CONSTITUTION AND BY-LAWS OF THE CENTRAL CONFERENCE OF AMERICAN RABBIS


Adopted June 1953 and amended in
1955, 1956, 1958, 1959, 1961, 1963, 1964, 1971, 1976, 1982, 1988, 1990, 1993, 1994, 1997, 1998, 1999, 2004, 2007, 2010, 2012, 2014.

 


CONSTITUTION


Article I — Name

This organization shall be known as the Central Conference of American Rabbis.

Article II — Purpose

The purpose of this Conference shall be to preserve and promote Judaism and to encourage all efforts for the dissemination of its teachings in a Liberal spirit; to advance the cause of Jewish learning; to foster fellowship and cooperation among rabbis and other Jewish scholars; and to serve the welfare of its members.

Article III — Membership

All applications for membership shall be submitted to and acted upon by the Board of Trustees.

Section 1. Regular membership in the Central Conference of American Rabbis may be secured by the following candidates:

a. Any ordained rabbi, whether a graduate of a recognized rabbinical seminary, or the possessor of academic and other qualifications deemed equivalent thereto by the Board of Trustees, and who is or has been engaged solely in the work of like nature.

b. One who, although not an ordained rabbi, is a regular and full-time professor at the Hebrew Union College-Jewish Institute of Religion (HUC-JIR). When such a member severs his/her connection with the HUC-JIR, his/her membership in the Conference shall be terminated.

Section 2. Honorary members or honorary officers may be elected by the Conference when unanimously proposed by the Board of Trustees. They shall not be required to pay dues but shall be entitled to vote.

Section 3. The Board of Trustees shall have the right to define and determine probationary periods for categories of prospective members of the CCAR. Such new members subject to an initial probationary period as determined by the Board of Trustees shall receive Conference mailings and be invited to attend meetings of the Conference, but shall not be eligible to vote, hold office, or serve on Conference committees, nor shall they be enticed to placement, pension, or other insurance benefits until they achieve full membership. In such cases, full membership shall be voted upon at the expiration of the probationary period.

Section 4. Non-rabbinic directors of joint commissions of the CCAR or URJ may be elected to associate membership without vote or eligibility for office, such membership to terminate when the position with the joint commission is severed.

Article IV — Dues

Section 1. The annual dues of members shall be on a scale set by the Board of Trustees from time to time and approved by the Conference.

Section 2. The Board of Trustees shall have the power to remit any or all of the dues or other assessments of a member.

Article V — Suspension and Expulsion

Section 1. Any member who is in arrears for one (1) year in the payment of dues or other Conference assessments, and has been duly notified of the fact, may be suspended by the Board of Trustees. Notice of this action shall be communicated promptly by registered mail to the suspended member by the Vice President of Financial Affairs. A member suspended for nonpayment of dues or other assessments may be reinstated by the Board of Trustees upon the satisfactory settlement of all arrears. Suspension shall involve the forfeiture of all privileges and benefits of membership. Any member whose membership has been in suspension for two or more years must have his or her status renewed by the Steering Committee prior to any consideration by the Board of Trustees of reinstatement. Any member whose membership has been in suspension for five or more years shall be dropped from membership without further review.

Section 2. When a member of this Conference is charged with a violation of either the Conference Code of Ethics or the Placement Guidelines of the Conference, or other regulatory guidelines adopted by the Conference, or misconduct that would render him/her unworthy of membership, the Ethics Committee (EC) shall make a thorough investigation of these charges, and shall have disciplinary powers short of suspension or expulsion. In cases in which the Ethics Committee recommends censure, the rabbi has the right to have an appeal heard by the Board of Appeals (BOA). The rabbi and chair of the Ethics Committee would come before the Board of Appeals that would hear the case and then render a decision. The BOA's decision would stand without further appeal. In those instances where, in the view of the Committee, suspension or expulsion is called for, the matter may be referred to the Board of Appeals for a hearing of these charges. The member thus charged shall have full opportunity to defend himself/herself before the Board of Appeals. The Board of Appeals shall have discretion to dismiss the charge or levy appropriate penalties, including suspension, upon the member charged. The decision of the Board of Appeals is final.  

