine. Section 7.05. FINANCIAL SECRETARY. In the event a Financial Secretary is elected, it shall be the Financial Secretary s duty to keep a true and accurate account of the fiscal and financial affairs of St. Stephen s Church and to perform such duties as may be delegated by the Treasurer. The Financial Secretary may be required to post bond in such amount as the Vestry shall determine. Section 7.06. SECRETARY. It shall be the duty of the Secretary to keep the minutes of each Vestry meeting, attest the public acts of the Vestry with the seal, preserve all records and papers belonging to St. Stephen s Church, and perform all other duties incident to the office of the Secretary. Section 7.07. OFFICERS. The officers here named shall be the officers of the Corporation. Rector (serving as President) Senior Warden Junior Warden Treasurer Secretary Financial Secretary (if any) Section 7.08. TERM OF OFFICE. The Wardens and other elected officers shall serve a term of one (1) year and until their successors are approved or elected and take office. The Wardens and other officers may be elected for consecutive terms; however, a Senior Warden shall serve no more than three (3) consecutive terms and no more than five (5) terms in any ten (10) year period. Section 7.09. SENIOR WARDEN APPROVAL AND OFFICER ELECTION. Except for vacancies, the Vestry shall approve the Senior Warden and elect the Junior Warden and other officers at the first meeting of the Vestry following the annual meeting of the St. Stephen s Church. The officers of the Corporation shall be elected from a slate of officer nominees provided by the Nominating Committee. In the event of a vacancy, the Nominating Committee shall present a nominee for approval or election, as required, at the next scheduled Vestry meeting that is at least two weeks after the vacancy is known. ARTICLE VIII - COMMITTEES Section 8.01. STANDING COMMITTEES. The Vestry shall appoint, in accordance with any requirements of Sections 8.02 through 8.05, members to the standing committees for Finance, Property, Endowment, Stewardship/Development, and Nominating no later than the last Sunday in April each year. Standing committees shall have such power and authority as provided for in these Bylaws, or in a resolution giving such committee additional duties, except as such authority is limited by governing law. Each standing committee shall meet as necessary to accomplish its goals. At least one elected Vestryperson shall be appointed to each standing committee. A list of the members of each standing committee shall be published in the Messenger, or its successor publication if one exists, within a reasonable time after the appointments are made. If at any time a member of a standing committee is unable or unwilling to continue to serve on the committee, the Vestry may appoint a replacement. Section 8.02. FINANCE COMMITTEE. It shall be the duty of the Finance Committee to make recommendations to the Vestry in regard to the fiscal affairs of St. Stephen s Church, to prepare and submit a proposed annual budget for the following year no later than the December meeting of the Vestry, and to have St. Stephen s Church records audited annually by a Certified Public Accountant. 6

Section 8.03. PROPERTY COMMITTEE. It shall be the duty of the Property Committee to supervise and make recommendations for the care of all physical property of St. Stephen s Church and to obtain and review all bids and supervise contracts for repairs, maintenance, construction and re-decoration of St. Stephen s Church property. Section 8.04. ENDOWMENT COMMITTEE. It shall be the duty of the Endowment Committee to deposit and invest and reinvest all gifts and bequests of money, including any proceeds received from the sale of real or personal property and securities made and received as an endowment. Monies from an endowment shall be used to support the purpose identified by the gift or bequest, or for a specific purpose as the Vestry may direct. Section 8.05. STEWARDSHIP/DEVELOPMENT COMMITTEE. It shall be the duty of the Stewardship/Development Committee to provide support for the stewardship activities that are conducted year round, including the annual stewardship campaign that the Vestry has the responsibility to oversee, and to perform such other duties as may be designated. Section 8.06. NOMINATING COMMITTEE. It shall be the duty of the Nominating Committee to identify and nominate candidates for election to the Vestry, as provided in Section 3.04, for election as Diocesan Convention delegates, as provided in Section 4.02, and for the election of Officers, as provided in Article VII. The Nominating Committee shall consist of the Senior Warden, three (3) other Vestrypersons appointed by the Rector, and three (3) parishioners of St. Stephen s Church who are not Vestrypersons, chosen by the Vestry. Each member of the Nominating Committee shall serve for a term of two (2) years, with the possibility of reappointment for another two (2) year term. As vacancies on the Vestry occur, the Nominating Committee shall recommend replacements as soon as possible. Prior to the first meeting of the Vestry following the annual meeting of the St. Stephen s Church, the Nominating Committee shall meet and prepare the slate of officer nominees for Vestry consideration. A quorum for conducting business at a meeting of the Nominating Committee shall be no fewer than five (5) members, three (3) of which must be current Vestrypersons. Section 8.07 EXECUTIVE COMMITTEE. The Executive Committee shall consist of each of the officers of the Corporation and two (2) other members of the Vestry. The Senior Warden shall serve as the chairperson of the Executive Committee. The Executive Committee shall have the authority to act on behalf of the Vestry on issues that require immediate action between meetings or other matters delegated to it by the Vestry. The Executive Committee shall not have any power or authority to (a) fill vacancies in the Vestry, (b) adopt, amend, or repeal the Bylaws, or (c) amend or repeal any resolution of the Vestry. The Executive Committee shall meet at such times as the Rector or the Senior Warden may call, or on petition of three (3) Executive Committee members. At least twenty-four (24) hours written notice shall be given for such meetings. A quorum for conducting business at a meeting of the Executive Committee shall be no fewer than five (5) voting members. The Rector or Senior Warden shall present a full report of all Executive Committee decisions to the Vestry at the next regularly scheduled meeting of the Vestry. Upon presentation, the Vestry shall be required either to ratify or to reject all decisions made by the Executive Committee. Section 8.08. OTHER/SPECIAL COMMITTEES. The Vestry may appoint from time to time such other committees, including special committees, as the Vestry shall deem appropriate. These other/special committees shall have such power and authority as provided for in the resolution creating such committee, except as such authority is limited by governing law. Each committee shall meet as necessary to accomplish its goals. A list of the members of each standing committee shall be published in the Messenger, or its successor publication if one exists, within a reasonable time after the appointments are 7

