MOBILISING FOR MISSION

Proposal to amend the governance structure at Rosebank Union Church to position the

church to fulfill its mission more effectively

Prepared by: Structure Review Committee

Reviewed & approved by: Church Council

Date: 28 February 2020

Version: AGM

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Contents

1. Executive summary ........................................................................................................................................ 3

2. Background .................................................................................................................................................. 11

3. Rationale: why we believe the current governance structure should be amended ....................................... 11

3.1. Biblical precedent ......................................................................................................................................... 11

3.1.1. Mobilising for Mission .......................................................................................................................... 11

3.1.2. The role of Elders and Deacons .......................................................................................................... 12

3.1.3. The character of Elders and Deacons ................................................................................................. 13

3.2. Challenges with the current governance structure ....................................................................................... 14

3.3. Determining the appropriate time ................................................................................................................. 14

4. The journey so far ........................................................................................................................................ 15

4.1. Insights from the Church Council in 2019 ..................................................................................................... 15

4.2. Process with John Purcell ............................................................................................................................ 15

4.3. Structure Review Committee ........................................................................................................................ 16

4.4. Our approach ............................................................................................................................................... 16

4.5. Objectives for the new structure ................................................................................................................... 16

5. Process ........................................................................................................................................................ 17

6. Proposed governance structure ................................................................................................................... 18

6.1. Overview ...................................................................................................................................................... 18

6.2. Roles and qualifications................................................................................................................................ 18

6.2.1. Shepherding Elders ............................................................................................................................. 18

6.2.2. Elder Governing Board ........................................................................................................................ 20

6.2.3. Ministry Deacons ................................................................................................................................. 21

6.2.4. Finance & Risk Committee (Finance Deacons) ................................................................................... 22

6.2.5. HR Committee (HR Deacons) ............................................................................................................. 22

6.2.6. Staff of the Church ............................................................................................................................... 23

6.3. Engagement between roles .......................................................................................................................... 24

6.4. Appointment process .................................................................................................................................... 26

6.5. Term of office ............................................................................................................................................... 28

6.6. Summary of key changes ............................................................................................................................. 28

6.7. Benefits of the proposed structure ................................................................................................................ 29

7. Transition period ........................................................................................................................................... 30

7.1. Appointment of initial office bearers ............................................................................................................. 30

7.2. Other considerations .................................................................................................................................... 31

8. Recommendation & Approval Required ....................................................................................................... 31

Annexure I: Background & History ........................................................................................................................ 32

Annexure II: Summary and comparison of appointment process .......................................................................... 34

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1. Executive summary

Biblical precedent

As the Church Council, we long to see God’s kingdom advancing and we want Rosebank Union Church to

faithfully be a part of this. We believe that the governance structure of our Church has a part to play in this, in that

it will either help and facilitate this ambition or hinder it.

The principles of church leadership and governance illustrated in Acts 6:1-7 (the appointment of Stephen and the

seven to “wait on tables”) captures the heart of the Church Council’s review of the structure, being:

• To place the right people (in terms of biblical qualifications and gifting);

• In the right roles (taking into account the mandate God has called us to fulfil);

• Focusing on the right things (so that across the leadership body we are able to meet all the needs

that God has called us to meet); and

• With the right authority (sufficient authority to properly carry out the role, but not so much

authority that it is without safeguards).

In addition, a study of the scriptures specifically relating to the office of Elder and Deacon led us to believe:

• That the elders need to play a role in personal shepherding, being shepherding and caring for a group

of people within the Church (the current structure has made this difficult due to its complexity); and

• That scripture envisages elders (rather than a council of elders and deacons) ruling, directing and

overseeing the church (and thus, that the key decision-making body should be made up of elders).

Key challenges

While the current structure has served the Church well in many respects, it has also presented challenges:

• The Church Council has been too large (between 20 and 25 members) to effectively operate as the

key decision-making body in the Church resulting in ineffective decision making;

• Lack of alignment between the Church Council and the staff team;

• Lack of shepherding of church members (personal shepherding) by Elders due to excessive

requirements of governance and oversight (corporate shepherding and governance);

• Insufficient clarity with respect to the decisions that should be made at the staff level and those that

should be made at the Church Council level;

• Significant energy and time spent by staff and ministry leaders to get decisions approved by the

current governance structure; and

• Overlap of responsibility between Elders, Deacons and Church Council creating a lack of clarity.

We believe that these challenges have contributed to the structure not being as effective as it could be in

furthering the Church’s impact for God’s kingdom.

Process

Date Process

Sunday 01 March 2020 Proposal for the governance structure circulated to Members

Sunday 08 March 2020 Q&A session for Members after the 10am service (Jerusalem Hall)

Wednesday 11 March 2020 Q&A session for Members from 17:30 to 18:30 (Beta Room)

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Wednesday 18 March 2020

(AGM)

Members to consider the proposed governance structure for approval (refer to

section 8 for the for the form of approval requested)

If the proposed governance structure is approved by the Members:

April 2020 Nominations processes for the various positions in the proposed governance

structure to commence

3 weeks prior to SGM Proposed rule and constitution changes will be circulated to Members for

consideration, with mechanisms for Members to provide their comments and

feedback prior to the SGM to allow for these comments / feedback to be

properly taken into account.

May / June 2020 (SGM) A special general meeting will be held for Members to consider and approve, in

this order:

• Required changes to the rules and constitution of the Church to give

effect to the proposed governance structure;

• Voting for / appointment of nominees to the various positions in the

new governance structure on an interim basis

The current elders and deacons will resign from their roles following the above

approvals by the Members.

Summary of the proposed structure

We see RUC’s leadership structure incorporating the fundamental Biblical elements as follows:

• Elders:

o A large group of Elders will be entrusted with the basic responsibility of shepherding and

providing wise counsel both to the Church (corporate shepherding) and to its members

(personal shepherding). These will be known as ‘Shepherding Elders’. It is anticipated

that there will be between 10 and 20 Shepherding Elders initially (excluding those

appointed to the Elder Governing Board), with the potential for this number to increase as

and when there (i) is a need for more Shepherding Elders within the Church; and (ii) there

are potential candidates who meet the required qualifications;

o Within that group a further council of elders will be elected (to be known as the “Elder

Governing Board” or “EGB”) and will be entrusted with the oversight and governance

aspects of the Church (i.e. will have a greater focus on Corporate Shepherding and

Governing). The EGB will be made up 7 people, being the senior pastor (as a permanent

appointee and voting member) and 6 persons appointed from amongst the Shepherding

Elders (all of whom may not be pastors or employees of the Church).

• Pastors:

o All Pastors will also be Shepherding Elders, being those who have vocational

responsibility of directly shepherding the Church, and having oversight of the daily ministry

of the Church;

o This in turn means that the responsibility for personally shepherding the Church will be

extended from the Pastoral team through to the wider Shepherding Elder body, thereby

increasing the effective shepherding of the Church

o The Senior Pastor will also be a permanent member of the Elder Governing Board, with

other pastors being invited to Elder Governing Board meetings as and when required;

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Note: It is not within the scope of the current proposal to recommend changes to the internal

Pastoral or staffing structure of the Church.

• Deacons:

o Deacons are recognised as those who directly oversee and implement RUC’s various

ministries, whether administrative or spiritual. This will include most of the current ministry

leaders as well as the members of the Finance & Risk Committee and the HR Committee.

The role of Shepherding Elders will be, amongst others, as follows:

• Personal Shepherding of the flock by regularly praying for and with them, caring for them,

encouraging them to worship, belong, grow, and serve, especially any families and individuals they

are specifically assigned to shepherd;

• Personal Shepherding of the flock through intentionally discipling one or more individuals, either

with the Life-on-life Missional Discipleship approach or other approaches deemed appropriate;

• Corporate Shepherding by providing insights on the overall spiritual health of the groups that

they’re shepherding and on key issues that they have identified in the lives of those they’re

shepherding;

• Corporate Shepherding by providing wise counsel to the EGB on Spiritual matters;

• Corporate Shepherding by guarding and general oversight over two key aspects of the Church’s

health, that being:

o Guarding against theological error

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o Accountability over the general Vision and Mission of the Church.

• Governance through any corrective church discipline relating to Members (including corrective

church discipline relating to Shepherding Elders, members of the EGB and Pastors);

• Governance by performing new member interviews and approving additions to and removals from

the Church’s membership;

• Certain governance aspects by being required to approve (or recommend) key decisions (such as

matters that will go to the Members for approval, appointment of pastors etc.