Section 3. Notice of the expulsion of a member shall be sent to every member of the Conference by the Recording Secretary.

Section 4. A rabbi previously expelled from the Conference may be readmitted to membership upon application and approval by a minimum vote of three members of the Board of Appeals.

Article VI — Officers and Board of Trustees

Section 1. The Board of Trustees shall consist of eight Officers, as defined in Section 2, and eight additional Trustees.

Section 2. The officers of this Conference shall be a President, President-Elect, Immediate Past President, and five Vice-Presidents.

Section 3.  At the Annual Convention, in odd numbered years only, elections shall be held to select Officers and Trustees to terms of two (2) years.  All Officers and Trustees must be elected, except the Immediate Past President.  Members shall take office upon election and installation during the Convention.  All terms begin and end simultaneously.

Section 4.  Each Officer and Trustee, with the exception of the President, President-Elect and Immediate Past President, will be eligible for one additional two-year term.  Approximately one-half of the Trustees elected at the first odd-numbered year convention following adoption of this section shall be designated, by lottery, to be ineligible for reelection in order to provide for staggered successions in subsequent years.

Section 5.  Notwithstanding any other provision of this Constitution or of the By-Laws, only members who are completing one or two terms as Vice-President may be nominated for the position of President-Elect.  For the purpose of nominations in 2011, only those completing one or two terms as Officers may be nominated to the position of President-Elect.

Section 6.  Members of the Board of Trustees shall be selected to reflect the diversity of the Conference.  Members shall be selected based upon an array of criteria and considerations to include:  geographic region, stage of career, gender, type of rabbinate, size of congregation, and areas of rabbinic interest and expertise.

Section 7. There shall be a Chief Executive who shall be a rabbi and a member in good standing of this Conference, and who shall be appointed by the Board of Trustees. The Board of Trustees shall define the Chief Executive’s  salary, duties, and term of office. The Chief Executive  shall, in coordination with the President, represent the Conference whenever and wherever necessary.

Section 8. In case of the death or resignation of the President, the President-Elect shall become President for the unexpired term.

Section 9. In case of the death or resignation of the President, or in case the President-Elect succeeds to the Presidency upon the death or resignation of the President, the most recently selected Nominating Committee shall convene to nominate a new President-Elect.  That nomination shall be acted upon by the Board of Trustees.

Section 10. In case of the death or resignation of the President, at such time when the office of the President-Elect is vacant, the Immediate Past President shall become President for the unexpired term.

Section 11. In case of vacancy in any office other than that of President, President-Elect, or Immediate Past President, the President shall nominate a member of the Conference to fill that office for the unexpired term.  That nomination must be confirmed by a vote of the Board of Trustees.

Section 12. A member of the Board of Trustees who shall have been properly notified but who, without adequate excuse, is absent from two (2) consecutive meetings of the Board of Trustees, held at times other than in connection with the convention of the Conference, may have his/her office declared vacant by the Board of Trustees.

Article VII — Steering Committee

Section 1. The President, President-Elect, Immediate Past President, and the five Vice-Presidents  shall constitute a Steering Committee of the Board of Trustees.

Section 2.  The Chief Executive shall be a non-voting member of the Steering Committee, ex officio, though the Steering Committee may, at its sole discretion, meet in Executive Session outside the presence of the Chief Executive.

Section 3. The Steering Committee will be advisory in nature, except as otherwise specified in the Constitution or the By-Laws.

Section 4.  The Steering Committee shall advise the Chief Executive on any and all matters, including but not limited to personnel matters not otherwise specifically delegated to the Board or other bodies in the constitution or By-Laws.

Section 5. The Steering Committee shall have authorization between meetings of the Board of Trustees to make financial allocations outside of the regularly adopted annual budget of the CCAR, within limits to be established from time to time by the Board of Trustees.

Article VIII — Meetings

Section 1. This Conference shall convene annually, at such time and place as a previous Convention of the Board of Trustees shall determine.

Section 2. The first notice of the time and place of each annual Convention shall be mailed to all members as soon as the Convention or the Board of Trustees shall have made its decision. A second notice shall be mailed to the members at least six (6) weeks in advance of the Convention.

Section 3. The Board of Trustees shall be authorized to summon the Conference for a special session in time of emergency.