made. If at any time a member of a standing committee is unable or unwilling to continue to serve on the committee, the Vestry may appoint a replacement. Section 8.09. CHAIRS OF COMMITTEES. The Chair of each Standing Committee and each Other/Special Committee shall be recommended by the Rector and approved by the Vestry. If at any time a chair of a committee is unable or unwilling to continue to serve on the committee, the Rector shall nominate and the Vestry shall approve a replacement. ARTICLE IX INDEMNIFICATION Section 9.01. MANDATORY INDEMNIFICATION OF VESTRYPERSONS AND OFFICERS. The Corporation shall indemnify, to the fullest extent now or hereafter permitted by law, each Vestryperson and officer (including each former Vestryperson and officer) of the Corporation who was or is or is threatened to be made a party to or a witness in any threatened, pending or completed action or proceeding, whether civil, criminal, administrative or investigative, by reason of the fact that the Vestryperson or officer is or was an authorized representative of the Corporation, or is or was serving at the request of the Corporation as a representative of another domestic or foreign corporation for profit or not-for-profit, partnership, joint venture, trust or other enterprise, against all expenses (including attorneys fees), judgments, fines and amounts paid in settlement actually and reasonably incurred by the Vestryperson or officer in connection with such action, suit or proceeding if such Vestryperson or officer acted in good faith and in a manner he or she reasonably believed to be in, or not opposed to, the best interest of the Corporation and, with respect to any criminal proceeding, had no reasonable cause to believe his or her conduct was unlawful. Section 9.02. PERMISSIVE INDEMNIFICATION. The Corporation may, as determined by the Vestry from time to time, indemnify, in full or in part, to the fullest extent now or hereafter permitted by law, any parishioner who was or is or is threatened to be made a party to or a witness in, or is otherwise involved in, any threatened, pending or completed action or proceeding, whether civil, criminal, administrative or investigative, by reason of the fact that such parishioner is or was an authorized representative of the Corporation or is or was serving at the request of the Corporation as a representative of another domestic or foreign corporation for profit or not-for-profit, partnership, joint venture, trust or other enterprise, both as to action in an official capacity and as to action in another capacity while holding such office or position, against all expenses (including attorneys fees), judgments, fines and amounts paid in settlement actually and reasonably incurred by such parishioner in conjunction with such action, suit or proceeding if such parishioner acted in good faith and in a manner he or she reasonably believed to be in, or not opposed to, the best interest of the Corporation and, with respect to any criminal proceeding, had no reasonable cause to believe his or her conduct was unlawful. Section 9.03. INDEMNIFICATION OF ELECTORS. The Corporation shall indemnify, to the fullest extent now or hereafter permitted by law, each Elector of the corporation who was or is or is threatened to be made a party to or a witness in any threatened, pending or completed action or proceeding, whether civil, criminal, administrative or investigative, by reason of the fact that the Elector participated in an election for Vestrypersons or Diocesan Convention delegates, against all expenses (including attorneys fees), judgments, fines and amounts paid in settlement actually and reasonably incurred by the Elector in connection with such action, suit or proceeding. ARTICLE X - STANDING RULES Section 10.01. STANDING RULES. The Vestry may adopt standing rules for the administration of the affairs of St. Stephen s Church at any regular meeting; any standing rule may likewise be canceled at any 8

