c National Shrine of St. Francis of Assisi

Statutes of the Board of Trustees

I. Name

Section 1. The body shall be known as The Board ofTrustees of the National Shrine of St. Francis of Assisi (referred to in this document also as "the Board," and its members as "Trustees").

II. Origin of Powers, Jurisdiction and Purpose

Section 1. All power vested in the Board of Trustees shall derive from the Archbishop of San Francisco. Each member is approved and appointed by the Archbishop, who may remove an individual from the Board at will, with or without cause.

Section 2. The areas of concern to the Trustees include the enhancement of the ministry and activities of the National Shrine of St. Francis of Assisi, development and financial affairs, restoration and maintenance of the buildings and grounds, and the various educational, cultural, musical, artistic, literary and social programs offered at the National Shrine, in accordance with Archdiocesan policies and the Statutes of the National Shrine.

Section 3. The purpose of the Board of Trustees shall be to make recommendations to the Archbishop and the Rector of the National Shrine of st. Francis of Assisi. The Trustees shall present their recommendations to the Rector. The Rector shall give due regard to the advice rendered in making decisions pertaining to the good of the National Shrine. The Rector will then report to the Trustees the action taken on their recommendations.

III. Membership

Section 1. The Board will consist of not more than 10 members, not including ex officio members.

Section 2. The Trustees shall serve without compensation.

1 Section 3. In constituting the Board a rich diversity among its members shall be sought with an emphasis on personal and professional talents and/or accomplishments to be contributed in furtherance of the objectives of the National Shrine.

Section 4. The Archbishop of San Francisco shall be an ex-officio voting member of the Board. In his absence he may appoint a delegate to represent him and vote on his behalf.

Section 5. The Vicar General and the Vicar for Administration ofthe Archdiocese of San Francisco shall be an ex-officio voting member ofthe Board.

Section 6. The Provincial Minister of the Western America Province of Capuchin Franciscan Friars shall be an ex-officio voting member of the Board.

Section 7. The Rector of the National Shrine shall be an ex-officio voting member of the Board. In his absence he may delegate a member of the Executive Staff of the National Shrine to represent him and vote on his behalf.

Section 8. Those Capuchin Franciscan Friars and others who are members ofthe Executive Staff of the National Shrine, as well as other experts indicated by the Rector or the Chairman of the Board, serve as consultants and attend meetings of the Board and the committees when their expertise is requested.

IV. Term of Office

Section 1. The term of the Board Members is three (3) years, from July 1 to June 30. However, all Trustees serve at the pleasure of the Archbishop and may be removed by him at any time with or without cause.

Section 2. Consecutive terms may be served at the discretion of the Archbishop.

Section 3. Vacancies which occur because of death or resignation of a member may be filled by the Archbishop. The person appointed shall serve only until the expiration ofthe term of the

2 member he or she succeeds, but may be subsequently appointed to a full term by the Archbishop.

V. Officers and their duties and records.

Section l. The Board elects from among its members, a Chairperson, Vice-Chairperson and Executive Secretary, each for a term on one (1) year. These officers may be re-elected to the same office for two (2) consecutive terms.

Section 2. It shall be the duty ofthe Chairperson to preside at all meetings of the Trustees.

Section 3. The Vice-Chairperson shall assume the duties of the Chairperson in his or her absence.

Section 4. The Executive Secretary shall maintain the Minutes and Records of the Trustees. The Executive Secretary shall forward minutes of each meeting to the members within 14 days of the meeting.

Section S. A vacancy in any office ofthe Board of Trustees shall be filled through election by the Trustees.

Section 6. The Records of the Board of Trustees shall be maintained among the official papers of the National Shrine of St. Francis of Assisi and shall be housed in the offices of the National Shrine.

VI. Committees

Section l. The Board of Trustees shall have an Executive Committee consisting ofthe Officers of the Board of Trustees and the Rector. The primary duties of the Executive Committee shall be to determine the agenda for the Board meetings and to advise in particular situations which do not allow for a meeting of the entire board.

Section 2. The Board of Trustees may create committees either Standing or Ad Hoc by majority vote of the members present at any regular or special meeting. These committees may address the principal concerns of the advisors, e.g. the enhancement ofthe ministry and activities ofthe

3 National Shrine of St. Francis of Assis], development and financial affairs, restoration and maintenance of the buildings and grounds, and the various educational, cultural, musical, artistic, literary and social programs offered at the National Shrine.

Section 3. The Rector shall approve all members of committees.

Section 4. Membership on committees is not limited to members ofthe Board.

Section 5. At least one member of the Board must be a member of each committee.

Section 6. The Rector shall name the Chairpersons of the committees from among the members of the respective committee.

VII. Meetings

Section 1. A simple majority shall constitute a quorum for the conduct of business.

Section 2. An agenda shall be prepared by the Executive Committee and forwarded to the Trustees by the Administrative Assistant of the National Shrine in a timely fashion prior to the regularly scheduled meetings.

Section 3. The Trustees shall hold not less than three regular meetings each year. Additional meetings may be called at such times and places as may be determined by the Archbishop or Rector, or by written petition of one-third (1/3) of the Trustees filed with the Executive Secretary.

Section 4. Meetings will normally be held at the National Shrine.

Section 5. Roberts Rules of Order Revised shall be the official guide in matters of question of parliamentary procedure for the Board.

4 VIII. Amendments

Section 1. These statutes may be amended only by the affirmative vote of two-thirds of the Trustees present and voting at a meeting called for that purpose. Notice of the proposed amendment shall be given at least ten (10) days prior to the meeting.

Section 2. Amendments shall become effective only upon express, written ratification by the Archbishop of San Francisco.

Approved and effective on this date, July 1, 2013

Most Reverend Sal ore J. Cordileone Archbishop of San Francisco

Rev. Msgr. C. Michael Pa inski Chancellor, Archdiocese of San Francisco

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