Article IX — Regions

Section 1. The Board of Trustees shall be authorized to establish regional organizations of the Conference.

Section 2. The Board of Trustees shall establish rules of procedure for the regional organizations, to which the regional organizations shall adhere.

Article X — Amendments

Section 1. Any member may introduce an amendment at an annual Convention. The amendment must be in writing and must be read to the convention, after which reading it shall be submitted to the Board of Trustees, which shall submit the proposed amendment to the next convention together with its considered recommendations.

Section 2. The Board of Trustees shall give notice of such pending amendments to each member at least four (4) weeks before the next annual convention at which action thereon is to be taken.

Section 3. An amendment may be adopted only by a two-thirds (2/3) vote of those attending a properly called session of the convention, provided that no less than twenty five percent (25%) of the total membership of the Conference is registered at that convention, and that a quorum is present as defined in Article X of the By-Laws.


By-Laws


Article I — Duties of  the Board of Trustees

It shall be the duty of the Board of Trustees:

a.  To determine and uphold the vision, mission and core values of the Conference, and to set strategic direction and organizational priorities in concert with them.

b.  To ensure compliance with legal regulations and fulfillment of contractual obligations.

c.  To ensure the financial viability and sustainability of the Conference through prudent and honest financial oversight, safeguarding of assets, and revenue enhancement, including fundraising.

d.  to select the chief Executive and to monitor and evaluate the Chief Executive’s performance on an annual basis.

e.  to work in collaboration with the Chief Executive and conference staff to achieve the objectives of the conference.

f.  To consider and adopt positions on behalf of the conference, and to determine topics for study and discussion at the conference conventions and other appropriate venues.

g. To make recommendations to the Conference and perform such other duties as are specified in the Constitution and By-Laws.

Article II – Duties of Officers

Section 1.  The President shall be the senior governing officer of the Conference, whose responsibilities will include:

a.  Presiding at meetings of the Board of Trustees and the Steering Committee and designating others to preside over such meetings as needed;

b.  Nominating to the Board for its approval the members and chair(s) for each of the Conference’s Operational Committees, Core Committees, and working groups, as well as Conference representatives to the Joint Commissions of the Reform movement;

c.  Determining, in consultation with the President-Elect, Vice Presidents and the Chief Executive, the specific responsibilities for each of the Vice Presidents.

d.  Representing and speaking for the Conference and its members within the Union for Reform Judaism, the Jewish community and the community at large.

e.  Receiving regular reports from the Chair of the Ethics Committee, the Chair of the CCAR Press, the Rabbinic Chair of the Rabbinic Placement Commission, the Senior CCAR Representative  to the Reform Pension Board, and conveying them to the Board.

f.  Fully participating in and working for the financial sustainability of the CCAR, including fundraising, with the other responsible officers and staff.

Section 2.  The President-Elect shall represent the President in any duty of the President, in the case of the President’s request or unavailability.  Other duties of the President-elect shall be determined based upon the needs and priorities of the Conference, in consultation with and at the direction of the President and the Chief Executive.  

Section 3.  The five Vice-Presidents shall be responsible for the duties relating to the following titles and descriptions:

a.  Vice President of Financial Affairs:  to oversee and safeguard the financial resources of the Conference including oversight of Audit, Budget and Finance, and Revenue Enhancement Committees.

b.  Vice-President of Leadership:  to identify and cultivate future leadership of the Conference, and to facilitate leadership development within the current Board of Trustees.  The Vice-President of Leadership shall be responsible for ongoing communication with the CCAR Regions and Regional Presidents, and shall convene the Regional Presidents at least twice per year with one such meeting taking place with the CCAR Board.

c.  Vice-President of Member Services:  to oversee those functions of the Conference which protect the integrity and advance the professionalism of the Reform rabbinate in diverse rabbinic career paths, including functions related to ethics, placement and compensation.

d.  Vice-President of Organizational Relationships:  to oversee and coordinate the representation of the Conference and articulation of Conference positions in a variety of multi-organizational coalitions, including the Joint Commissions of the Reform movement.

e.  Vice-President of Programs:  to oversee and coordinate the conference’s provision to its members of programs that promote personal and professional rabbinic growth; opportunities for such programming might include national conventions, continuing rabbinic education, regional meetings and other appropriate settings.

