Minnesota Religious Organizations – Chapter 315

Minnesota Religious Organizations - Chapter 315

Minnesota Religious Organizations – Chapter 315

Minnesota Religious Organizations – Governing Statutes

For civil law purposes, Minnesota Religious Organizations are governed by either Chapter 315, or possibly Chapter 317A, of the Minnesota Statutes:

  •     Chapter 315 is a collection of quasi-corporate statutes which loosely govern Minnesota religious corporations, societies, and certain churches and related organizations;
  •     Chapter 317A is a comprehensive body of corporate statutes which has governed all Minnesota non-profit corporations since 1991 – including, but not limited to – many churches.

This discussion will address the variety of methods that have been used, and can still be used, to incorporate Minnesota Church Organizations – Chapter 315.

Minnesota Religious Organizations – Chapter 315

Historically, and under current Minnesota law, there are eight statutory methods which can be used to incorporate Minnesota religious organizations pursuant to Minnesota Statutes, Chapter 315:

  • Four of the methods are not associated with any particular religious denomination;
  • Two of the methods are associated with the Roman Catholic Christian Church; and
  • Two of the methods are associated with the Protestant Episcopal Christian Church.

Minnesota Religious Organizations – Chapter 315 General Formation Requirements

(i)      M.S. Section 315.01, Subd 1, 2 – Organization by Worshipers

M.S. Section 315.01, Subd. 1 and Subd. 2 identify that a Minnesota religious organization can be incorporated by at least five worshipers who:

  •      are of lawful age, and
  •      have been considered as belonging to an unincorporated church, congregation, or religious society.

Such worshipers may elect trustees at a meeting of the church, congregation, or religious society, providing that:

  •     written notice identifying the time, place, and object of the meeting,
  •     is posted at the place of worship of the church, congregation, or society,
  •     at least 15 days prior to the meeting.

Providing that at least five worshipers are present at the meeting, such worshipers may elect by a plurality vote – a Chair and a Secretary of the meeting – who shall:

  •      determine the qualification of voters, and
  •      receive and count the votes at the meeting.

The eligible voters shall by a plurality vote:

  •      elect at least 3, but not more than 15,
  •      members of their church, congregation, or religious society,
  •     as trustees, who shall take charge of its property and temporal affairs.

The eligible voter:

  • shall adopt a corporate name for the trustees, and their successors, and
  • may determine the qualifications of the trustees to be chosen thereafter, and any religious denomination or sect to which the church, congregation, or religious society will be subject to.

Immediately after the voters’ meeting, the Chair and the Secretary shall sign and acknowledge a certificate – in the presence of two subscribing witnesses – stating:

  •      the names of the trustees elected at the meeting, and
  •      the name adopted for the incorporated church, congregation, or religious society.

Such certificate may also identify:

  •     the qualifications of any future trustees, and
  •      the name of the religious denomination, if any, to which the congregation, or religious society will be subject to.

M.S. Section 315.03 identifies that the certificate – together with:

  •      a certificate of acknowledgment,
  •      a copy of the notice of the meeting, and
  •      an affidavit of the posting of the notice,

must be recorded in the office of the county recorder of the Minnesota County where the society’s place of worship is located.

M.S. Section 315.03 identifies that when the certificate and other required documents are filed with the proper county recorder, the trustees and their successors come into existence as a religious corporation under the name identified in the certificate.

(ii)     M.S. Section 315.01, Subd 3 – Trustees Chosen by Society Officials

M.S. Section 315.01, Subd. 3 identifies that when the constitution, rules, or usages of a church, denomination, congregation, or religious society require that trustees be chosen:

  •      by a minister, presiding elder, or other officers, or
  •      by a body,

the person who chose the trustees, or the presiding officer and secretary of the body which chose the trustees, shall execute, acknowledge, and deliver to the trustees a certificate, stating:

  •      the names of the trustees,
  •      the time when, and the person or body by which, they were chosen, and
  •      their corporate name.

M.S. Section 315.01, Subd. 3, and M.S. Section 315.03, identify that when the certificate and the other required documents are filed with the proper county recorder, the trustees and their successors:

  •     come into existence as a religious corporation under the name identified in the certificate, and
  •     have the rights, powers, and privileges of other religious corporations organized under Minnesota Statutes, Chapter 315.

(iii)    M.S. Section 315.01, Subd 4 – Society Officials as Trustees

M.S. Section 315.01, Subd. 4 identifies that when the constitution, rules, and usages of a church or religious denomination declare that the ministers, elders, deacons, or other officers elected by a church or congregation according to its constitution, rules, or usages are the trustees of the church or congregation, those designated persons may execute and acknowledge a certificate declaring their corporate name.

M.S. Section 315.01, Subd. 4, and M.S. Section 315.03, identify that:

  •      when the certificate is filed in the office of the proper county recorder,
  •      the trustees and their successors come into existence as a religious corporation under the name identified in the certificate.

(iv)    M.S. Section 315.21, Subd 1, 2 – Organization by Members

M.S. Section 315.21, Subd. 1 identifies that a Minnesota religious organization can be incorporated by at least three members by adopting and signing a certificate containing:

(1)       its name, general purpose, plan of operation, and location; and

(2)       the terms of admission, qualification for membership, selection of officers, filling of vacancies, and way it is to be managed.

M.S. Section 315.21, Subd. 2 identifies that the certificate must be recorded in the office of the county recorder of the Minnesota county in which the corporation is located.

M.S. Section 315.03 identifies that:

  •      when the certificate and the other required documents are filed with the proper county recorder,
  •      the trustees and their successors come into existence as a religious corporation under the name identified in the certificate.

