The All-American Council is the highest legislative and administrative authority within the Church. The Council brings together the various elements of the Church to bear witness to her identity, unity, and mission.

Composition

Members of the All-American Council are delegates, observers, and guests. Delegates are:

1. The Metropolitan and the other members of the Holy Synod;
2. Auxiliary bishops; 
3. The Parish Priest and Associate Priests, if any, of each Parish and an equal number of lay delegates from that Parish;
4. Military chaplains;
5. One Assigned Deacon per Parish;
6. One lay delegate from each Parish not having an assigned priest;
7. The members and alternates of the Metropolitan Council;
8. The members of the Auditing Committee of the Church;
9. One priest or deacon and one layperson, from each theological institution;
10. The superiors of monasteries, if accredited by their Bishop; and
11. Members of the Preconciliar Commission.

Observers may be admitted to the Council following the registration procedures established by the Preconciliar Commission, without voice or the right to vote. An attached or retired priest or deacon, if accredited by his bishop, may be seated with delegates to the All-American Council, with voice but without the right to vote.

Additional persons may be invited by the Preconciliar Commission with the approval of the Metropolitan to attend one or more sessions of the All-American Council as guests, and, if requested, to address the Council, but without the right to vote.

Periodicity

The All-American Council shall be convened periodically, normally at intervals of three years. In extraordinary circumstances, such as the unexpected vacancy in the office of the Metropolitan, for which provisions are made in Article IV, Section 3, an extraordinary All- American Council shall be summoned. The place and precise time of the next meeting of the All-American Council shall be determined by action of the Metropolitan Council with the approval of the Holy Synod.

Competence

The following matters are within the competence of the All-American Council. The All- American Council shall:

1. Adopt and amend the Statute;
2. Nominate candidates for the Office of Metropolitan as outlined in the Statute (cf. Article IV, Section 4);
3. Approve and implement Church-wide initiatives with regard to the missionary, educational, financial, and philanthropic activities of the Church;
4. Provide for financial support of the Church;
5. Consider and act upon resolutions properly brought before the All-American Council;
6. Receive reports from the Metropolitan, Church Officers, Stavropegial Institutions, departments, commissions, committees, offices, and boards of the Church;
7. Elect six (6) at-large members of the Metropolitan Council and two alternates from among the All-American Council delegates; and
8. Elect members of the Pension Board and alternates.

The Preconciliar Commission

The Holy Synod shall appoint a Preconciliar Commission, nominated by the Metropolitan Council. The Preconciliar Commission shall:

1. Recommend to the Metropolitan Council and Holy Synod, for their approval and confirmation, the dates, location, and theme of the All-American Council;
2. Establish such committees as may be necessary for the proper operation of the All-American Council, such as a local functioning committee, a resolutions committee, a credentials committee, and a translations committee;
3. Propose an agenda and rules of procedure for the All-American Council and submit them to the Metropolitan Council for approval and confirmation by the Holy Synod, it being understood that the agenda may be changed by vote of the All-American Council;
4. Establish and oversee procedures for registration and certification of members at the All-American Council;
5. Establish All-American Council assessments and fees;
6. Publish the agenda, notices, and arrangements for the All-American Council at least sixty (60) days prior to the date set for the convening of the All-American Council;
7. Ensure that proposed amendments to the Statute, together with recommendations of the Commission on Canons and Statute, are published at least sixty (60) days prior to the date set for the convening of the All-American Council;
8. Notify members of their certification at least thirty (30) days prior to the date set for the convening of the All-American Council; and
9. Assure that all reports to the All-American Council are in written form and that they are published at least thirty (30) days prior to the date set for the convening of the council.

Requirements for Parish Representation at the All-American Council

Each Parish which has fulfilled its financial obligations to the Church as established by the All- American Council and by its Diocese is entitled to representation at the All-American Council.

Qualification, Election, and Accreditation of Lay Delegates

1. Each Parish shall elect at a Parish Assembly lay delegates equal to the number of priests as defined in Article III, Section 2.c, and a single alternate. In order to be validly elected and accredited, the lay delegates and alternate to the All-American Council from Parishes must be Voting Members of the Parish as defined in Article XII, Section 5.d of the Statute.
2. The Parish Priest shall attest to the qualification and election of the delegates and alternate in the manner determined by the Preconciliar Commission. In case the office of the Parish Priest is vacant or the Parish Priest is incapacitated or otherwise prevented from making such an attestation, this responsibility shall be assumed by the District Dean or Diocesan Bishop.
3. Provisions for the qualification and accreditation of lay delegates from Stavropegial Institutions and other Church-recognized institutions shall be substantially similar to those in Article XII, Section 5, as determined by the institution in consultation with the bishop with canonical oversight. They shall be appropriately accredited by the abbot, rector or superior of the Stavropegial Institution they represent.

Divine Services

The order of liturgical services at the All-American Council shall be determined in advance by the Holy Synod.

Language

The official texts and communications of the All-American Council shall be published in the English language. Proceedings and texts shall be translated to and from English as necessary.