• It is anticipated that Shepherding Elders will typically spend their time as follows:

The role of the Elder Governing Board will be, amongst others, as follows:

• Ensuring the operations of the Church are in accordance with the vision, mission and values of the

Church

• Overseeing the goals and objectives set for the Church in the short, medium and long term. This

will necessarily involve reviewing and discussing the progress against those goals and objectives

with the Senior Pastor;

• Overseeing the pastoral ministries through supporting and holding the Senior Pastor accountable;

• Overseeing the operational aspects of the Church through, amongst others, oversight of the

Administrator (or similar position), the Finance & Risk Committee, the HR Committee, facilities

management, hospitality and the approval of staff positions;

• Developing and maintaining clarity with respect to responsibilities and authority throughout the

Church, including the development and maintenance of policies where appropriate;

• Overseeing the development of position papers (and where necessary, policies) on key theological

and practical matters affecting the Church;

60% Personal Shepherding

30% Corporate

Shepherding

SHEPHERDING ELDERS

10% Governance

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• It is anticipated that EGB members will spend their time as follows:

The role of the Deacons will be, amongst others, as follows:

• Each Deacon will be appointed as a leader of a specific ministry (i.e. the current role of ministry

leaders), a member of the Finance & Risk Committee or a member of the HR Committee.

• As such, they:

o Will have portfolios that are related either to ministry or operations;

o Will have teams of people working under their leadership;

o Can be full-time, part-time or volunteer, depending on:

▪ The centrality of the ministry to the Church’s mission;

▪ The influence of the ministry within the Church’s context;

▪ The extent and nature of responsibility required in the ministry role;

• Are accountable to the Elder Governing Board through the Pastors.

The Deacon role will be split into three components, being:

• Ministry Deacons (Ministry Leaders);

• Finance Deacons (Finance & Risk Committee); and

• HR Deacons (HR Committee).

The Ministry Deacons will be accountable to the pastors whilst the Finance & Risk Committee and the HR

Committee will be accountable to the EGB.

The Finance & Risk Committee and the HR Committee will each be chaired by a member of the EGB (with the

chairperson of the Finance & Risk Committee being appointed as the Treasurer).

The role of the Finance & Risk Committee will be, amongst others, as follows:

• Oversee the work of the persons responsible (employed or volunteer) for the day to day financial

management of the Church, the maintenance of accounting records and financial reporting;

• Oversee the preparation of the annual budget, the preparation of annual financial statements and the

external audit;

• Develop and maintain a delegation of authority and appropriate approval limits for the incurring of

expenses (both operational and capital expenses) and making of payments by the Church;

• Oversee the risk management and internal controls of the Church; and

10% Personal

Shepherding

30% Corporate

Shepherding

ELDER GOVERNING BOARD

60% Governance

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• Review and monitor the Church’s compliance with tax regulations.

The role of the HR Committee will be, amongst others, as follows:

• Oversee the work of the persons responsible (employed or volunteer) for the day to day human

resources management of the Church;

• Oversee all HR related policies, changes to staff positions, employment disciplinary decisions, salary

ranges, bonus payments and increases and terms of employment for new appointments;

• Oversee of the performance review process;

• Develop and maintain a delegation of authority for HR related decisions;

• Oversee training and development for the Church’s employees;

• Oversee succession planning;

• Review and monitor the Church’s compliance with HR related regulations.

Comparison with current structure

The roles and authority can be compared and summarised as follows:

Role Current structure Proposed structure

Function

Key decision-making body

/ Governing

Church Council Elder Governing Board (EGB)

Oversight of operational

functions (finance, HR,

facilities management etc)

Deacons / Church Council / Mancom Elder Governing Board (EGB)

Personal Shepherding Elders (but happening to a limited

extent due to burden of the current

structure)

Shepherding Elders

Corporate Shepherding Elders EGB and Shepherding Elders

Management / oversight of

finance and HR

Finance Committee

Remuneration Committee

Finance & Risk Committee

HR Committee

Authority

Appointment of pastors Call committee makes

recommendation

Members to approve

Call committee makes

recommendation

Members to approve

Approval of budget and

annual financial

statements

Members to approve Members to approve

Nominations and

appointments

Refer to summary in section 6.4

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A comparison of the nominations and approval processes for appointments of people to the various parts of the structure has been summarised in Annexure II.

“Safeguards”

As a much smaller body (being the EGB made up of 7 people) will become the key decision-making body (whilst

currently this is done by the Church Council made up of between 20 and 25 people), there is a risk that an EGB

may be able to pursue an agenda which is not aligned with the vision and mission of the Church or which places

them beyond the accountability of the Members. It is thus imperative that there are safeguards to protect the

Church against this happening. The following safeguards are included in the proposed structure to hold the EGB

accountable and to prevent the EGB from acting beyond the accountability of Members:

• Appointments to the EGB need to be recommended by the Shepherding Elders (with a 75% vote in

favour of them) and approved by Members;

• Persons appointed to the EGB are subject to a term limit of 4 years with a requirement for a 1 year

sabbatical thereafter (with the exception of the Senior Pastor, who will be a permanent appointment to

the EGB), ensuring that the influence of any individual is limited to a defined period, after which

Shepherding Elders and Members would need to again vote for the individual before they can return to

the EGB. Shepherding Elders appointed to the EGB will continue to be governed by term limits as

presently in the rules, which means that for example, if a Shepherding Elder is appointed to the EGB

after 3 years of service and having been re-elected as a Shepherding Elder, that elder will only be

eligible to serve on the EGB for 3 years, after which a sabbatical of 1 year is required;

• The rotation cycle of the EGB whereby each year, between 1 and 2 members of the EGB will complete

their terms and between 1 and 2 new appointments will be made to the EGB, will ensure that there is a

constant refreshing of the EGB (whilst still maintaining continuity) and that the EGB isn’t made up of the

same group of individuals for too long a period;

• The Shepherding Elders play a guarding and oversight role with respect to theology and through their

accountability over the Vision and Mission of the Church; and

• Certain key decisions made by the EGB need to be approved (or recommended where appropriate) by

the Shepherding Elders (such as all matters that require approval by Members and appointment of

pastors, refer to section Error! Reference source not found.).

Benefits of the proposed structure

• The proposed structure is a biblical expression of church governance:

• As a body of 7 people, the EGB will be small enough to effectively make decisions whilst being big

enough to have a diversity of views;

• Appropriate levels of accountability will be maintained in the proposed structure through, amongst

others, Members nominating and approving Shepherding Elder appointments, Members approving

EGB appointments, 4 year term limits for EGB members and Shepherding Elders approving significant

changes to strategy or theological positions;

• Ministry leaders, who are central in the work of the Church, will be formally held to a level of biblical

qualification and expectation through assigning them the position of Deacon;

• Stronger alignment between the key decision-making body (the EGB), those responsible for

shepherding (Shepherding Elders) and those leading the ministries (Ministry Deacons);

• Having the Finance & Risk Committee and the HR Committee accountable to the EGB will ensure that

the financial resources and the people resources of the Church are properly stewarded and aligned

with the direction of the Church; and

• Increasing the effective Shepherding of the Church by extending it from the Pastoral team to a wider

group of Shepherding Elders.

Recommendation and Required Approval

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The Church Council hereby recommends that the Members:

• Approve the adoption of this document as the basis for the implementation of a new governance

structure; and

• Mandate the Church Council to make a proposal to the Members (for their approval) in respect of

the required changes to the rules and constitution of the Church to give effect to the above.

For the avoidance of doubt, the proposed structure will only become effective upon the approval of the required

changes to the rules and constitution by the Members. Until this has occurred, the current structure will continue

to operate under the existing rules and constitution.

A vote of at least two thirds of Members in favour of the proposed structure is sought in order for Council to

proceed with preparing the required changes to the Constitution and Rules for presentation to an SGM to be held

before 30 June 2020.

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2. Background

A detailed review of the background to and history of the Church’s constitution and rules has been undertaken.

This has been included in Annexure I.

The structure and rules have been reviewed periodically throughout the life of the Church to take account of the

changing circumstances that the Church has found itself in. A fairly major “tidying up” of the rules was undertaken

in 2010, with some minor changes having taken place since then. The Church Council is of the view that a review

of the structure and rules is required in order to help the Church have a greater impact for God’s kingdom.

3. Rationale: why we believe the current governance structure should be amended

3.1. Biblical precedent

3.1.1. Mobilising for Mission

As the Church Council, we long to see God’s kingdom advancing and we want Rosebank Union Church

to faithfully be a part of this. We believe that our Church has the potential to have an even greater

impact in the years ahead – through more significant spiritual growth and maturity amongst those who

are part of the Church, through more effectively and extensively reaching the lost in our city and country,

by having a greater influence on our society’s culture and by reaching more unreached people around

the world.

We believe that the governance structure of our Church has a part to play in this. This isn’t to say that

the governance structure will be the main driver, in and of itself, in leading the Church to have a greater

impact. But it is to say that the governance structure will either help and facilitate this ambition or hinder

it.

We believe that a governance structure that (i) is a faithful expression of biblical church governance;

and (ii) that places the right people in positions where they’re focusing on the right things, will help and

facilitate our Church’s ambition for greater impact.

Acts 6:1-7 is a key passage in respect of church governance:

In those days when the number of disciples was increasing, the Hellenistic Jews among them

complained against the Hebraic Jews because their widows were being overlooked in the daily

distribution of food. So the Twelve gathered all the disciples together and said, “It would not be

right for us to neglect the ministry of the word of God in order to wait on tables. Brothers and

sisters, choose seven men from among you who are known to be full of the Spirit and wisdom.