Minnesota Religious Organizations – Chapter 315 Roman Catholic Formation Requirements

(i)      M.S. Section 315.15 – Organization of Parishes

M.S. Section 315.15 identifies the manner in which a Minnesota Roman Catholic Parish Corporation can be organized, by providing as follows:

The bishop of a religious denomination may join with

  •     the vicar general of the diocese and
  •     the pastor of the parish where the corporation is to be located, within the bishop’s diocese

for the purpose of incorporating.

The bishop, vicar general, and pastor, or a majority of them, shall designate and join with two lay members of the denomination.

Certificate of Incorporation

These five shall adopt, sign, and acknowledge a certificate of incorporation reciting

  •      the fact of association, and
  •      the selection of lay members,

and containing the name, general purpose, and place of location of the corporation.

Place of Recording

When they have recorded the certificate with the county recorder of the county where the corporation is located, they and their successors become a (parish) corporation, subject to the requirements, and with the rights, powers, and privileges, of a religious corporation.

Members of the Corporation

The persons at any time holding the offices specified in any diocese are, by virtue of their respective offices, members of the corporation and, with the two lay members, constitute it, but on ceasing to hold office, they cease to be members, and their successors in office become members.

Term of Lay Members

The two lay members designated remain members for two years from the date of the certificate, after that their term of office is two years, in either case until their successors are chosen.

Appointment of Lay Members

They must always be designated and appointed by the bishop, vicar general, and pastor, who shall also fill vacancies in their number.

Their appointment must be

  •     in writing and
  •     entered upon the records of the corporation.

Vacancies – Bishop

If there is a vacancy in the office of bishop of any diocese, or

if another person is appointed in the bishop’s stead to administer the spiritual and temporal affairs of the diocese,

then, during the vacancy or suspension of authority,

the administrator of the affairs of the diocese, or any other person appointed under the rules of the denomination to preside over and administer its affairs, is,

while acting as administrator or appointee,

  •     a member of the corporation,
  •     with the rights and powers of membership;

but the membership ends when the vacancy is filled or suspension of authority removed.

Subdivision of the Diocese

If a diocese in which the corporation is located is subdivided according to the rules and practice of the denomination, and one or more new dioceses formed from it or its parts, the bishop and vicar general of the new diocese and their successors in office, as soon as appointed and instituted, by virtue of their respective offices, immediately become members of the corporation within the new diocese, with the rights, duties, privileges, powers, and obligations of members.

The bishop and vicar general of the diocese where the corporation was located before the subdivision cease to be members of the corporation.

(ii)     M.S. Section 315.16 – Organization of Diocese

M.S. Section 315.16 identifies the manner in which a Minnesota Roman Catholic diocese corporation can be organized – which will not be further addressed herein.

Minnesota Religious Organizations – Chapter 315 Protestant Episcopal Formation Requirements

(i)      M.S. Section 315.17 – Organization of Protestant Episcopal Parish

M.S. Section 315.17 identifies the manner in which a Minnesota Protestant Episcopal Parish Corporation can be organized – which will not be further addressed herein.

(ii)     M.S. Section 315.20 – Organization of Protestant Episcopal Cathedral

M.S. Section 315.20 identifies the manner in which a Minnesota Protestant Episcopal Cathedral Corporation can be organized – which will not be further addressed herein.

Conclusion:

Minnesota Religious Organizations – Chapter 315

Legal Representation of Minnesota Religious Organizations – Chapter 315

Since 1992, Attorney Gary C. Dahle has represented a variety of Minnesota Religious Organizations – Chapter 315, with respect to:

Attorney Gary C. Dahle has represented churches located in the Minnesota cities of Arden Hills, Blaine, Bloomington, Brooklyn Park, Burnsville, Chaska, Corcoran, Coon Rapids, Fridley, Glencoe, Minneapolis, Mounds View, Roseville, St. Louis Park, St. Paul and Wyoming.

Copyright 2018 – All Rights Reserved

Gary C. Dahle – Attorney at Law

2704 Mounds View Blvd., Mounds View, MN 55112

Phone:  763-780-8390     Fax: 763-780-1735

gary@dahlelaw.com

Legal Disclaimer

Information provided herein is only for general informational and educational purposes. The laws relating to Minnesota churches and non-profit corporations involve many complex legal issues. If you have a specific legal problem about which you are seeking advice, consult with legal counsel. Gary C. Dahle, Attorney at Law, is licensed to practice law only in the State of Minnesota, and in the State of North Dakota, in the United States of America. Therefore, only those persons interested in matters governed by the laws of the State of Minnesota or the State of North Dakota should consult with, or provide information to, Gary C. Dahle, Attorney at Law, or take note of information provided herein.

Accessing the web site of Gary C. Dahle, Attorney at Law – https://www.dahlelawchurches.com – may be held to be a request for information. However, the mere act of either providing information to Gary C. Dahle, Attorney at Law, or taking note of information provided on https://www.dahlelawchurches.com, does not constitute legal advice, or the establishment of an attorney/client relationship. Nothing herein will be deemed to be the practice of law or the provision of legal advice. Clients are accepted by Gary C. Dahle, Attorney at Law, only after preliminary personal communications with him, and subject to mutual agreement on terms of representation.

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Related Topics:

For a discussion of Minnesota probate law, see https://dahlelawprobate.com/ and also http://www.dahlelawminnesota.com/ and also https://dahlelaw.com/minnesota-probate/

For information on North Dakota Probate law, see http://www.dahlelawnorthdakota.com/

For information on Minnesota Cemetery Law, see http//:www.dahlelawcemeteries.com

For information on North Dakota Transfer on Death Deeds, see http://northdakotatransferondeathdeeds.com/

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