Presiding Officers

1. The presiding officer of the All-American Council shall be the Metropolitan. If the Metropolitan is unable to attend a session of the All-American Council because of temporary circumstances, he may delegate a member of the Holy Synod to preside in his absence. If the Metropolitan is unable to preside for grave circumstances (Article II, Section 7c-d) and unable to appoint a presiding officer, the member of the Holy Synod senior by rank and date of episcopal ordination shall preside. In the case of a vacancy in the Office of Metropolitan, the Locum Tenens shall preside, in accordance with the provisions of Article IV, Section 3 of the Statute.
2. The All-American Council shall elect two delegates, one priest or deacon and one layperson to serve as vice-chairpersons.

Secretariat

The Council shall elect a Secretariat sufficient for its needs. It shall also elect the chairperson of the Secretariat.

Minutes

The official minutes of each session of the All-American Council shall be prepared by the Secretariat, signed by its chairperson, and submitted to the presiding officer of the Council for review and approval by the Holy Synod. This review shall take place within twenty-four (24) hours of the adjournment of the session. Upon approval by the Holy Synod, the minutes shall be distributed to the Council at its next session. Any disagreements or disputes relating to the minutes of that session shall be raised at that time. If the final session of the Council has adjourned, disagreements or disputes concerning that session’s minutes shall be referred to the newly-elected Metropolitan Council for consideration at its first meeting. Within a period of not more than sixty (60) days after the conclusion of the All-American Council, the official text of the minutes shall be transmitted to each member of the Council.

Quorum

A majority of the delegates to the All-American Council who have been accredited and registered shall constitute a quorum.

Procedures and Voting

As its first order of business, the Council shall adopt rules of procedure for the conduct of its business as proposed by the Preconciliar Commission and approved by the Metropolitan Council and confirmed by the Holy Synod.

Resolutions and decisions made in plenary sessions of the All-American Council shall require a majority vote, except for the election of the Metropolitan, which is governed by special provisions (cf. Article IV, Section 4), and amendments to the Statute (cf. Article XVII, Section 4).

Approval by the Holy Synod

Every resolution or decision made in a plenary session of the All-American Council shall be reviewed by the Holy Synod within twenty-four (24) hours of the adjournment of that session. The Holy Synod’s approval or rejection of a resolution or decision shall be reported to the presiding officer of the All-American Council and transmitted to the All-American Council at the beginning of the following session. In case the Holy Synod does not accept a resolution or decision adopted by a plenary session of the All-American Council, it shall explain its reasons for not accepting the resolution or decision. At the final session of the All-American Council, a recess shall be taken for an appropriate period prior to final adjournment to allow the Holy Synod to have an opportunity to act on any resolutions or decisions made at that session.

Pension Board

1. Definition
   The Pension Board is an autonomous executive body, established by the All- American Council, that supervises administration of The Orthodox Church in America Pension Plan, which is a retirement plan established and mandated by the Church for all eligible clergy and lay employees. The assets of the Pension Plan constitute property held in trust for beneficiaries of the Pension Plan and are not assets of The Orthodox Church in America.

2. Composition

1. The Board consists of seven (7) members. The Holy Synod appoints one bishop to membership on the Pension Board; the All-American Council elects the remaining members.

2. The Pension Board appoints one or more trustees from its membership.

3. Terms of Office
   The bishop appointed to the Pension Board shall serve at the pleasure of the Holy Synod. The other members of the Pension Board are priests or deacons and laypersons in equal number, with relevant professional experience, elected as follows:

1. At each All-American Council, if there are vacancies on the membership of the Pension Board to be filled by election by the All-American Council, the priest or deacon and the layperson who receive the highest number of votes are elected for a term from one All-American Council through the next two All-American Councils excluding any extraordinary All-American Council.

2. The priest or deacon and the layperson who receive the next highest number of votes are elected for a term from one All-American Council through the next All-American Council excluding any extraordinary All- American Council.

3. The All-American Council also elects two alternates, one priest or deacon and one layperson. The priest or deacon and the layperson who receive the next highest number of votes are elected as alternates for a term from one All-American Council through the next All-American Council excluding any extraordinary All-American Council.

4. An alternate shall fill a permanent vacancy on the Pension Board, complete the balance of the vacated term of the person whom he or she replaces, and assume all member duties and privileges relating to re- election.

Members of the Pension Board may continue to be eligible for re-election by the All-American Council.

4. Periodicity
   The Pension Board shall meet quarterly, or as often as is necessary to accomplish effective, professional, and prudent administration.

5. Competence
   The following matters are within the competence of the Pension Board. The Pension Board shall:

1. Submit the Pension Plan and any proposed amendments to the Pension Plan to the Metropolitan Council for adoption;

2. Uphold the provisions of the Pension Plan as defined by the Plan Document and comply with United States Internal Revenue Service regulations and any other applicable regulations that qualify it for favorable tax exempt status as a qualified pension plan;

3. onsult on a regular basis with professional investment, legal, actuarial, accounting and auditing providers, as it deems appropriate in order to evaluate plan provisions and capabilities, while securing the stability, financial security and viability of the Pension Plan, with a goal of providing optimum benefits for plan participants; and

4. Report to the All-American Council on the activities and status of the plan and each year to the Metropolitan Council.