regular meeting. No notice shall be required to either adopt or rescind any standing rule not inconsistent with the Articles of Incorporation of St. Stephen s Church and these By-Laws. ARTICLE XI - PARLIAMENTARY AUTHORITY Section 11.01. PARLIAMENTARY AUTHORITY. The rules contained in the Modern Rules of Order shall be the parliamentary authority for this Corporation when not inconsistent with the General Church Canons, the Canons of the Diocese, or the Articles of Incorporation, By-Laws or Standing Rules of this Corporation. ARTICLE XII - AMENDMENTS TO BY-LAWS Section 12.01. HOW AMENDED. These By-Laws may be altered or amended by action of the Vestry at a regular or special meeting provided that the proposed alterations or amendment has been presented in writing at the preceding monthly meeting of Vestry. ARTICLE XIII - AMENDMENTS TO ARTICLES OF INCORPORATION Section 13.01. HOW AMENDED. The Corporation s Articles of Incorporation may be altered or amended by action of the Vestry at a regular or special meeting provided that the proposed alterations or amendment has been presented in writing at the preceding monthly meeting of Vestry. As revised by vote of a quorum of the Vestry, August 20, 2015 Previous revisions: October 20, 2011, January 19, 2006, September 15, 2005, March 18, 2004; May 15, 2003; July 16, 1998; November 18, 1988 9

STANDING RULE NO. 1 ELECTION STANDING RULES VESTRY SECTION 1.01. Voting shall be by ballot, each ballot must reflect a vote for four nominees, and the four nominees receiving the highest number of votes shall be declared elected. If the number of nominees is the same as the number of open Vestry positions, the Electors shall still vote to approve the slate of nominees. Fifty qualified Electors shall constitute a quorum. SECTION 1.02. The Senior Warden shall serve as the judge of elections and the remaining members of the Nominating Committee shall serve as tellers. They shall have charge of the election and shall pass upon any challenges to the qualifications of any Elector. SECTION 1.03. Persons confined to their homes or in a hospital for illness or accident or who certifies they will be absent from the Diocese at the time of the election may cast Absentee Ballots for Vestrypersons and Diocesan Convention delegates. Such ballots must be received by a member of the Nominating Committee no later than the beginning of the meeting at which the election is held. SECTION 1.04. Notice of special meetings shall, in addition to being written, be made orally. STANDING RULE NO. 2 - POLICIES CONCERNING HOLY MATRIMONY SECTION 2.01. Arrangements for all weddings must be made through the Rector. This is so whether or not the Rector is celebrant at the ceremonies. SECTION 2.02. All provisions of the canons of the Episcopal Church shall be met. SECTION 2.03. All music used at the ceremony shall be directed by the Rector and organist in consultation with the bridal couple. SECTION 2.04. The St. Stephen s Church organist shall be considered as an organist for all weddings. If not chosen, the Rector must be informed of the choice of organist and may impose reasonable conditions on the use of the St. Stephen s Church organ as considered necessary to protect the organ. SECTION 2.05. The use of decorations in St. Stephen s Church is under the direction of the Flower Guild acting under the authority of the Rector. The St. Stephen s Church Flower Guild is able to provide flowers for the St. Stephen s Church decorations, and in addition complete floral arrangements for the bridal party and table decorations for the reception. SECTION 2.06. All photographs taken at weddings shall require consultation with the celebrant for the ceremony. SECTION 2.07. FEES. Fees will be charged for the following as defined in the St. Stephen s Church Marriage Booklet: Organist, Sexton, and use of St. Stephen s Church (for non-parishioners). SECTION 2.08. USE OF THE CATHEDRAL PROPERTY. Arrangements for receptions in the Bishop s Garden, Undercroft or Uppercroft must be made with the Rector or designee. Due to the high cost of operation and energy, an amount will be agreed upon for electricity, air conditioning, maintenance, fuel, etc. Catering may be done by St. Stephen s Church or an outside firm. The kitchen, Undercroft, Bishop s Garden or Uppercroft are to be left in a clean and orderly condition as defined in the policies for scheduling and caring for rooms in effect at the time of use. SECTION 2.09. NO HARD LIQUOR may be used at any reception. A wine punch or wine with dinner and champagne for a toast may be used with permission. Any night reception shall end by 10:00 p.m. STANDING RULE NO. 3 - POLICY CONCERNING SALE OF SECURITIES SECTION 3.01. The Rector, with approval of the Senior Warden, shall appoint a subcommittee of the Finance Committee consisting of the Chair of the Finance Committee and two other members thereof, which subcommittee shall have full power to buy, sell or otherwise deal in any way with up to ten percent 10

(10%) of the current market value of securities held in the name of or incurring to the benefit of St. Stephen s Church. The subcommittee shall report its actions to the Vestry at the next meeting succeeding its actions. STANDING RULE NO. 4 - POLICIES OF NOMINATING COMMITTEE SECTION 4.01. The Nominating Committee shall determine the composition of a slate of candidates for Vestry, Officers, and Diocesan Convention delegates, which shall give the Vestry persons with gifts to enhance its role and provide delegates to Diocesan Convention who are representative of St. Stephen s Church. SECTION 4.02. Consideration of candidates shall include their talents, commitment, potential, prior service, the need to always seek to involve a broad spectrum of the congregation, and any other relevant factors. SECTION 4.03. Consideration will be given to those recommended by parishioners. The Nominating Committee shall not endorse any candidate or candidates. However, the Nominating Committee is solely responsible for the slate. 11