We will turn this responsibility over to them and will give our attention to prayer and the ministry

of the word.” This proposal pleased the whole group. They chose Stephen, a man full of faith

and of the Holy Spirit; also Philip, Procorus, Nicanor, Timon, Parmenas, and Nicolas from

Antioch, a convert to Judaism. They presented these men to the apostles, who prayed and laid

their hands on them. So the word of God spread. The number of disciples in Jerusalem

increased rapidly, and a large number of priests became obedient to the faith.

The Twelve recognised that there were two important needs: preaching God’s word on the one hand

and serving the needs of widows on the other hand. They equally recognised that they couldn’t afford to

have their leaders focusing on one need at the expense of the other. And so they responded by

changing their leadership structure to ensure they were able to meet both needs. Whilst this passage is

descriptive and not prescriptive, it provides us with an important principle: the governance and

leadership of a church should be structured to ensure that the right people are in the right roles focusing

on the right things with the right authority.

This principle captures the heart of our review of the governance structure:

• To place the right people (in terms of biblical qualifications and gifting);

• In the right roles (taking into account the mandate God has called us to fulfil);

• Focusing on the right things (so that across the leadership body we are able to meet all the

needs that God has called us to meet); and

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• With the right authority (sufficient authority to properly carry out the role, but not so much

authority that it is without safeguards).

When the Jerusalem church made these changes, God’s kingdom advanced (the number of disciples

increased rapidly and the many priests became obedient to the faith). The change in structure didn’t

cause God’s kingdom to advance, but it does appear that the way in which a church is structured has an

important role to play in a church having an impact for God’s kingdom.

3.1.2. The role of Elders and Deacons

In addition to the above, we have given much consideration to the biblical office of Elder and Deacon.

Indeed these are the two clearest offices of Church Leadership mentioned in the Bible, as seen in 1

Timothy 3:1-13. The Bible is less specific when it comes to how these offices relate to each other, and

exactly what duties they must fulfil. This is intentional, as the relationship between these offices, and the

nature of their duties, has to be adjusted to suit to the particular context. We see in the book of Acts how

the leadership structure of the early Church developed from Acts 1 (only Elders/Apostles) to Acts 6 (the

introduction of Deacons) through to Acts 15 (the appearance of a council of Elders within the larger

group of Elders).

After careful study of the scriptures we believe there are two respects in which the biblical role of Elders

specifically can (and should) be more fully captured in the governance structure:

• Elders should exercise their role as shepherds of the Church on a corporate level, as well as a

personal level. The two different Greek words often translated ‘Overseer’ and ‘Elder’ seem to

hint at these two roles, where ‘Episkopos’ (translated ‘overseer’) seems to refer to a more

corporate shepherding role, and ‘Presbuteros’ (translated ‘Elder’) includes more of a personal

shepherding element (see table below). The current governance structure caters for the first

role (corporate shepherding at the corporate-level through, amongst others, overseeing

ministries, developing vision, governance for key decisions and guarding the Church’s

theology). The current governance structure does not however provide for personal

shepherding at a micro-level (having specific elders shepherding and caring for specific or

specific groups of sheep). Whilst the current governance structure also doesn’t prohibit elders

from shepherding at a micro-level, the time and effort required from the existing

responsibilities of the role makes it impractical for most elders to also shepherd at a micro-

level. As a result, there is some shepherding at a micro-level that takes place in the Church,

but it is largely uncoordinated and doesn’t formally hold the “shepherds” to biblical

qualifications and standards;

• Whilst the requirements for elders and deacons are largely the same (except for the

requirement of being able to teach God’s word which is only applied to elders), scripture

clearly envisages that elders will be responsible for ruling or directing (1 Tim 5:17) and

oversight (the ‘Presbuteros’ element), rather than a council made up of elders and deacons as

is the case in the current governance structure. We do however recognise the wisdom of

ensuring that the administrative functions (such as finance and HR) are properly represented

in the key decision making body. We believe that the first priority should be to follow

scripture’s guidance of having elders responsible for ruling and oversight, and then

incorporating the administrative functions into the governance structure through other means

(as more fully set out in section 6).

The key biblical texts dealing with the roles of elders and deacons are as follows:

Elder Overseer Deacon

Greek word Presbuteros Episkopos Diakonos

Literal meaning “Elder / wise-guide” “Keeping on goal / on

sight” “Servant”

Main role Wise counsel Oversight Serving

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Key scriptures 1 Tim 5:17-25 1 Tim 3:1-7 1 Tim 3:8-13

Titus 1:5-9 Acts 6: 1-7

1 Peter 5:1-2

Acts 20:17,28

Table 3.1: Biblical words used in leadership structure

The fact that the terms ‘Elder’ and ‘Overseer’ are used separately (1 Timothy 3, 1 Timothy 5), as well as

interchangeably (Titus 1, 1 Peter 1, Acts 20) show that there are two different ministry roles related to

one office. We therefore use the term ‘Elder’ broadly, but distinguish between these two ministry roles

as ‘Shepherding’ and ‘Governing’. It is important to note that all of Shepherding Elders, Governing

Elders and Pastors are broadly known as ‘Elders’, and therefore all are held to the character

requirements of the office of Elder as per 1 Timothy 3:1-7.

When it comes to the office of Deacon, most Bible commentators see a clear link between the office of

Deacon and the events described in Acts 6:1-7, which describes management of particular ministries in

the Church. It is interesting to note that the people specifically gifted by God to administrate, lead

ministries, and organize were still “...men of good repute, full of the Spirit and of wisdom...” (Acts 6:3),

which seems to fit in well with the description of a Deacon found in 1 Tim 3.

What this means for RUC in practice is that Deacons are those who directly lead and manage the

various ministries and key administrative functions of RUC.

3.1.3. The character of Elders and Deacons

The character requirements for Elders and Deacons are clearly spelled out in 1 Timothy 3:1-7, and 8-13

respectively.

We can summarize this list by saying that an Elder should:

• Be above reproach (v2, 4, 7): This speaks to a general upstanding character whereby it is

widely acknowledged in the Church, home and community that the person displays a

consistent pattern of godliness.

• Be self-controlled (v2, 3): This refers to a mature spirituality whereby issues of anger,

drunkenness, infidelity, materialism etc are not prevalent.

• Be hospitable (v2): Thereby displaying an openness to investing in personal relationships

with the congregation.

• Be faithful at home (v4-5): Therefore demonstrating godly characteristics not just in the

public arena of ministry, but in their homes as well.

• Be able to teach (2): This does not mean that they must teach in a formalised capacity (such

as ‘preach’), but they must be able to:

• Lead someone to faith in Christ (ie accurately comprehend the Gospel).

• Assist someone with growing in Christ (ie be able to ‘Disciple’ someone).

• Be able to point out heresy (ie guarding the doctrine in the Church).

• Be able to assist the congregation with basic questions relating to the faith.

This last requirement may be discharged in a formalized capacity, but it primarily refers to the

theological requirements of an Elder (see also Titus 1:9). It is a critical characteristic required of Elders

in order to effectively discharge the list of responsibilities mentioned earlier (see also Titus 1:9).

Deacons should in turn:

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• Be Sincere (v8): Therefore having a reputation for keeping their word, speaking the truth in

love, and not prone to gossip.

• Be Sober & Content (v8): Therefore demonstrating self-control, generosity & responsibility.

• Be Firm Believers (v9): Therefore having a firm personal belief and understanding of the

Gospel, demonstrating perseverance in the Faith, and exhibiting a lifestyle consistent with the

Gospel message.

• Be Tried & True (v10): Therefore demonstrating maturity, perseverance and patience in

ministry.

• Be Faithful at home (v11-13): Therefore demonstrating godly characteristics not just in the

public arena of ministry, but in their homes as well.

3.2. Challenges with the current governance structure

The current governance structure has, in many respects, served the Church well. In particular, it has created

accountability for important decisions and safeguards (both theological and practical). However, the current

structure has also had challenges. These challenges have included:

• The Church Council has been too large (between 20 and 25 members) to effectively operate as the

key decision-making body in the Church resulting in ineffective decision making;

• Lack of alignment between the Church Council and the staff team;

• Lack of shepherding of church members (Personal shepherding) by Elders due to excessive

requirements of governance and oversight (Corporate shepherding);

• Insufficient clarity with respect to the decisions that should be made at the staff level and those that

should be made at the Church Council level;

• Significant energy and time spent by staff and ministry leaders to get decisions approved by the

current governance structure; and

• Overlap of responsibility between Elders, Deacons and Church Council creating a lack of clarity.

We believe that these challenges have contributed to the structure not being as effective as it could be in

furthering the Church’s impact for God’s kingdom.

3.3. Determining the appropriate time

Much consideration has been given to the appropriate time to review the governance structure and propose

changes. The key considerations include:

• Whether it would be better to wait for a period (perhaps for 1 to 2 years) before implementing any

changes given the significant changes that the Church has experienced with the transition from one

senior pastor to another; and

• Whether it would be better to wait for Richard van Lieshout, as the new senior pastor, to be properly

established in the role, so that he is able to contribute to any changes in structure.

