C. Make manifest the noblest ideals of Judaism and the Judaic tradition in the broad range of human experience – personal and collective, in worship, in study, in the home, in business and in the community.

D. Make our local Jewish community an integral part of the larger Jewish community of the United States and of the world, and to contribute to the welfare of civil life.

E. Provide education in Jewish religion, ethics, history, tradition, culture and in the Hebrew language.

F. Provide religious services and further the observance of Jewish ritual as we seek to enrich and increase the Jewish content of our personal and group existence.

G. Seek out and respond to problems which affect local Jewry because of their ethnic background or religious beliefs and actively apply the ethical teachings of Judaism to the issues of our society.

H. Provide leisure time activities which enrich Jewish community life.

Section 3. Election To Membership: Applicants for membership shall make written application and shall agree to abide by the By-Laws of the Congregation and all of its rules and regulations, including the payment of such dues and assessments, and all other pledges and obligations as may be established by the Board of Directors.

Section 4. Unit Of Membership: The unit of membership shall be the household. In the case of a single person, that individual shall be a unit of membership. In assessing dues or assessments, and counting quorums, the unit of membership shall be used.

Section 9. Duties: Each member of the Congregation binds himself/herself to the provisions of these By-Laws.

A. Each member is encouraged to promote the growth and vitality of the congregation by service on or to a standing or special committee or auxiliary unit during each fiscal year.

B. Any member desiring to sever their affiliation with the Congregation must tender a written resignation to the Board of Directors.

C. The resignation of any member shall not relieve them from the payment of all obligations due at the time of the resignation.

Section 10. Revocation Of Membership: The membership of any member of the Congregation may be revoked by a two-thirds (2/3) vote of the entire Board of Directors if they find that such revocation shall be in the best interests of the Congregation.

A. Revocation of membership shall be only for good cause.

B. Members shall be accorded rights of due process prior to any revocation action by the Board of Directors.

C. Notification shall be in writing from the Executive Secretary and sent by Certified Mail.

Section 11. Reinstatement: Reinstatement of a former member shall be upon such terms and conditions as shall be prescribed by the Board of Directors in each instance.

ARTICLE III

BOARD OF DIRECTORS

Section 1. Management: The management and administration of the affairs of the Congregation shall be vested in a Board of Directors elected as herein provided.

Section 2. Composition: The Board of Directors shall consist of four (4) Officers: President, Vice President, Treasurer, and Executive Secretary, and five (5) Directors: Buildings and Grounds, Education, Membership, Religious Practices and Ways and Means, elected by the Congregation from within its membership. The immediate past President of the Congregation shall serve on the Board with the right to vote. In addition, the appointed representatives of the Sisterhood, Brotherhood and Youth Group auxiliaries shall serve as ex-officio members with the right to vote.

A. Any of the four elected offices may be shared by two qualified persons (e.g. co-presidents). When both persons are present at an official meeting, there shall be one vote for that position. For purpose of establishing a quorum, that seat counts as one. When only one such person is present at an official meeting, then that person will have a whole vote, and for purposes of establishing a quorum, will count as one unit.

B. Any of the five elected directorships may be shared by two qualified persons (e.g. co-membership directors). When both persons are present at an official meeting, there shall be one vote for that position. For purpose of establishing a quorum, that seat counts as one. When only one such person is present at an official meeting, then that person will have a whole vote, and for purposes of establishing a quorum, will count as one unit.

Section 3. Eligibility: All persons serving on the Board of Directors including the appointed representatives of the auxiliaries, must be members in good standing of the Congregation and must be Jewish according to the most recent definition of the Central Conference of American Rabbis..

Section 4. Election And Term: The Board of Directors shall be elected at the spring meeting of the Congregation by a majority vote of the members in good standing present and voting, in accordance with the provisions of Article II, and shall attend the May Board of Director's meeting and serve for a term of one (1) year starting in June.

Section 5. Powers And Duties: The Board of Directors shall govern the affairs of the Congregation, have charge of its property and revenues, performing all acts necessary to carry out the objectives and purposes of the Congregation. In furtherance and not in limitation of the foregoing, the Board of Directors shall:

A. Provide for the operation of the synagogue and all its programs.

B. Enact such rules and regulations as it may deem necessary and expedient for the transactions and general welfare of the Congregation.

C. Engage, dismiss and fix the duties and compensation of paid employees.

D. Have charge of all property and formulate rules for its use.

E. Have overall responsibility for, and establish the policy of, all educational activities including, but not limited to, the Religious School. Tuition policy is the responsibility of the Board of Directors.