Section 4.  The duties of the Immediate Past President shall be determined based upon the needs and priorities of the conference, in consultation with and at the direction of the President and the Chief Executive.

Section 5.  The Chief Executive shall be the senior managing officer of the conference, whose responsibilities will include carrying out the mission of the CCAR through the day to day operations of the conference, such as:

a.  Management of all financial affairs of the Conference.

b.  Direct or indirect supervision of all other employees of the Conference.

c.  Providing vision to the Conference and advising the Steering Committee, the Board, and all Committees and task Forces, as a member, ex officio, without vote, of them all.

d.  Providing reports of Conference activities to the Steering Committee, the Board and the Conference.

e.  In consultation with the President, representing and speaking for the conference and its members within the Union for Reform Judaism, the Jewish community and the community at large.

f.  Serving as a professional resource to Conference members as appropriate.

Article III – Ex Officio Members

The President of the HUC-JIR, the President of the Union for Reform Judaism (URJ), a designated representative elected by the National Association of Retired Reform Rabbis (NAORRR), and a designated representative elected by the Women’s Rabbinic Network (WRN), shall be ex-officio members of the Board of Trustees during their terms of office.  The representatives of NAORRR and WRN shall be voting members of the Board.  All other ex-officio members of the Board of Trustees shall be non-voting.  All ex-officio Board members must be members of the conference in good standing.  Any or all of them, however, may be elected under the provision of Article VI of the constitution to serve as voting members if they are otherwise eligible.

Article IV – Board of Trustee Meetings

Section 1.  The Board shall hold at least three in-person meetings per year.  The Board shall meet additionally and in other formats (such as teleconferences) as determined by the President.

Section 2.  Notice of a meeting of the Board of Trustees and of the agenda of the meeting shall be sent to all members of the Board at least three (3) weeks in advance of the meeting.

Section 3.  Ten (10) members of the Board of Trustees shall constitute a quorum for the transaction of business. All decisions shall be by majority vote of those present.

Section 4.  Board of Trustees meetings are open to all members of the Conference unless otherwise specified by the President.

Article V – CCAR Representatives

Section 1.  CCAR Representatives to other Boards, Joint Commissions, and other joint governing and/or policy-making or implementing bodies on which the Conference has official representatives shall represent, to the best of their abilities, the interest of the conference and its members.

Section 2.  All CCAR Representatives shall report all activities of the Board, Joint Commission, or other body on which they are representing the CCAR, in a timely fashion, to the CCAR Board – or, between, Board meetings, to the Present and to the Chief Executive.

Seciotn 3.  The Board – or, between Board meetings, the Steering Committee – may from time to time instruct such CCAR representatives.

Section 4.  The Board may, after due notice, declare vacant the position of any CCAR representative, for failure to follow an instruction of the Board or Steering Committee as outlined in Section 3 of this Article, for failure to report to the Board as provided in Section 2 of this Article, or for repeated non-attendance at meetings where they have been appointed to represent the CCAR.

Article VI – Committees, Task Forces & Interest Groups

Section 1.  All business of the conference shall be conducted under the ultimate oversight of the Board of Trustees.  This may be accomplished through assignment of responsibilities to staff who have been employed to manage the daily activities of the Conference and to the Conference’s Operating Committees.

a.  The Operational Committees reporting to the Board of Trustees, unless otherwise provided, shall included:

  • Audit
  • Budget & Finance
  • CCAR Press
  • Conference Leadership Development
  • Continuing Rabbinic Develoment
  • Convention
  • Ethics
  • Funds and Investments
  • Nominations
  • Conference Positions and Resolutions
  • Revenue Enhancement

b.  The Core Committees reporting to the Board of Trustees, unless otherwise provided, shall include:
Israel

  • Justice and Peace
  • Responsa
  • Hesed
  • Worship and Practice
  • Others, as may be deemed necessary from time to time, by the Board of Trustees.

Section 2.  For time-limited activities, the Board may create Task Forces to address specific issues and make recommendations to the Board for possible action.  Task Forces shall have commencement and sunset dates, which may be extended by the Board if necessary.

