Verhovayak Lapja, 1955 (38. évfolyam, 1-12. szám)

1955 / Verhovay Journal

SOCIAL CLIMAX: VICTORY DINNER-DANCE

Journal

PAGE 9

Apni 20,1955.__________________________________Verhovay

ment and for the transaction of such other business that may be appropriate for such convention.

3. This Agreement is made pursuant to a Resolution duly adopted by Rákóczi in Convention assembled on June 6, 1955, at B r id g e p o r t, Connecticut, by an affirmative roll call vote of two-thirds (2/j) of the seated members of its Convention entitled to vote, duly called by a written notice, which included a statement that the Convention was to consider approval of the terms and conditions of this Merger Agreement which fully incorporated the terms and conditions hereof and authorized the proper officers to execute the Articles of Merger, and pursuant to authority, granted the proper officers of Verhovay in a Resolution adopted and approved by a majority of the Verhovay delegates through a referendum vote ordered by the Board of Directors of Verhovay.

4. The Charter of Verhovay, a Pennsylvania corporation, shall be retained as the charter of the merged society, which charter is recorded in the Recorderis Office of Allegheny County, Pennsylvania; that the name of the merged society , shall be “'William Penn Fraternal Association”.

5. It is agreed that the nature or character of the business which the William Penn Fraternal Association (hereinafter called William Penn) shall transact is the operation and conduct of a fraternal benefit society with a supreme governingbody, other organs of government, and subordinate branches. The society's purpose shall, be to promote and foster' a true spirit of fratemalism through social, cultural and sports activities and any other purposes set forth in the charter and by-« laws among its members and to provide a system of benefit certificates for death and disability and other benefits in accordance with its fraternal purposes at fixed or adjustable periodic rates of contribution by accumulation and maintenance of assets and to this end, take, receive, purchase, hold, encumber, transfer, sell or otherwise dispose of, and manage real and personal property for such purposes.

6. Verhovay and Rákóczi agree that members of their respective societies shall be eligible and elected to offices in the merged society in accordance with the provisions of the proposed by-laws hereinafter set forth. Verhovay further agrees to amend its by-laws by substituting for the appropriate analogous sections these following provisions:

Section--------. This section shall remain in full force and

effect until the Convention convenes in 1959.

The Board of Directors is responsible only to the Convention. It shall consist of a National President, two Vice-Presidents, one of whom shall be a former Rákóczi member and one of whom shall be a former Verhovay member, and nineteen Directors, eight of whom shall be former Rákóczi members and eleven former Verhovay members. They shall elect their own chairman. The two Vice-Presidents and nineteen directors shall be elected at the Convention for a term of four years. Nineteen alternate director's shall also be elected in the same proportion. Vacancies on the Board shall be filled by the National President from the list of alternate directors in the order of the highest number of votes cast for each.

Section --------. This Section shall remain in full force and

effect until the Convention convenes in 1971.

The election of the National Officers. The National President and National. Auditor shall be members of former Verhovay branches and the National Secretary and - National Treasurer shall be members of former Rákóczi branches; two Vice-Presidents, one of whom shall be from a former Verhovay branch, and one from a former Rákóczi branch, the Board of Directors, the Auditing Committee, three of whom shall be from Verhovay branches and two from former Rákóczi branches, the Council of Appeals and the Disciplinary Committee. Members joining the Association subsequent to the merger shall also be eligible for these offices.

7. It is further agreed that each Society at its own Convention held in 1955 shall nominate its candidates for offices to be filled under the foregoing amendments and in accordance with the terms of this Agreement at the»Joint Convention.

8. The position of Eastern District Manager is hereby created. It shall be the duty of the Board of Directors to appoint and reappoint an Eastern District Manager who shall be a former Rákóczi member.

9. The parties hereto, recognizing the untiring and unselfish devotion of the two national officers of Rákóczi and the two national officers of Verhovay to their respective society to which may be attributed much of the growth and progress of the societies, approve, ratify and adopt the Pension Agreements containing a provision that each officer shall receive a lifetime pension of Three Hundred Dollars ($300.00) a month and other provisions between Rákóczi and Joseph Vasas, Secretary; and Stephen Kundrath, Treasurer; and between Verhovay and John Bencze, National President; and John Szalanczy, National Treasurer. Certified copies of the Pension Agreements accompany this Merger Agreement but are not made a part hereof.

10. The assets and liabilities of the Verhovay and Rákóczi will be blended, merged and conveyed to the merged society and the business of the two societies shall after the effective date of this Agreement be continued under the name of the William Penn Fraternal Association in accordance with the Charter and By-Laws, as amended, and the rules and regulations promulgated by the Board of Directors as now in force or as are hereafter adopted.

Each of the separate funds of the merged societies shall be; transferred to the appropriate funds of the William Penn.

11. Upon this Agreement becoming effective the William Penn shall faithfully carry out all obligations and discharge all liabilities of Rákóczi and Verhovay under their certificates and otherwise, including Double Indemnity benefits, disability benefits, and Trust Fund Agreements issued or assumed by Rákóczi and Verhovay outstanding and in force on the books and records of Rákóczi and Verhovay on the effective date of this Agreement, subject, however, to any and all defenses against claims and actions upon said benefit certificates or contracts which would have been available to Rákóczi or Verhovay had this Agreement not been made. The said William Penn shall thereafter conduct- its business as though the members of the merged societies had orginally made application for membership in the said William Penn.

12. After such merger, every former Rákóczi and Verhovay member shall have equal rights, subject to the terms of this Agreement under the provisions of the William Penn By-Laws and any amendments and all other rules and regulations of William Penn instead of the Rákóczi or Verhovay By-Laws.

13. Every member of the merged society shall thereafter pay to it all monthly assessments, per capita tax and dues which shall become due and payable under his certificate or by-laws and as provided by this Agreement, subject to the provisions of the present certificates of each member and the guaranteed values contained in said certificates shall remain effective, and each member shall continue to pay all branch dues.

14. Every social member of both societies in good standing on the effective date of this Agreement shall be a social member of the merged society by making payment of such dues as are required by the By-Laws as amended, and rules and regulations of William Penn and its branches.

15. Every member of the merged society who may be under suspension at the effective date of this Agreement shall have the privilege of reinstating his membership and benefit certificates subject to the provisions of this Agreement, the Wiliam Penn Charter as amended, the By-Laws as amended, and the rules and regulations now in force or as may be hereafter adopted.

16. The parties hereto agree that the merged society shall issue a Certificate or rider to each member in good standing, acknowledging membership in the William Penn, together with all rights and privileges incident thereto, and all certificate benefits to which such member or his lawful beneficiary is entitled as provided herein.

17. It is agreed that the Juvenile Branches of the two societies shall be merged on the applicable terms and conditions as the Adult Branches as provided in this Agreement.

18. It is agreed that each member of the Rákóczi and of

the Verhovay now a member of the sick benefit class shall hereafter pay to the William Penn all monthly sick benefit assessments and dues which shall become due and payable under the sick benefit provisions of the by-laws of the Rákóczi' or Verhovay relating thereto; such member of the Rákóczi and Verhovay shall thereupon be entitled to receive the sick benefits upon application prescribed by the by-laws of the Rákóczi Association or Verhovay as may be in force on the effective date of this Agreement; provided, however, that any benefits previously withdrawn ^hall be deducted from said benefits. Certified copies of the applicable Rákóczi and Verhovay By- Laws accompany this Agreement but are not incorporated herein. ‘

19. All former members of the Rákóczi holding N. F. C. Certificates shall retain those benefits established by the Rákóczi By-Laws in effect on the effective date of this agree-