It was concluded that it would be better to proceed with the review of the governance structure in this season

for the following reasons:

• We firmly believe that changing the governance structure can facilitate the Church in having a

greater impact for God’s kingdom. With this in mind, the sooner the structure changes the sooner

the Church will be positioned to have a greater impact;

• The Church Council have recognised for many years that the Church would benefit from a different

governance structure. It has however taken a long time to build alignment around what form that

different governance structure should take. It is significant that there is alignment amongst the

Church Council around the form of the new governance structure. This is one of the factors that we

15

believe has confirmed God’s guidance to move ahead with the proposed governance structure in

this season;

• The arrival of Richard marks the beginning of a new season which presents a good opportunity to

also introduce a new governance structure; and

• The format of the current governance structure (together with the challenges noted in section 3.2)

have been a deterrent for a number of spiritually mature and gifted people at the Church from

serving as an elder or deacon. Prolonging changes to the governance structure will result in the

Church continuing to lose out on their contribution in these roles.

This timing has coincided well with the appointment of Richard, as he has been able to work as part of the

committee responsible for this proposal. With Richard having overseen the implementation of a new

governance structure in his previous role at Edenvale Baptist Church, he has contributed important insights

throughout the process.

4. The journey so far

4.1. Insights from the Church Council in 2019

During the course of 2019, the Church Council (as well as the Elders and Deacons separately) gave

significant consideration to the effectiveness of governance at the Church as well as to the health of the

various governance structures. Examples of the issues and concerns raised during this process included:

• Lack of clarity around roles and authority (across Elders, Deacons, Pastors, Staff and the various

sub-committees);

• Delays in making decisions (and at times, inability to make decisions) due to the size and

complexity of the decision-making structures; and

• Overwork and burnout due to frequency and length of meetings across various decision-making

structures.

It has also become clear that these issues and concerns are not new, but have been experienced by

members of the Church Council for many years. Various discussions with previous members of Church

Council have revealed that similar issues were experienced during the periods that they served on Church

Council.

Flowing out of the above, there was strong alignment throughout the Church Council to explore potential

changes and improvements to the governance structure of the Church.

4.2. Process with John Purcell

Following 18 years of corporate experience, John served for 16 years as the Staff Director at Perimeter

Church (Atlanta, USA), overseeing all ministry planning and execution as the church grew from 500

members and 30 staff to 4,000 members and 130 staff. In addition, John has served as a ruling elder at

Perimeter Church for over 20 years and has been discipling men for over 20 years. For the past 11 years

John has been coaching Christian leaders and their organizations, churches, non-profits, and for-profit

companies, in leadership and organisational health. His calling is to facilitate growth in Christian leadership,

leadership team cohesiveness, organisational clarity, spiritual formation, kingdom focus, and a culture of real

Biblical community.

As communicated to the Church Members at the Special General Meeting on 13 November 2019, John

Purcell was engaged to assist the Church Council in:

• More clearly identifying the weaknesses and shortcomings of the current governance structure;

• Providing an understanding of alternative governance structures being used in churches, together

with key learnings in respect of those alternative structures; and

• Exploring governance structure options for the Church given the Church’s history, context, mission

and future needs.

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As part of this process, John Purcell met with 27 people at the Church (including pastors, elders, deacons,

committee members, staff and ministry leaders), prior to leading a two day workshop with the Church

Council. Following this, he has continued to provide guidance to the Structure Review Committee and

Church Council in the development of the proposed structure.

The guidance provided by John Purcell has been important in allowing for learnings from structure changes

at other churches to be taken into account, in providing the Church Council with a broader view of the issues

to be considered and in providing examples of effective and healthy church governance structures.

4.3. Structure Review Committee

In October 2019, the Church Council constituted a sub-committee (“Structure Review Committee” or

“SRC”) to lead the process of developing a new governance structure, which would ultimately be presented

to the Church Members for approval. The intention was for the SRC to have a balance of pastors, elders and

deacons. Consideration was also given to the fact that Richard van Lieshout should be involved in the

process given that he would be starting as the new senior pastor of the Church in March 2020. The following

persons were appointed to the SRC:

• Ndaba Mazabane Pastor

• Richard van Lieshout Incoming Senior Pastor

• Shelley Seiler Deacon & Administrator (Secretary of the SRC)

• Sarah Njamu Deacon

• Gareth Tudor Elder

• Stephen Rushton Elder (Chair of the SRC)

The SRC began meeting in December 2019 and has met weekly during the course of 2020. The SRC has

provided regular updates to the Church Council. Given that the SRC is a sub-committee of the Church

Council and is accountable to the Church Council, all communications and proposals made to Church

Members have been approved by the Church Council.

4.4. Our approach

Two elements in the approach adopted by the SRC and the Church Council are important in providing the

Church Members with context for this proposal.

The first is that we recognise the importance of theological (biblical examples that we have to guide us and

biblical instructions that we’ve been given to follow), historical (how things have been done at our Church,

and other churches, in the past and the practices and culture that have developed as a result of that) and

practical considerations in this exercise. We have sought to keep all three of these perspectives in our view

throughout the process.

The second is that we have adopted an approach of “done is better than perfect”. We believe that there is no

“right structure” and there is no “wrong structure”. But there are “bad structures”, “good structures” and

“better structures”. We have sought to be as thorough as possible with the goal of seeking out a “better

structure”, alongside the realisation that we will never attain a “perfect structure”. We also believe that there

is a limit to the structure improvements that can be made from further meetings or thinking. We believe that

we have reached this point and that further improvements to this structure will only come from implementing

the proposed structure and then further refining it whilst it is operating. As such, we envisage that a key task

for the new governance structure will be to review the structure once implemented and propose further

refinements to the Church Members in both the short and medium term.

4.5. Objectives for the new structure

In order to ensure that the proposed governance structure is an improvement on the existing structure (and

not simply a change from the existing structure), objectives were set out to guide the design of the proposed

structure. These objectives require that the proposed structure must:

• Be a biblical expression of the Elder and Deacon roles as recorded in the New Testament;

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• Have appropriate accountability and safeguards with regards to, amongst others, decision-making,

authority and discipline;

• Properly provide for the corporate shepherding needs of the Church;

• Properly provide for the personal shepherding needs of the Church;

• Provide for clarity with respect to roles, responsibility and authority;

• Allow for people to primarily serve in the areas where they are most gifted;

• Create an environment for effective and efficient decision-making (i.e. quality and timely decisions);

and

• Create alignment between the various parts such that all parts of the structure are set up to operate

with unity of direction.

5. Process

The process for the approval and implementation of the proposed governance structure is as follows:

Date Process

Sunday 01 March 2020 Proposal for the governance structure circulated to Members

Sunday 08 March 2020 Q&A session for Members after the 10am service (Jerusalem Hall)

Wednesday 11 March 2020 Q&A session for Members from 17:30 to 18:30 (Beta Room)

Wednesday 18 March 2020

(AGM)

Members to consider the proposed governance structure for approval (refer to

section 8 for the for the form of approval requested)

If the proposed governance structure is approved by the Members:

April 2020 Nominations processes for the various positions in the proposed governance

structure to commence

3 weeks prior to SGM Proposed rule and constitution changes will be circulated to Members for

consideration, with mechanisms for Members to provide their comments and

feedback prior to the SGM to allow for these comments / feedback to be

properly taken into account.

May / June 2020 (SGM) A special general meeting will be held for Members to consider and approve, in

this order:

• Required changes to the rules and constitution of the Church to give

effect to the proposed governance structure;

• Voting for / appointment of nominees to the various positions in the

new governance structure on an interim basis

The current elders and deacons will resign from their roles following the above

approvals by the Members.

Until such time that the proposed governance structure together with all appointments in terms of the proposed

governance structure, have been approved by the Members, the current governance structure will continue to

operate as per normal.

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6. Proposed governance structure

6.1. Overview

At RUC we see the Biblical principles relating to leadership structure involving the following key leadership

positions:

• Shepherding Elders, which includes all Pastors

• Elder Governing Board (comprised of elected Shepherding Elders), and which includes the Senior

Pastor

• Deacons, comprised of Ministry Deacons (Ministry Leaders), Finance Deacons (Finance & Risk

Committee) and HR Deacons (HR Committee).

The broader office of elder primarily involves two aspects of ministry (being shepherding and governance),

with, amongst others, the following practical implications:

• Discerning and overseeing the mission & vision of the Church, including ensuring accountability of

the goals and objectives required to meet the mission & vision in our current context;

• Guarding the Church from theological error, including oversight of preaching, community groups

and other teaching platforms (such as young adults, youth, children, men’s ministries, women’s

ministries etc);

• Shepherding the Church (or specific groups within the Church assigned to them) by regularly

praying for them and caring for them (encouraging them to worship, belong, grow and serve);

• Discernment of particular spiritual needs of the Church, or spiritual struggles arising in the Church

that need to be addressed;

• Exercising corrective Church discipline;

• Admitting new members to the Church.