Section 3.  The Board, at its sole discretion, may organize any number of Working Groups within which conference members may address issues of particular relevance to the conference and/or issues of personal interest.  They will exist to provide forums for members to explore specific issues or topics.  These groups will be overseen and coordinated by one of the Conference Vice-Presidents.  The insights gained from these exchanges may be shared with the rest of the Conference though recommendations for programs, policies, or conference resolutions.

Section 4.  The Board of Trustees may delegate some of its activities to Operational and Core Committees, Task Forces, and Working Groups.  Unless otherwise specified in the Conference Constitution or By-Laws, the function of these Committees, as well as the function and duration of the Task Forces and Working Groups, shall be determined by the Board of Trustees, which may appoint additional Operational and Core Committees, Task Forces, and Working Groups as needed to carry out its work.  In addition, the Board may charge some Operational and Core Committees, Task Forces and Working Groups to work with staff to carry out some of the management functions of the conference.  When fulfilling these functions, those groups would report to the Chief Executive.  The Board, in its governance function, would resolve any substantive difference of opinion between the Chief Executive and the Operational and Core Committees, Task Forces and Working Groups.

Article VII – Ethics Committee and Board of Appeals

Section 1. The Ethics Committee (EC) shall be appointed by the President with the approval of the Board of Trustees, and shall be submitted to the Conference for ratification.

Section 2. The Members of the Board of Appeals shall be appointed by the President with the approval of the Board of Trustees, and shall be submitted to the Conference for ratification.

a.  The Board of Appeals shall be composed of four rabbis and a layperson. With the approval of the Board, the President shall designate one of the rabbis to serve as chair. The term of service for members of the Board of Appeals shall be for five years, with no more than two rabbis and/or a layperson completing a term at any one time. Individuals nominated for the Board of Appeals should not have been either complainants or respondents in any CCAR ethics case in the previous ten years nor should they have served on the Ethic Committee in the previous five years. If a vacancy occurs in the Board of Appeals through death or resignation, the President shall appoint a rabbi or layperson to fill the unexpired term with the approval of the Board. This rabbi or layperson would be eligible for re-election to an additional five year term.

b.  The Board of Appeals may convene with a minimum of four members. All decisions short of expulsion require a minimum vote of at least three members of the Board of Appeals. In cases of Expulsion of a colleague, a vote of four of the five members of the Board of Appeals is final.

c.  A rabbi against whom an ethics charge has been filed is prohibited from any contact with any parties to the complaint that might be reasonably construed as being coercive or intimidating.  At the same time in the interest of equity and fair play while the complaint is being processed, all other parties to the complaint, including the complainant and potential witnesses, shall desist from any contact that could inappropriately influence the outcome.

d.  The Board of Appeals has the right to set up its Rules and Procedures including but not limited to: date and time of hearings, length of presentations at the hearings, time to consider the matter and time of decisions.  These Rules and Procedures should not conflict with the CCAR Constitution and By-Laws and the Code of Ethics.  The Board of Appeals reviews the appeal by the colleague and the response from the Ethics Committee.  The Board of Appeals has the option to schedule a hearing, meet by telephone with the appellant and the chair of the Ethics Committee, or reach its decision based on the documents submitted.

e.  When the Board of Appeals reviews a decision, it is not to engage in a new full hearing but to proceed with a presumption of correctness. The Board of Appeals should decide if there was any prejudicial abuse of discretion by determining if the procedure was substantially fair and conformed to CCAR Code of Ethics as well as whether the decision was reasonably supported by the evidence.