F. Have overall responsibility for Religious Practices and Worship policy.

G. Establish the dues structure of the membership.

H. Approve the annual budget, as submitted by the Budget and Finance Committee, following appropriate study and review.

I. Authorize the appropriation and use of funds.

J. Designate the depository (ies) wherein shall be kept the regular and special funds of the Congregation.

K. Designate the manner in which checks, drafts and other orders for the payment of money shall be signed.

L. Establish such policies and standards as are deemed necessary and act upon the recommendations of committees.

Section 6. Meetings: The Board of Directors shall meet monthly in regular meetings except that the Board may elect not to meet during either July or August.

A. Special meetings may be called by the President at any time, stating the purpose thereof, and must be called by the President within ten (10) days upon the request of five (5) elected members of the Board of Directors, stating the purpose thereof

B. No business shall be transacted at such special meeting other than that provided for in the aforementioned statement of purpose.

C. All members of the Board shall be notified not less than seventy-two (72) hours prior to the holding of a special meeting.

Section 7. Quorum: A majority of the nine (9) elected members of the Board of Directors shall constitute a quorum and a quorum shall be required for the conduct of any and all business.

Section 8. Voting: Decisions of the Board of Directors shall be by majority vote unless otherwise specified.

A. No person shall be entitled, under any circumstances, to more than one vote.

B. The chairperson of the meeting shall vote only in the event of a tie.

C. In the event of an emergency, the President, or Vice-President or Executive Secretary acting in his/her absence, may poll the Board of Directors by telephone, email, or otherwise, and if a majority of the Board concur on the question, it shall be duly passed as if the vote had been taken in the regular manner at a meeting of the Board of Directors.

D. A written record shall be kept of all telephone polls to include the question and the vote by each board member, irrespective of the outcome, for recording in the minutes at the next regular meeting of the Board.

Section 9. Absence: The office of any Officer or Director absent from three (3) successive regular meetings of the Board of Directors may be declared vacant by a two-thirds (2/3) vote of those present.

A. Upon the absence from two (2) consecutive regular meetings of the Board, the Executive Secretary shall immediately notify said Officer or Director, in writing, of the provisions of this section and their implication for continuing service on the Board of Directors.

Section 10 Vacancy: Should a vacancy occur in the office of any Officer or Director, except in the auxiliary units and the immediate Past President, the Board of Directors shall appoint a qualified member to fill such vacancy and serve until the next annual meeting of the Congregation.

A. Any vacancy occurring in the auxiliary units shall be filled by that auxiliary unit.

Section 11 Recording Of Business: The Board of Directors shall keep an accurate record of its proceedings.

ARTICLE IV

Section 1. Designation Of Officers: The Officers of the Congregation shall be a President, a Vice-President, a Treasurer and an Executive Secretary.

Section 2. Duties Of The President: As the principal executive officer of the Congregation, it shall be his/her duty to:

A. Preside at all meetings of the Congregation and the Board of Directors.

B. Sign all contracts and other official documents to be executed for and on behalf of the Congregation.

C. Appoint committee chairpersons in accordance with Article VIII.

D. Serve as a member of the Dues Evaluation Committee.

E. Serve as an ex-officio member of all other committees, except the nominating committee, without the right to vote.

F. Make appointments in accordance with Article VII.

G. Call special meetings of the Board of Directors and the Congregation whenever the necessity exists.

H. Make a written report to the Congregation, at its general meetings, on the status of the organization.

I. Serve as spokesperson for Temple Beth El.

J. Prepare the agenda for each meeting of the Board of Directors and the Congregation.

Section 3. Duties Of The Vice-President: In the event of the absence, inability or refusal of the President to act, or in the event of his/her resignation, the Vice-President shall assume all the duties and responsibilities incumbent upon the President. It shall be his/her duty to:

A. Serve as chairperson the Budget and Finance Committee.

B. Coordinate the functioning of all other committees, except the Nominating Committee, as the President may direct.

C. Serve as an ex-officio member of all other committees, except the Nominating Committee, without the right to vote at their meetings, but shall receive notice of such respective meetings.

D. Discharge such other duties as shall be assigned by the President or the Board of Directors.

Section 4. Duties Of The Treasurer: In the event of the absence, inability or refusal of both the President and Vice-President to act, the Treasurer shall assume all the duties and responsibilities incumbent upon the President. It shall be his/her duty to:

A. Collect all dues and assessments and other monies payable to the Congregation, and pay out all amounts authorized by the Board of Directors.

B. Deposit the funds of the Congregation in is name in such depository(ies) as shall be designated by the Board of Directors.

C. Keep a correct account of all receipts and disbursements in the books and make a written report thereon at each meeting of the Board of Directors, and a written report to the Congregation at each annual meeting on the condition of the Treasury.