The broader office of Deacon primarily involves the direct management of ministry teams, whether

administrative or spiritual.

6.2. Roles and qualifications

6.2.1. Shepherding Elders

The primary role of Shepherding Elders is Personal Shepherding, fulfilling the mandate to provide

wise counsel and shepherd on an individual basis to Pastors, Deacons, ministry volunteers and

members.

The following list includes the various ways this can be fulfilled, and it is expected that a Shepherding

Elder will be involved in at least a couple of them:

• Intentionally discipling one or more individuals of their own gender, either with the Life-on-life

Missional Discipleship approach or other approaches deemed appropriate.

• Leading a Community Group, or overseeing a network of Community Groups.

• Participating in one of the Ministry teams of RUC, or being a supportive presence at ministry

events where appropriate.

• Assisting with one of the teaching ministries of the Church.

• Being a regular welcoming presence in the Welcome area of the Church, and/or being a

supportive presence in new members classes.

• Being active in one of the prayer gatherings of the Church.

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• Being on the board or management team of one of RUC’s outreach ministries (eg Rays of

Hope)

• Assisting with the care, visitation and counselling load of Pastors or counselling department.

The Secondary role of Shepherding Elders is Corporate Shepherding, fulfilling the mandate to

provide wise counsel and shepherding on a corporate level.

This will include providing insights to the Shepherding Elders and EGB on:

• The overall spiritual health of the groups that they’re shepherding;

• Key issues and challenges that they have identified in the lives of those they’re shepherding;

• Needs that have been identified amongst those they’re shepherding.

These insights will become an important element of feedback that contributes towards shaping the

teaching and ministry of the Church, thereby ensuring that the Church’s teaching and ministry properly

addresses key issues and needs being faced by people within the Church.

Corporate shepherding will also involve oversight over two key aspects of the Church’s health, that

being:

• Guarding against theological error

• Accountability over the general Vision and Mission of the Church.

The Tertiary role of Shepherding Elders is to be involved in certain governance aspects of the Church.

This will most likely be restricted to the following items requiring their approval:

• All matters that require approval of the Members (consider for recommendation to the

Members);

• Appointment of new pastors (consider for recommendation to the Members);

• Appointment of new members to the Elder Governing Board (consider for recommendation to

Members);

• Significant changes to the vision, mission or strategy of the Church (as appropriate, either

consider for recommendation to Members or consider for approval);

• Significant changes to theological positions of the Church (as appropriate, either consider for

recommendation to Members or consider for approval);

• Performing new member interviews and approving additions to and removals from the

Church’s membership;

• Any corrective church discipline relating to Members (including corrective church discipline

relating to Shepherding Elders, members of the EGB and Pastors).

Where voting is required at a meeting of Shepherding Elders, a quorum shall be 60% of the

Shepherding Elders. Shepherding Elder meetings will be chaired by the chairperson of the EGB.

Wherever possible, decisions will be made on the basis of consensus amongst the Shepherding Elders

present. If a vote is called for, approval of 75% of the Shepherding Elders present is required for a

motion to be carried.

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It is anticipated that Shepherding Elders will typically spend their time as follows:

6.2.2. Elder Governing Board

The EGB is entrusted with the role of governing oversight of the Church’s activities, which includes but

is not limited to:

• Ensuring the operations of the Church are in accordance with the vision, mission and values of the

Church;

• Overseeing the goals and objectives set for the Church in the short, medium and long term. This

will necessarily involve reviewing and discussing the progress against those goals and objectives

with the Senior Pastor;

• Overseeing the pastoral ministries through:

o Supporting and protecting the Senior Pastor in his leadership and shepherding of the

Church as well as in his family and personal life;

o Loving accountability of the pastoral team through the Senior Pastor, which in turn will

include involvement with pastoral evaluations;

o Supporting, protecting & providing counsel to the pastoral team through the Senior Pastor;

o Evaluating the means by which the Senior Pastor, and through him the rest of the Church,

are operating and considering whether the means are in accordance with the core values

of the Church;

• Overseeing the operational aspects of the Church through, amongst others:

o Overseeing the work of the Administrator (or that of any similar position that may be

created in the future to take on operational responsibilities, such as that of an Executive

Pastor);

o Overseeing the Finance & Risk Committee, the HR Committee, and any other ad-hoc

committees that it may deem necessary to create;

o Final approval of staff appointments for key positions within the Church (excluding pastoral

positions);

o Final approval of new staff positions that may be created (not appointment of the

individuals);

o Final approval of the remuneration increases and bonuses for staff;

o Final accountability of all operational functions of the Church (such as finance, HR,

hospitality, facilities management etc) by overseeing the structures, personnel and

resources assigned to the management of these functions;

o Recommending the annual budget to the Members for approval;

60% Personal Shepherding

30% Corporate

Shepherding

SHEPHERDING ELDERS

10% Governance

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o Recommending a candidate for a pastoral position to the Shepherding Elders (who in turn

will consider the candidate for recommendation to the Members for approval);

• Overseeing the development of position papers (and where necessary, policies) on key theological

and practical matters affecting the Church;

• Developing and maintaining clarity with respect to responsibilities and authority throughout the

Church, including the development and maintenance of policies where appropriate.

For meetings of the EGB, a quorum shall be 5 of the 7 EGB members. It is anticipated that the

chairperson of the EGB will be an EGB member other than the Senior Pastor. Wherever possible,

decisions will be made on the basis of consensus amongst the EGB members present. If a vote is called

for, approval of 75% of the EGB members present is required for a motion to be carried.

It is anticipated that members of the Elder Governing Board will typically spend their time as follows:

6.2.3. Ministry Deacons

As indicated earlier, the office of Deacon seemed to originate in Acts 6, which highlights the direct

management of a particular ministry. This coupled with the weighty depiction of a Deacon in 1 Timothy 3

leads us to believe that the Ministry Deacons of RUC are those who directly lead and manage the

various ministries of RUC. This implies that Ministry Deacons:

• Have portfolios that are related either to ministry or operations;

• Have teams of people working under their leadership;

• Can be full-time, part-time or volunteer, depending on:

o The centrality of the ministry to the Church’s mission;

o The influence of the ministry within the Church’s context;

o The extent and nature of responsibility required in the ministry role;

• Are accountable to the Elder Governing Board through the Pastors.

• Members of RUC staff who are ministry leaders will be eligible to be appointed as Deacons.

Given the above, it is envisaged that ministry roles that meet the above criteria (i.e. responsible for a

team of people working under their leadership, a portfolio related to either ministry or operations etc) will

be required to be filled by Ministry Deacons. Examples of these roles may include (but are certainly not

limited to) roles such as the ministry leader roles (or other key leadership roles) within Missions, Youth

Ministry, Rays of Hope, Seniors Ministry, KBS etc.

There may be instances where it is considered more appropriate for a certain ministry to be under the

direct oversight of a Pastor or Elder. In this case there will be no Ministry Deacon position for the

relevant ministry (i.e. that Ministry Deacon position will be left vacant).

10% Personal

Shepherding

30% Corporate

Shepherding

ELDER GOVERNING BOARD

60% Governance

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6.2.4. Finance & Risk Committee (Finance Deacons)

The Finance & Risk Committee will be chaired by a member of the EGB, who will be appointed as the

Treasurer. Given that the Treasurer will also have other responsibilities as a member of the EGB, the

intention is that the Treasurer will play an oversight role on the Finance & Risk Committee and not an

operational role. The Treasurer will be responsible for ensuring that the Finance & Risk Committee

carries out its duties as set out below and that it does so in alignment with the vision, mission and

strategy of the Church. The Treasurer will be required to meet the biblical qualifications for elders as

well as have the appropriate skills and experience to provide the required oversight of the Finance &

Risk Committee (but not necessarily to undertake the operational work of the committee).

Given the role of the Treasurer, this will require that the members of the Finance & Risk Committee

(other than the Treasurer), will need to meet the qualifications required of deacons, whilst also needing

to possess the necessary skills to undertake the operational work of the committee.

The Finance & Risk Committee will be required to:

• Hold the person responsible for the day to day financial management of the Church (employed

or volunteer) accountable for operating in accordance with the Church’s vision, mission, values

and policies and in accordance with good financial management practices;

• Oversee the maintenance of accounting records and financial reporting;

• Approve any changes to the accounting policies;

• Provide input in the creation of the annual budget, including recommending significant

assumptions which should be used in the preparation of the annual budget;

• Consider the annual budget for recommendation to the EGB (who in turn will consider the

annual budget for recommendation to the Members for approval);

• Develop a delegation of authority and appropriate approval limits for the incurring of expenses

(both operational and capital expenses) and making of payments by the Church, and

recommending such delegation of authority and approval limits to the EGB for approval;

• Consider and recommend the appointment of external auditors to the Members for approval;

• Consider any issues raised by the external auditors and recommend appropriate actions and

responses to the EGB;

• Review the annual financial statements and recommend them to the Members for approval;

• Review the skills, resources and experience of the Church’s finance function and make

appropriate recommendations to the EGB, including the addition of personnel (either volunteer

or employed) to the finance function and / or the Finance & Risk Committee;

• Oversee the development of a risk management framework that is appropriate for the Church

and review the risk management processes and assessments on a regular basis;

• Assess the controls in place for mitigating risks and where required, make recommendations

for improvements to those controls; and

• Review and monitor the Church’s compliance with tax regulations.

