教会成立- 2012年2月

The creation of corporate entities for the purpose of limited liability has become commonplace. 个人和团体经常利用公司, 有限责任公司, 或其他结构，以限制责任风险, but only within the last decade has this option become available to a particular type of group in Virginia, 即教会. Churches in Virginia have traditionally operated as unincorporated associations of individuals. The property of an unincorporated church is generally held in the name of trustees registered at the local courthouse (depending on the denomination; churches with ecclesiastical officers, 比如天主教教堂, 他们的财产通常以主教的名义命名). Many churches of long standing in Virginia continue to operate as unincorporated associations with trustees and new churches continue to be formed using this structure, although incorporation of churches is becoming more and more commonplace as awareness of the option has spread over the ten years since 福尔韦尔v. 米勒, 203 F.增刊.2d 624, 632 (W.D.Va. 2002). 然而, this structure brings with it the possibility of personal liability for church leaders and members with regard to church activities. 就像改变任何一个人通过长期的联系而感到舒适的东西一样, 改变一个人的教会往往会带来恐惧和不确定性. 对公司注册流程有基本的了解, and that it is not meant to radically change the structure or day to day administration of the church, 能否帮助缓解人们对教会合并的恐惧和不确定感.

之前 福尔韦尔v. 米勒, churches in Virginia were unable to incorporate because of Section 14(20) of Article IV of the Constitution of Virginia which read, “The General Assembly shall not grant a charter of incorporation to any church or religious denomination...2002年，上述条款被裁定违宪, and the Virginia code and the practices of the Virginia State Corporation Commission were subsequently changed to allow churches to incorporate.

Of course saying that a church can incorporate is much easier than actually explaining what that means to a congregation or church committee. 大多数教堂既有宗教功能又有行政功能. 教会执事最常见的恐惧, 工作人员, and congregation members is that the incorporation process is going to change or disrupt the church either spiritually or administratively. Although doctrinal issues involving involvement of church and state are matters to be settled internally by a given church, the practical answer is that incorporation is not meant to have any effect on your worship or the spiritual life of your church, 也不允许教会受到国家的任何形式的统治. Incorporation of a church is merely a series of administrative processes and creation of various legal documents in order to gain certain legal or practical protections and advantages for the church.

The historical restriction on church incorporation made some sense given that in the colonial era, obtaining a corporate charter was a political process requiring the grant of a specific petition to the Virginia General Assembly. 然而, the modern incorporation process is commenced with through a non-political administrative process administered by the Virginia State Corporation Commission. A Certificate of Incorporation can be obtained from the SCC through submission of relatively simple articles of incorporation meeting some basic statutory requirements, 外加申请费. A simple form is available on the SCC website but it is not designed specifically for churches, and a church considering incorporation should consult a knowledgeable church attorney prior to filing articles of incorporation, 特别是如果教会打算寻求单独的501(c)(3)豁免, 可能需要额外的具体语言. It should be noted that merely obtaining a Certificate of Incorporation by no means completes the process of incorporating a church, 特别是如果它是一个现有的，有会众和资产的教会. Although the incorporation process can certainly be used as a time for review of the Church’s constitution, 规章制度, 政策, 和程序, 作为一个改进的机会, it is not meant to alter the spiritual life of the church or to disrupt the way the church is administered on a day to day basis.

在房子的行政一侧, it is not possible to make a blanket assertion that incorporation of the church will have no affect whatsoever on the administration of the church. 例如, once the church is incorporated there will be a requirement that the church file an annual report with the State Corporation Commission and pay an annual fee, 但这份年度报告相当简短和粗略, 基本上要求你保持公司地址的更新, 注册代理人的名称和地址, 管理人员和董事的姓名和地址. 年费只有25美元.00. 但是再一次, incorporation does not have to change in any substantive way the administration of the church. The most common way to structure the corporation is simply to install the current leadership structure for the church (trustees, 执事, 教会理事会, 等. (视面额而定)担任公司的高级职员和董事. 一旦合并完成, 教会可能会有和成立前一样的领袖. 某些人在公司文件下可能有一些额外的头衔，例如.e. 总裁、副总裁、秘书、财务主管、董事等., but they will likely have basically the same duties they had in the leadership structure before incorporation.

The goal when incorporating a church should be to help improve the peace of mind of the church personnel and congregation, and thus enhance the environment for spiritual growth and better enable the church to carry out its mission. 虽然这篇专栏太短了，不能涉及教会合并的每一个元素, 彭德律师事务所的律师 & 现金网官网,P.C. have helped guide numerous churches through the incorporation process since incorporation became an option in Virginia, and would be happy to address your church’s congregation or leadership body about church incorporation issues.

写的 D. 雷森年代. 格林.