COSA holds church trustees could fire pastor
The Supreme Court, in Our Lady of Guadalupe School v. Morrisey-Berrau, recently addressed religious institutions’ authority to make personnel decisions, and the extent to which those decisions are subject to government regulation, secular law, and ultimately judicial oversight. Last month, in Vaughn v. Faith Bible Church of Sudlersville, Maryland’s Court of Special Appeals faced similar issues. James Vaughn was the pastor of a newly-formed Baptist Church—until the church’s board of trustees fired him, due in part to his leaving a gun unattended at the church, his opposition to forming a church school and camp, and his lack of organizational skills. Vaughn responded by suing the church, but the Circuit Court for Queen Anne’s County sided with the church, concluding that the trustees acted within their authority when they voted to fire him. Vaughn pressed on, appealing that decision. He fared no better, however, with the appellate court in Annapolis than he had with the trial court in Centreville.
Writing for a three-judge panel that included Judge Andrea Leahy and Senior Judge James Eyler, Judge Melanie Shaw Geter explained that the First Amendment of the U.S. Constitution prohibits judicial review of religious questions, thus protecting courts from entering a “theological thicket,” where they might need to deal with ecclesiastical questions, involving faith, custom, religious law, or discipline. On the other hand, courts may apply neutral principles of law to resolve religious groups’ secular disputes involving property interests or the interpretation of corporate charters or bylaws. The Court decided that the dispute between Pastor Vaughn and the board of trustees involved the latter, not the former.
In accordance with Maryland’s Religious Corporations Law, the church filed articles of incorporation, establishing a board of trustees. Vaughn argued that the Religious Corporations Law does not authorize trustees to control a church’s operations, other than safeguarding church’s assets. According to Vaughn, those decisions, including whether to fire clergy, belong to the congregation. Vaughn also argued that the decision to fire him was an ecclesiastical matter, which again rested within the purview of the congregation. The church countered by arguing that the trustees acted within the scope of their corporate authority.
While Vaughn correctly noted that the Religious Corporations Law does not expressly authorize governing bodies to terminate a pastor’s employment, religious corporations—like all forms of Maryland corporations—are subject to Maryland’s general corporate statutory provisions. Those provisions give corporations the general powers to perform acts appropriate to fulfill the purposes stated in their charters. This is true even if those powers are not specifically stated in the charter, so long as the charter does not expressly strip the corporation of those powers.
The Court discussed a decision the Court of Appeals rendered early in the last century. In Stubbs v. Vestry of St. John’s Church, 96 Md. 267 (1903), a church vestry (the name some faith traditions give a church’s governing body) removed the church’s rector, who then sued the church. The discharged rector made the same arguments Pastor Vaughn made over a hundred years later. The Court of Appeals held that the dispute did not involve any ecclesiastical questions, but instead depended on an interpretation of corporate law and the church’s governing document. That governing document gave the corporation the power to appoint the rector, but said nothing about the power to remove the rector. The Court held that the vestry, not the congregation, is the corporation’s governing body, or “body corporate.” While the congregation was authorized to choose the vestry members, the congregation would have the power to fire the rector only if the vestry delegated that power to the congregation and that delegation was expressly set out in the governing document.
The Court of Special Appeals concluded that Stubbs controlled the case before it. Although the church’s governing document “did not expressly provide for the appointment or removal of a pastor,” the board of trustees was the governing body and no documents delegated any corporate authority to the congregation. Consequently, the board of trustees acted within its corporate authority when it terminated Pastor Vaughan’s employment as pastor.
Moreover, Pastor Vaughan’s termination did not involve any ecclesiastical matter. The Court, citing the decision from the Court of Appeals in Jenkins v. New Shiloh Baptist Church of Baltimore, Md., 189 Md. 512 (1948), agreed that the trustees’ decision was a “personnel decision” within “the ordinary powers of a private corporation.” Citing its decision in Bourne v. Ctr. On Children, Inc., 154 Md. App. 42 (2003) and the Supreme Court’s decision in Serbian E. Orthodox Diocese for U.S. of Am. & Canada v. Milivojevich, 426 U.S. 696 (1976), the Court acknowledged that “ecclesiastical matters are within the province of the church and not civil courts.” But the Court said, “there was simply no evidence that the Board’s decision was based on disputes regarding religious doctrine, biblical interpretations or other ecclesiastical matters.” To the contrary, Vaughan’s personal conduct, personal interactions, organizational shortcomings, and other non-religious deficiencies led to his termination. Thus, the Court of Special Appeals affirmed the judgment entered by the circuit court.
Ironically, had Vaughan prevailed on his “ecclesiastical matter” argument, he might have been even worse off, because the court might have dismissed his lawsuit. Indeed, suppose the trustees had fired the pastor because they disagreed with his religious views or practices. And suppose Vaughan had argued that the congregation, and not the trustees, was entrusted with the authority to decide whether his views or practice comported with the teaching of the faith. Under Milivojevich and Bourne, a court might decide that the issue was one beyond the jurisdiction of civil courts, particularly if the pastor’s argument depended on an interpretation of church doctrine or hierarchical authority, and not simply a secular interpretation of corporate documents. Here, given the facts and the arguments presented by the parties, the Court of Special Appeals was not faced with that scenario.