This committee will take the place of the current Finance Committee.

6.2.5. HR Committee (HR Deacons)

The HR Committee will be chaired by a member of the EGB. Given that the HR Committee chairperson

will also have other responsibilities as a member of the EGB, the intention is that the HR Committee

chairperson will play an oversight role on the HR Committee and not an operational role. The HR

Committee chairperson will be responsible for ensuring that the committee carries out its duties as set

out below and that it does so in alignment with the vision, mission and strategy of the Church. The HR

Committee chairperson will be required to meet the biblical qualifications for elders as well as have the

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appropriate skills and experience to provide the required oversight of the HR Committee (but not

necessarily to undertake the operational work of the committee).

Given the role of the HR Committee chairperson, this will require that the members of the HR

Committee (other than the chairperson), will need to meet the qualifications required of deacons whilst

also needing to possess the necessary skills to undertake the operational work of the committee.

The HR Committee will be required to:

• Hold the person responsible for the day to day human resources management of the Church

(employed or volunteer) accountable for operating in accordance with the Church’s vision,

mission, values and policies and in accordance with human resource management practices;

• Approval of all HR related policies;

• Approval of all exceptions to and deviations from HR policies;

• Recommendation for the creation of and changes to staff positions (not the individuals) to the

EGB for approval;

• Approval and management of employment related disciplinary actions and decisions;

• Approval of salary ranges for the various employment positions within the Church as well as

any proposed changes to those ranges;

• Approval of the terms of employment (including remuneration) for all new appointments at the

Church;

• In conjunction with the Finance & Risk Committee, recommend any annual salary increases to

the EGB for approval;

• As and when required, consider, review and benchmark the Church’s employee benefits for

suitability and adequacy;

• Development of standard terms of employment and approval of deviations from those standard

terms of employment;

• Oversee the implementation of appropriate performance reviews for employees;

• Develop a delegation of authority for HR related decisions, and recommend such delegation of

authority to the EGB for approval;

• Oversee the implementation of appropriate training and development for the Church’s

employees;

• Oversee the development of appropriate succession plans for the Church’s employees;

• In conjunction with the Finance & Risk Committee, recommend any bonus payments to the

EGB for approval;

• Review and monitor the Church’s compliance with HR related regulations.

Recommendations and / or decisions that have a financial impact will be made in conjunction with the

Finance & Risk Committee.

This committee will take the place of the current Remuneration Committee.

6.2.6. Staff of the Church

It is envisaged that a Pastoral / Staff Leadership Team will be established which will be made up of the

Pastors and other senior staff members, as appropriate. The Pastoral / Staff Leadership Team will be

determined by the Senior Pastor and approved by the EGB. Any changes to the Pastoral / Staff

Leadership Team will be approved by the EGB.

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Other than providing for the establishment of the Pastoral / Staff Leadership Team, as well as creating

clarity in accountability structures (see below), the proposed governance structure is not intended to

address the organizational structure in respect of the Church’s Pastoral or staff team.

6.3. Engagement between roles

The following organogram highlights the relationships and accountability between these offices:

The oversight and accountability represented above is detailed as follows:

• Ministry Deacons are those entrusted with the direct leadership of the various ministry teams. The

members of these teams will therefore be directly accountable to and supported by the Ministry

Deacons. The Ministry Deacons themselves are supported by, and most often accountable directly

to a Pastor;

• Pastors are responsible for the daily ministries of the Church, either by oversight of the relevant

Ministry Deacons, or by directly leading ministries themselves. The Pastors are accountable to the

Senior Pastor, who in turn is accountable to and supported by the EGB;

• The EGB has governing oversight of the broader ministry of the Church, particularly as it relates to

ensuring the Church is reaching its strategic goals and objectives. The EGB primarily does this

through overseeing and supporting the Senior Pastor;

• The EGB also has governing oversight of the broader operational aspects of the Church, and as

such both the Finance & Risk Committee and the HR Committee will be accountable to the EGB;

• The EGB is in turn accountable to, and supported by the broader group of Shepherding Elders,

particularly as it relates to ensuring the goals and objectives fall within the broader vision & mission

of the Church. For practical purposes, the accountability that the Shepherding Elders have over the

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EGB will be exercised by their approval for key decisions (being matters that will go to Members for

approval, the appointment of new pastors, Shepherding Elders or EGB members, disciplinary

matters relating to pastors);

• The Elders are ultimately accountable to and supported by the Members of the Church.

Whilst the frequency, invitees and purpose of meetings may change in order to meet the needs of the

Church in different seasons, it is envisaged (at least initially) that these teams will meet together and

engage with the broader leadership body as follows:

• Pastors will meet with Ministry Deacons, and Ministry Deacons with their ministry teams on an ad-

hoc basis as deemed necessary for encouragement, equipping and support to the leaders and

teams;

• Pastors will meet weekly, along with other ministry staff members (part-time or full-time Deacons,

as well as other ministry staff), in order to ensure adequate management of the daily ministries of

the Church;

• The EGB will meet monthly to ensure adequate governance of the operations and ministries of the

Church;

• The Shepherding Elders (including the EGB and Pastors) will meet approximately 5 times per year

for mutual shepherding, prayer, discernment and overall evaluation of the Spiritual health of the

Church (i.e. Corporate Shepherding) (“Corporate Shepherding Meeting”); and

• The Shepherding Elders (including EGB and Pastors) and the Deacons will meet approximately 3

times per year. This will not primarily be to make decisions but for inspiration, information,

shepherding, training, brief reports on key issues that the Shepherding Elders, EGB and Deacons

are dealing with, prayer for the body and input / advice on difficult / controversial issues that the

EGB / Deacons are dealing with (“Leadership Meeting”);

• The Finance & Risk Committee and the HR Committee will meet monthly to perform the

responsibilities required of them.

Given that it is unlikely that meetings will take place in December due to the holidays, the annual meeting

schedule is likely to be as follows:

Number of meetings per year Corporate

Shepherding

Meeting

Leadership

Meeting EGB

Meeting Finance &

Risk

Committee

Meeting

HR

Committee

Meeting

TOTAL

Shepherding Elder 5 3 - - - 8

EGB Member 5 3 11 - - 19

EGB Member appointed as

Treasurer 5 3 11 11 - 30

EGB Member appointed as HR

Committee chairperson 5 3 11 - 11 30

Ministry Deacon - 3 - - - 3

Finance & Risk Committee

member - - - 11 - 11

HR Committee member - - - - 11 11

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6.4. Appointment process

Shepherding Elders

• Processes to identify and equip potential Shepherding Elders will be developed in order to create a

pool of potential candidates for nomination to Shepherding Elder roles;

• The purpose of the appointment process outlined below is then to test those nominated to ensure

that they both meet the qualifications required for elders and that they are appropriately equipped to

carry out the role of a Shepherding Elders in the context of the Church;

• Members will be entitled to nominate persons (who also must have been Church Members for at

least 2 years) to stand as Shepherding Elders;

• As is currently the case, the Senior Pastor will decide on the number of Shepherding Elder

positions available to be filled (provided that there shall never be less than 8 Shepherding Elders);

• All nominations that are proposed must be seconded and accepted by the nominee in order to be

valid;

• The nominations process will take place annually in the lead up to the General Meeting in

November of each year;

• Whilst, as a guideline, it is expected that there will be one Shepherding Elder appointed for every

30 to 100 attendees at the Church, the intention is to phase this in so as to ensure that all

Shepherding Elders appointed meet the required biblical qualifications and are appropriately

prepared for the role;

• A nominations committee shall be appointed by the EGB (to consist of at least one pastor and two

other persons, either being Shepherding Elders or members of the EGB);

• The Nominations Committee shall consider each nominee and shall make an assessment of their

suitability for the role of Shepherding Elder;

• The Nominations Committee shall advise each Nominee of their assessment of their suitability for

the role of Shepherding Elder and shall inform the General Meeting of the names of the nominees

that it endorses;

• The election of Shepherding Elders shall then take place at the General Meeting, with nominees

receiving at least 50% of the votes cast being appointed to the role of Shepherding Elder.

Note: the appointment process for Shepherding Elders under the proposed structure will be consistent

with the process under the current rules for the appointment of elders.