D. Provide proper notification to delinquent members in accordance with Article II, Section 8.

E. Have the books of account ready for audit at least one (1) month prior to each annual meeting.

F. Serve as chairperson of the Dues Evaluation Committee.

G. Serve as a member of the Budget & Finance Committee.

H. Supervise and direct the activities of the Financial Secretary.

1. Acknowledge all monetary donations by personal correspondence and announcement in the bulletin of the Congregation.

J. Administer the "Trees for Israel" program.

K. Present the annual report to the Secretary of the State of California.

L. Review at least once every two (2) years the insurance portfolio of the Congregation.

Section 5. Duties Of The Executive Secretary: It shall be the responsibility of the Executive Secretary to:

A. Record minutes at meetings of the Congregation and the Board of Directors.

B. Issue notices of all meetings of the Congregation and the Board of Directors.

C. Keep the official calendar of events.

D. Have custody of the By-Laws, minutes and other official documents.

E. Correspond on matters of Congregational business at the direction of the Board of Directors.

F. Keep the official register of the membership.

G. Certify as to the eligibility of all nominees for elected office in accordance with these By-Laws.

H. Supervise the maintenance of historical records.

Section 6. Duties Of The Immediate Past President: The Immediate Past President shall act in an advisory capacity and may be called upon to act in other capacities as deemed necessary by the Board of Directors. It shall be his/her duty to:

A. Serve as Parliamentarian at all meetings of the Congregation and Board of Directors.

Section 7. Upon election, the President, Vice-President and Treasurer shall become signatories to all regular and special depositories of the Congregation. All former signatories shall be deleted. The Board may designate additional signatories on specific accounts as circumstances may require, except that no member of the Audit Committee shall be a signer on any account of the Congregation.

ARTICLE V

DIRECTORS

Section 1. Designation Of Directors: The Directors of the Congregation shall each chair one of the following standing committees: (1) Buildings and Grounds, (2) Education, (3) Membership, (4) Religious Practices, (5) Ways and Means.

ARTICLE VI

COMMITTEES

Section 1. Standing Committees: In addition to the committees chaired by the Directors of the Congregation, the following shall also be standing committees: (1) Budget & Finance, (2) Social Action, (3) Dues Evaluation, (4) Library, (5) Publicity & Public Relations, (6) Sunshine, (7) Youth.

A. Chairpersons of these committees shall be elected by the Board of Directors upon recommendation of the Nominating Committee.

B. When the Nominating Committee is not standing, the President shall nominate to any vacated chair.

Section 2. Special Committees: The President, with approval of the Board Of Directors, may create such special committees as are required, with those powers and duties deemed appropriate.

A. Special committees shall be dissolved when the purpose for which they were created no longer exists, as decided by a majority vote of the Board of Directors, or at the end of the fiscal year, whichever is earlier.

Section 3. Appointment And Size: Except for the Nominating Committee and Dues Evaluation Committee, each committee chairperson shall determine the number of committee members and the manner of their selection.

Section 4. General Duties: Committees shall have such duties and powers as delegated by the Board of Directors. Through its chairperson it shall:

A. Make reports to the Board of Directors as they may require.

B. Make recommendations for the improvements of those spheres of activity for which it is responsible.

C. Submit annually its budget requirements to the Budget & Finance Committee.

D. Develop and record operational guidelines for all aspects of committee activities.

Section 16. Duties Of The Youth Committee: Develop and promote age-appropriate activities for young people, which increase their understanding of Jewish customs and traditions, as well as enhance their respect for the Jewish religion, and promote participation in communal activities and community service.

Section 17. The Board of Directors may add or otherwise modify the duties and scope of activities as may be warranted.

ARTICLE VII

AUXILLIARY UNITS

Section 1. Auxiliary units of the Congregation may be formed with the approval of the Board of Directors.

Section 2. Sisterhood, Brotherhood and the Youth Group are the recognized auxiliary units.

Section 3. In the event of any conflict in policy among auxiliary units or between an auxiliary unit and the Congregation, the decision of the Board of Directors, with regard to the proper spheres of policy, shall be conclusive.

ARTICLE VIII

APPOINTED POSITIONS

Section 1. SELECTION: Standing and special appointments shall be made by the President and confirmed by the Board of Directors at its next regular meeting following the appointment.

Section 2. STANDING APPOINTMENT: The standing appointee shall be: Financial Secretary.

Section 3. SPECIAL APPOINTMENTS: Circumstances may create the necessity for additional temporary or permanent positions and shall be filled by special appointment.

Section 4. DURATION: Standing and special appointments shall be withdrawn when the purpose for the appointment no longer exists, as decided by a majority vote of the Board of Directors, or at the end of the fiscal year, whichever is sooner.