Article VIII – Nominating Committee and Elections

Section 1.  There shall be a Nominating Committee which will function under the following provisions:

a.  The Nominating Committee shall prepare a slate of Conference members to fill each Officer and Trustee position for a two year term.  This slate shall be presented to the conference membership attending each odd-year convention, in accordance with Section 2 of this Article

b.  Prior to the close of each even-year convention of the Conference, a Nominating Committee consisting of twelve (12) Conference members shall be appointed as follows:

  1.  one selected by the current President
  2. two selected from the previous Nominating Committee by the Steering Committee
  3. five selected by the Board to represent each of the five (5) most recent quinquennial groups of ordainees
  4. four selected at large by the Board
  5. Nominating Committee members shall be selected based on an array of criteria and considerations to include;  geographic region; stage of career, gender, type of rabbinate, size of congregation, and areas of rabbinic interest and expertise.  The Steering committee and Board of the conference shall strive to make the Nominating Committee both as representative of the Conference and diversified in its qualifications as possible  Ideally, members will be selected based on filling multiple criteria or factors.
  6. the Steering Committee will appoint one of the selected committee members as Chair of the Nominating Committee.

c.  Prior to the first in-person meeting of the Nominating Committee, the Nominating Committee Chair shall schedule an orientation session, which need not be an in-person meeting:

  1. In addition to all Nominating Committee members, the President, the President-Elect and the Chief Executive will participate in this session;
  2. The purpose of this session is to clarify the Nominating Committee’s charge, the procedures under which the committee will function, committee activity time lines, and the values of representation, diversity, and continuity which the committee should consider when evaluating member qualifications to serve the Conference.
  3. In addition, the three non-committee members shall present an overview of the Conference’s current goals and priorities and those expected during the next two-year cycle as well as the leadership characteristics that these priorities might warrant.

d.  The Chief Executive will not be a member of the Nominating Committee and therefore have no vote, but may attend Nominating Committee meetings to serve as a resource on matters of ethics, dues, and Conference involvement by members under discussion.

e.  In a timely fashion, the Chair of the Nominating Committee shall have the Conference office inform all Conference members of the composition of the Nominating Committee, its timelines, and the applicable sections of the Conference Constitution and By-laws.  At the same time, Conference members shall be invited to make suggestions for nominations (including self-nominations) to the Nominating Committee for consideration.

f.  the Chair of the Nominating Committee shall convene a meeting of the committee no later than six months prior to the convention at which elections will occur.

g.  No member of the Nominating Committee shall be eligible that year for nomination by the Nominating Committee.

Section 2.  Election of officers and trustees of the Conference shall take place at Conference conventions in odd-numbered years consistent with the following procedures:

a.  The Nominating Committee shall distribute to all Conference members a slate for all office and trustee positions no later than four months prior to the following convention;

b.  Additional nominations for any office may be made only by petition,.  Petitions must carry the signature of at least fifty (50) members in good standing of the Conference, and must be accompanied by the written consent of the nominee.  Such petitions are to be submitted to the Chief Executive no later than forty-five (45) days before the opening of the convention.  The Chief Executive shall inform the membership of the CCAR of all such nominations without undue delay.

Article IX — Principal Protected Funds

Subject to the approval of the annual convention, the Board of Trustees shall be authorized to establish principal protected funds ("Endowed Funds"). Among these shall be a Relief Fund Endowment and a Centennial Fund Endowment. Endowed funds shall be administered in accordance with the following guidelines:

a. The Funds and Investment Committee shall have the authority to invest the principal and interest of Endowed Funds.

b. The Funds and Investment Committee shall have the power to employ, with approval of the Board of Trustees, a custodian of any Endowed Funds, and to delegate it to such powers as they deem appropriate.

c. The Funds and Investment Committee shall submit an annual report on the Endowed Funds to the Board of Trustees.

d. The Funds and Investment Committee shall prepare written guidelines for each Endowed Fund, specifying investment objectives and the distribution of interest, dividends, and capital gains. These guidelines shall be submitted for approval to the Board of Trustees.

e. Utilization of principal shall be only by vote of two-thirds (2/3) of a convention upon recommendation of the Board of Trustees.

f. Funds may be borrowed for use of the Conference upon two-thirds (2/3) vote of the Board of Trustees. Repayment shall include interest.

g. The Endowed Funds shall continue in perpetuity unless dissolved by a vote of two-thirds (2/3) of both the Board of Trustees and a convention.

Article X — Quorum

The quorum for the Annual Convention shall be 25% of those members in good standing who are registered at that convention.

Article XI — Amendments

The By-Laws may be amended by a vote of two-thirds (2/3) of the members present at any official convention session.

Article XII

The latest edition of the Robert's Rules of Order shall guide and control all situations not provided for in this Constitution and By-Laws.