Elder Governing Board

• The EGB will be made up of 7 members, being the Senior Pastor (as a permanent appointee and

voting member) as well as 6 persons appointed from amongst the Shepherding Elders (all of whom

may not be pastors or employees of the Church);

• Whilst the EGB will have 7 members, it is anticipated that others (including pastors, persons

charged with the administration or oversight of operational matters etc) may be invited to attend

EGB meetings as required;

• The Shepherding Elders (including the EGB) shall nominate persons, who are already Shepherding

Elders or who have been nominated to become Shepherding Elders, to stand for election to the

EGB;

• Members are welcome to make suggestions to Shepherding Elders as to candidates they believe

should be nominated for the EGB;

• A nominations committee shall be appointed by the EGB (to consist of at least one pastor and two

other persons, either being Shepherding Elders or members of the EGB). The same nominations

committee may be used for the consideration of both Shepherding Elder and EGB nominations;

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• A role description and the requirements for each upcoming vacancy on the EGB shall be developed

so as to ensure that the nominations committee is able to assess nominees against the

requirements for each role (thereby ensuring that the EGB collectively has the necessary gifting

and skills to carry out its role);

• The Nominations Committee shall consider each nominee and shall make an assessment of their

suitability for a role on the EGB;

• The Nominations Committee shall advise each Nominee of their assessment of their suitability to

become a member of the EGB and shall inform the Shepherding Elders of the names of the

nominees that it endorses;

• The candidates nominated for election to the EGB shall then be voted on by the Shepherding

Elders, with each nominee individually requiring at least 75% of the votes cast by the Shepherding

Elders to be recommended to the Church Members for appointment to the EGB;

• Those nominees that have received the requisite votes from the Shepherding Elders will then be

recommended to the Church Members for election to the EGB, with nominees receiving at least

50% of the votes cast being appointed to the EGB.

Note: the appointment of the EGB has been discussed extensively. Whilst the current rules allow for

Members to nominate persons to the current Church Council (the key decision-making body under the

current structure), it is proposed that it will instead be the Shepherding Elders who will make

nominations for the new EGB. The rationale for this change is that the Members both nominate and

approve the appointment of Shepherding Elders, and given that the EGB is selected from existing

Shepherding Elders, all potential persons nominated to the EGB by the Shepherding Elders would have

already been approved by Members as Shepherding Elders. Given this, the key consideration then is

around who is best placed to assess whether the gifting and skill of a Shepherding Elder is well suited to

the role of the EGB. Given the large size of the Church and taking into account the potential for the

Church to grow even larger, the Shepherding Elders will be best positioned to make this assessment as

they would have served alongside potential nominees. This becomes a good safeguard against

appointments to the EGB being a “popularity contest”. Members are still required to approve the

candidates nominated to the EGB by the Shepherding Elders (in the same way that they’re required to

approve candidates nominated to the Church Council currently), which provides a safeguard against

any appointments to the EGB of persons not supported by the Members.

Ministry Deacons

• Deacons will be proposed by the Senior Pastor in respect of specific roles (refer section 6.2.3); and

• The nominees will then be considered for approval as Ministry Deacons by the EGB.

Note: whilst the current rules allow Members to nominate persons for the role of Deacons and then

requires that Members approve Deacon appointments, the role of Deacons under the current rules is

substantially different from the role under the proposed structure. Under the proposed structure, ministry

leaders will be appointed as Deacons. Currently, ministry leaders are appointed by the Senior Pastor

and approved by the Church Council. Given that the EGB will replace the role currently played by the

Church Council, the proposed appointment of Deacons operates similarly to the current rules.

Deacons - Finance & Risk Committee and HR Committee

• The EGB shall appoint the Finance & Risk Committee and the HR Committee

Note: the Finance Committee and Remuneration Committee, under the current rules, is appointed by

the Deacons. As such, the new proposed appointment process operates similarly to the current rules.

A summary of the appointment process and comparison with the appointment process under the current

structure has been included in Annexure II.

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6.5. Term of office

Role Term of office

Shepherding Elder Appointed for a term of 3 years, with the potential to serve two

consecutive terms of 3 years before being required to take a 1 year

sabbatical. After a 1 year sabbatical, the candidate will be eligible to

stand for re-election. This term limit does not however apply to pastors.

Elder Governing Board Appointed for a maximum term of 4 years, with the candidate being

required to take a 1 year sabbatical, after which the candidate will be

eligible to stand for re-election. During this 1 year sabbatical, the

candidate may (i) also take a sabbatical from Shepherding Elders, in

which case they would be entitled to stand for appointment as a

Shepherding Elder (and thereafter for appointment to the EGB) after

completing the sabbatical; or (ii) continue as a Shepherding Elder,

subject to the normal term limits applicable to Shepherding Elders. This

term limit does not apply to the Senior Pastor.

Ministry Deacons There will be no restriction on the period for which a candidate can

serve as a Deacon (Ministry Leader), due to the fact that as ministry

leaders (many of whom will be employees of the Church), they will be

required to consistently remain within those ministry leadership roles for

continuity. The list of Deacons (Ministry Leaders) will however need to

be considered and approved annually by the EGB.

Finance & Risk Committee The EGB will consider the proposed candidates for the Finance & Risk

Committee annually for approval. There will be no specific term limit. In

approving the proposed candidates for the committee annually, the

EGB will take into account the need for potential candidates to take a

sabbatical where they have been serving for a long period.

HR Committee The EGB will consider the proposed candidates for the HR Committee

annually for approval. There will be no specific term limit. In approving

the proposed candidates for the committee annually, the EGB will take

into accoun the need for potential candidates to take a sabbatical where

they have been serving for a long period.

6.6. Summary of key changes

Role Current structure Proposed structure

Function

Key decision-making body

/ Governing

Church Council Elder Governing Board (EGB)

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Oversight of operational

functions (finance, HR,

facilities management etc)

Deacons / Church Council / Mancom Elder Governing Board (EGB)

Personal Shepherding Pastors and Elders (but happening to

a limited extent with Elders due to

burden of the current structure)

Shepherding Elders

Corporate Shepherding Pastors and Elders EGB and Shepherding Elders

Management / oversight of

finance and HR

Finance Committee

Remuneration Committee

Finance & Risk Committee

HR Committee

Authority

Appointment of pastors Call committee makes

recommendation

Members to approve

Call committee makes

recommendation

Members to approve

Approval of budget and

annual financial

statements

Members to approve Members to approve

Nominations and

appointments

Refer to summary in section 6.4

6.7. Benefits of the proposed structure

We believe that the proposed structure will be better positioned to help and facilitate the Church in having a

greater impact for God’s kingdom. We believe that this will be the case through the following:

• The proposed structure is a biblical expression of church governance:

o Oversight rests with the elders;

o The offices of both elders and deacons are held in high regard and collectively carry out

the leadership roles required for the Church;

o It caters for all of the biblical roles required of elders (i.e. both Corporate shepherding and

Personal shepherding);

o It incorporates the elder’s role of shepherding into the structure of the Church.

• As a body of 7 people, the EGB will be small enough to effectively make decisions whilst being big

enough to have a diversity of views;

• Appropriate levels of accountability will be maintained in the proposed structure through, amongst

others:

o The Members being required to nominate and approve new appointments of Shepherding

Elders;

o New appointments to the EGB requiring approval from both Shepherding Elders as well as

Members;

o Shepherding Elders being appointed for a term of 3 years, with a requirement for them to

take a sabbatical of at least 1 year after serving for two consecutive terms;

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o Members of the EGB being appointed for a term of 4 years, with a requirement for them to

take a sabbatical of at least 1 year after serving for this term;

o The existing requirement for Member’s to approve items such as the appointment of

pastors, the annual budget and the annual financial statements will remain in place;

o Significant changes to the strategy or theological positions of the Church will require

approval from the Shepherding Elders (in addition to the approval of members that may

required, such as changes to the statement of faith);

• A broader body of leaders within the Church (i.e. many of the current community group leaders,

LOLMD leaders and others) will be included in the body of Shepherding Elders, thereby:

o Creating a stronger alignment between the decision-making body of the Church (the EGB)

and the Members who are actively involved in the shepherding of other members;

o Extending the effective shepherding of the Church from the Pastoral team to a wider group

of Shepherding Elders;

o Holding those leaders who are shepherding within the Church to the biblical standards and

qualifications required for such roles; and

o Providing a clear direction and mandate to those who are doing the work of shepherding.

• Ministry leaders, who are central in the work of the Church, will be formally held to a level of biblical

qualification and expectation through assigning them the position of Deacon;

• The incorporation of the ministry leaders into the leadership structure of the Church (by assigning

them the position of Deacon) will create a significantly stronger alignment between the key

decision-making body (the EGB), those responsible for shepherding (Shepherding Elders) and

those leading the ministries (Deacons);

• Having the Finance & Risk Committee and the HR Committee accountable to the EGB will ensure

that the financial resources and the people resources of the Church are properly stewarded and

aligned with the direction of the Church.