Section 5. DUTIES OF THE FINANCIAL SECRETARY: The Financial Secretary shall work under the direction of the Treasurer. It shall be his/her duty to:

A. Assist the Treasurer in administrative functions.

B. Serve on the Dues Evaluation Committee.

ARTICLE IX

NOMINATIONS OF OFFICERS AND DIRECTORS

Section 1. NOMINATING COMMITTEE: Nominations of all members of the Board of Directors shall be made by a Nominating Committee appointed under the provisions of Article VI, Section 2. The Committee shall:

A. Be created at the January meeting of the Board of Directors.

B. Be composed of not less than two (2) members of the Board and one (1) member of the Congregation at large.

C. Elect its own chairperson.

Section 2. SLATE: The slate of nominees shall consist of at least one nomination for each position to be filled.

Section 3. CERTIFICATIONS: The reports of the Nominating Committee shall be submitted for certification of eligibility to the Executive Secretary at least ten (10) days before the April meeting of the Board of Directors.

Section 4. NOTICE: The report of the Nominating Committee shall be presented in writing to the Congregation at least ten (10) days prior to the annual spring meeting.

Section 5. NOMINATIONS FROM THE FLOOR: Any nominations from the floor shall be accepted if eligibility of the nominee can be established.

A. In the event of two or more nominations to the same position, election shall by secret ballot.

ARTICLE X

REMOVAL OF OFFICERS, DIRECTORS OR CHAIRPERSONS

Section 1. Any Officer, Director or Chairperson may be removed from office by a two-thirds (2/3) vote of the entire Board of Directors if they find that such revocation shall be in the best interests of the Congregation.

A. Notification shall be in writing from the Executive Secretary and sent by Certified Mail.

B. Due process rights shall be afforded any affected Officer, Director, or Chairperson prior to his/her removal from office.

ARTICLE XI

RESIGNATION OF OFFICERS, DIRECTORS OR CHAIRPERSON

Section 1. Resignations shall be presented in writing to the Board of Directors.

A. Whenever possible, Thirty (30) to sixty (60) day notice should be given for continuity.

ARTICLE XII

MEETINGS

Section 1. Meetings of the Congregation

A. Two regular meetings of the Congregation shall be held every year: one during the month of April or May (spring) and one during the months of November or December (fall) at a time and place to be set by the Board of Directors.

B. Business at the spring meeting shall include, but not be limited to: election of Officers, and presentation of new dues proposal. Business conducted at the fall meeting shall include but not be limited to consideration of the audit report.

Section 2. Special Meetings: Special meetings may be called by the President at any time.

A. The President shall call a special meeting upon the request of a majority vote of the Board of Directors.

B. The President shall call a special meeting upon the petition, stating the purpose for the meeting, of twenty (20) percent of the members qualified to vote at such a meeting.

C. The business at a special meeting shall be confined to that specified in the notice.

Section 3. Notice of Meetings:

A. In the case of the annual spring or fall meeting, written notice shall be mailed to each member at least ten (10) days in advance of the meeting date.

B. Written notice of all special meetings all be mailed to each member at least ten (10) days prior to the date of meeting, and shall state the reason for which the meeting is called.

C. For the spring meeting, the notice shall *include the nominations for each position.

Section 1. The rules of order at meetings shall be determined by Roberts Rules of Order to the extent that they are not in conflict with any of these By-Laws or any procedures adopted by the Board of Directors.

ARTICLE XV

ACQUIRING AND DISPOSING OF REAL ESTATE

Section 1. Before any contract for the purchase, sale or alienation of real estate, or the lease of any real property for a period in excess of one (1) year, by or for the Congregation shall be entered into, the Board of Directors shall ascertain all of the relevant material facts and submit them to the Congregation at a regular or special meeting called for that purpose.

A. It shall require a two-thirds (2/3) vote of the members present and voting to authorize any such purchase, sale, alienation or lease of real estate.

ARTICLE XVI

AMENDMENTS

Section 1. Amendments to the By-Laws shall be presented in writing and shall be initiated by the Board of Directors or by at least one-third (1/3) of the members of the Congregation, and shall be filed with the Executive Secretary.

A. Such amendments may be acted on at any regular meeting of the Congregation, or at a special meeting called for that purpose.

B. Copies of the proposed amendments shall be mailed at least ten (10) days prior to the date of the meeting.

C. An affirmative vote of sixty (60) percent of the members present and voting shall be necessary to adopt any amendments.

ARTICLE XVII

RATIFICATION

Section 1. These By-Laws will be implemented upon approval at the annual spring or fall meeting of the Congregation, or at a special meeting called therefore.

A. Upon adoption of these By-Laws, all other By-Laws of this organization, including any amendments thereto, except the "Articles of Incorporation" (executed January 24, 1964) shall be repealed.