7. Transition period

7.1. Appointment of initial office bearers

Given that the proposed structure requires various positions to already be filled in order for the nominations,

recommendations and approvals to take place, it is proposed the appointment of the initial office bearers will

take place as follows:

• Appointment of Shepherding Elders will be as per section 6.4 above, with the Members being

invited to nominate candidates and then vote on candidates based on the recommendation of the

nominations committee;

o Given that the nominations committee will ordinarily be appointed by the EGB, it is

proposed that it be appointed by the current Church Council for the purpose of the initial

appointments;

• It is proposed that the EGB be recommended by the current Church Council, from candidates that

have been nominated to be Shepherding Elders and that have been endorsed by the nominations

committee;

o These recommendations of the Church Council will be subject to those candidates first

being approved by the Members as Shepherding Elders by a majority vote;

o In the event that any of the candidates recommended by the Church Council are not

approved by the Members, the EGB will have alternative candidates that it can

recommend;

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• It is proposed that the Ministry Deacons be nominated by the Senior Pastor and approved by the

current Church Council (in the place of the EGB who would ordinarily have done so);

• It is proposed that the Deacon roles for the Finance & Risk Committee and the HR Committee be

appointed by the current Church Council (in the place of the EGB who would ordinarily have done

so).

All of the abovementioned appointments will be for an interim term only (i.e. up until the General Meeting in

November 2020). The appointment process will then take place again at the General Meeting in November

2020 in accordance with the provisions set out for the proposed structure.

The requirement for a sabbatical applicable under the current rules will be carried forward for candidates

who both are current members of the Church Council and who are appointed to the role of either

Shepherding Elder or EGB under the proposed structure (e.g. if a current member of the Church Council

would be required to take a sabbatical in 2022 under the current rules, that requirement will remain in place

under the proposed structure).

Not all candidates initially appointed to the EGB under the proposed structure will be appointed for a full term

(i.e. 4 years) in order to ensure that the rotation cycle is in place from the initial appointments (i.e. some

candidates will be appointed for 1 year, some for 2 years, some for 3 years and some for 4 years, each with

a requirement to take a sabbatical from the EGB after their term, in order to ensure the continuity of between

1 and 2 members of the EGB being replaced each year).

Given that the initial appointments will be made in May / June 2020, it is proposed that in the case of

Shepherding Elders and the EGB, the period from appointment up until the General Meeting in November

2020 should not count towards their term limits to avoid a situation where their terms expire in May of a year

whilst new appointments are only made in November of that year.

All existing elders and deacons will, (i) upon approval of the amendments to the rules and constitution by the

Members; and (ii) upon the approval by the Members of the new Shepherding Elder and EGB appointments,

resign from their current office. They will however be eligble to make themselves available for appointment to

any role in the proposed structure (and it is anticipated that some of them will do so).

7.2. Other considerations

The oversight of the campus (i.e. facilities management) and of hospitality have not been extensively

addressed in the responsibility of the committees set out in this document. The EGB will be responsible for

the oversight of these functions. It is anticipated that the existing administrative staff of the Church, together

with volunteers where necessary, will contribute towards the management of these functions (under the

oversight of the EGB).

8. Recommendation & Approval Required

The Church Council hereby recommends that the Members:

• Approve the adoption of this document as the basis for the implementation of a new governance

structure; and

• Mandate the Church Council to make a proposal to the Members (for their approval) in respect of

the required changes to the rules and constitution of the Church to give effect to the above.

For the avoidance of doubt, the proposed structure will only become effective upon the approval of the required

changes to the rules and constitution by the Members. Until this has occurred, the current structure will continue

to operate under the existing rules and constitution.

A vote of at least two thirds of Members in favour of the proposed structure is sought in order for Council to

proceed with preparing the required changes to the Constitution and Rules for presentation to an SGM to be held

before 30 June 2020.

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Annexure I: Background & History

Rosebank Union Church was started in January 1906 in the home of David and Alice Rossiter in Illovo, and

initiated its first constitution in June, 1911. This was also the year in which it began in its new church in Cradock

Avenue, Rosebank. This constitution served the church very well for about seventy years, and, although

interdenominational, it provided the right for members to change the church by special resolution of members to

a Baptist Church. However, failing such change, the last paragraph, being paragraph 10, was worded “So long

as the said Union Church remains as a Union Church this Constitution cannot be altered, added to, or in any way

amended.”

All went well until 1981, and after the church had moved from its original site on Cradock Avenue, just off

Jellicoe. The church had previously had mortgage bonds, and again with the new building in Biermann Avenue.

However, when the church needed to raise a new bond for extensions to new buildings, the Registrar of Deeds

refused to sign off on a bond for the new property in Biermann Avenue, Rosebank, because the church

constitution made no provision for the church to borrow money. At a tense SGM held on the 23rd June, 1981,

the church voted to delete this clause, but in order to do this, the church had to be dissolved with the consent of

the Baptist Union whose representative was present, and RUC was then immediately reconstituted with the same

name and constitution, but without the offending clause 10! Then, a new clause 10 was inserted which gave

RUC the right to acquire property, and to borrow monies as necessary. A new clause 11 replaced clause 10 by

requiring a two thirds majority to change the constitution. At this time, most of the congregation were members of

the church, and membership stood at just over 500.

Since that time, the constitution has been changed only two more times – firstly, at an SGM on 30 June 1993, to

provide that both males and females could be members of the governing committee, and secondly to provide that

the Senior Pastor need not be a Baptist but shall be of the Christian faith!

The running of the church is primarily governed by the Rules of the church, and these too remained largely intact

until 1981. Since then, there have been various rule changes to cope with a larger church and the greater

complexity of modern life. The main changes have been:

• Changing the requirement for quarterly meetings to the AGM plus one other general meeting.

• Reducing the quorum to a minimum of 75 members, and later to 20% and then to 15% of members.

• In 1984, a completely revised set of rules was adopted, providing specifically for the first time for

elders and deacons.

• The proportion of votes necessary to appoint pastors was changed from 2/3rds to 75%.

• In 1993, the requirement for nominations committees to vet new candidates for elder and deacon

before their names were tabled at an AGM was introduced, as well as that of representative

deacons for various ministries of the church.

• Trustees were appointed every year to sign any and all important legal documentation of the

church, such as those required for property etc. This was done away with in 1995, and the Senior

Pastor plus two elders appointed by the Church Council had the right to sign such documentation.

• A Statement of Faith was introduced, and all pastors present and future are required to assent to it.

• A revision was introduced to limit the period spent on Church Council to a maximum of 2 terms of 3

years each, after which a sabbatical of 1 year is required before a person is again eligible for

election. This resulted in a healthy rotation of office bearers in the church.

• In 2006, the concept of electronic voting was introduced, although it hasn’t been used yet! A

management committee was also provided for, and accountability of ministry leaders was defined.

• The rules were again subject to a fairly major “tidying up” exercise in 2010, which included a

definition of the duties of the Deacons Committee. A finance and remuneration committee were

also provided for, and the duties of the Administrator and Secretary were defined.

• Several more minor changes have been approved in recent years, such as changing the date of

elections and approval of the budget to a November Biannual Meeting.

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Based on the history recorded in ‘A Century of Grace’, it appears that there have been a number of occasions

where structure was adjusted to suit the increased size and complexity of RUC. In 1991, just after Ellis Andre

started, there were leadership challenges in the Church and ‘A potential culprit was the structure of the Church

council’ (pg 98). As such an ad-hoc committee of thirteen was established to ‘investigate the Church structure

and electoral procedures as prescribed in the constitution and rules’. This resulted in the terms of council officers

as mentioned in bullet point 8 above. It seemed further refinements were made in the year 2000, and trialed for 2

years before being reviewed at the AGM of 2002.

Whilst the above is not exhaustive, it gives a good idea as to how the Rules governing the running of the Church have changed incrementally over the years to deal with the increases in the size and complexity of the Church.

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Annexure II: Summary and comparison of appointment process

A summary of the appointment process for the various positions, under the proposed structure, has been

shown below in black.

In addition, a comparison with the appointment process under the current rules (for the current structure) has

been shown in blue.

Position Approval and Recommendation Nomination

Under proposed structure Members Shepherd-

ing Elders EGB n/a Senior

Pastor Members Shepherd-

ing Elders

Under current structure Members n/a Church

Council Deacons Senior

Pastor Members n/a

Appointment of:

Shepherding Elders

Elders A

A N

N

Elder Governing Board

Church Council A

A R N1

N N N2

Ministry Deacons

Ministry Leaders A

A N

N

Finance & Risk Committee

Finance Committee A N3

A

HR Committee

Remuneration Committee A N3

A

N – Nomination

R – Recommendation

A - Approval

As can be seen from the above, the proposed changes to the appointment process when compared to the

current rules will be as follows:

• N1 – under the proposed structure, the appointment of the EGB is recommended by the

Shepherding Elders prior to appointments being put to the Members for approval (under the current

structure, persons nominated to the positions of either elder or deacon are put to the Members for

approval either with or without the endorsement of the nominations committee);

• N2 – under the proposed structure, potential appointments to the EGB will be nominated by the

Shepherding Elders (under the current structure, nominations to the Church Council are made by

Members); and

• N3 – under the proposed structure, the Finance & Risk Committee and the HR Committee will be

appointed by the EGB (under the current structure, these appointments are made by the Deacons).

The rationale for these changes has been set out in the details around the appointment process above (refer

section Error! Reference source not found.).