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

1955 / Verhovay Journal

November 16, 1955.

Verhovay Journal

PAGE 9

and its successors or assigns and the Association, its successors or assigns, agrees to maintain these payments throughout its corporate existence in accordance with its terms so long as John Bencze fully complies with the conditions expressed herein. The liability of the Association to make the payments required hereunder, however, shall terminate automatically upon an adjudication of insolvency. No rights of the said John Bencze shall be abridged by any future change in legal structure of the Association.

6. This Agreement shall be in full force and effect on January 1, 1956, upon which date the pension payments and benefits due hereunder shall be payable, subject to the following conditions precedent:

A. Consummation of the merger between the Verhovay Fraternal Insurance Association and the Rákóczi Aid Association of Bridgeport, Connecticut, by issuance of certificates approving said merger by the Insurance Commissioners of the Commonwealth of Pennsylvania and the State of Connecticut.

B. Approval of this Pension Agreement by the Insurance Commissioner of the Commonwealth of Pennsylvania.

7. This Agreement shall be binding upon the Verhovay F.raternal Insurance Association, its successors or assigns.

IN WITNESS WHEREOF, the Verhovay Fraternal Insurance Association, under authority of a Resolution adopted by the regular quadrennial Convention in session at Pittsburgh, Pennsylvania, on the 15th day of September, 1955, has caused this Agreement to be executed by its Vice-President and attested by its Secretary and affixed the seal of the corporation, and John Bencze has hereunto set his hand and seal this 17th day of September, 1955.

ATTEST: VERHOVAY FRATERNAL INSURANCE ASSOCIATION

Coloman Revesz, Secretary BY: Julius Macker, Vice-President

(SEAL)

' WITNESS:

Frank J. Cher .John Bencze

be and the same is hereby adopted.

BE IT FURTHER RESOLVED that the General Counsel is authorized to prepare the necessary Agreements in substantially the aforesaid form and the proper officers of the Verhovay be and they are hereby authorized and directed to execute the said Agreements for and on behalf of the Association.

ADOPTED this 15th day of September, 1955.

A motion made by John J. Inglesby and seconded by Julius Macker, to approve the above Resolution and the Pension Agreement, attached thereto, is adopted unanimously by the Convention.

108. Upon motion made by Joseph Szalay, and duly seconded, point 12 is unanimously accepted.

Upon motion made by Stephen Sutch, Jr., and duly seconded, point 13’ is unanimously accepted.

Upon motion made by Anthony Noel, and duly seconded, point 14 is unanimously accepted.

Upon motion made by Michael Szucs, and duly seconded, point 15 is unanimously accepted.

Upon motion made by James Készéi, and duly seconded, point 16 is unanimously accepted.

Upon motion made by Albert lbos, and duly seconded, point 17 is unanimously accepted.

Upon motion made by Anthony Noel, and duly seconded, point 18 is unanimously accepted.

Upon motion made by Joseph Szalay, and duly seconded, point 19 is unanimously accepted.

Upon motion made by Stephen Sutch, Jr., and duly seconded, point 20 is unanimously accepted.

Upon motion made by Albert lbos, and duly seconded, point 21 is

unanimously accepted.

Upon motion made by Albert lbos, and duly seconded, point 22 is

unanimously accepted.

Upon motion made by Mike Korosy, and duly seconded, point 23 is unanimously accepted.

Upon motion made by Louis Vassy, and duly seconded, point 24 is unanimously accepted.

Upon motion made by Louis David, and duly seconded, point 25 is

unanimously accepted.

Upon motion made by Michael Szucs, and duly seconded, point 26 is .unanimously accepted.

Upon motion made by John Sabo, and duly seconded, point 27 is

unanimously accepted.

Upon motion made by Valentine Konyha, Jr., and duly seconded, point 28 is unanimously accepted.

Upon motion made by Michael Szucs, and duly seconded, point 29 is unanimously accepted.

109. Upon motion made by Valentine Konyha, Jr., and seconded by Aloysius C. Falussy, the following Resolution and the Merger Agreement attached thereto is unanimously approved by the Convention:

RESOLUTION

RESOLVED THAT:

WHEREAS, the respective Boards of Directors of the Verhovay Fraternal Insurance Association and the Rákóczi Aid Association of Bridgeport, Connecticut, did appoint merger committees and negotiations were conducted to establish a basis for merging the two societies; and

WHEREAS, the terms and conditions of the merger were established and incorporated in a merger agreement which has been approved by the Rákóczi Convention and by a mail ballot of the 1951 Verhovay Convention delegates and which in amended form must be acted upon by both Conventions,

NOW, THEREFORE, BE AND IT IS HEREBY. RESOLVED by the Convention of the Verhovay Fraternal Insurance Association in regular meeting assembled at Pittsburgh,, Pennsylvania, beginning September 12, 1955, that the following form of Merger Agreement between the Rákóczi Aid Association of Bridgeport, Connecticut, and the Verhovay Fraternal Insurance Association, reading:

MERGER AGREEMENT

MADE THIS 17th day of September, 1955, by and between THE RÁKÓCZI AID ASSOCIATION OF BRIDGEPORT, CONNECTICUT, a fraternal benefit society organized and existing under and by virtue of the

laws of the State of Connecticut, having its office and principal place of business in the City of Bridgeport, County of Fairfield, State of Connecticut, acting herein by ALBERT KOCSIS, its Supreme President; or in his place Louis Varga, its Vice-President; and ALBERT STELKOVICS, its Supreme Secretary; STEPHEN BENCZE, its Convention President, and MICHAEL HEGEDŰS, JR., its Convention Secretary, hereinafter referred to as “RÁKÓCZI”

and

VERHOVAY FRATERNAL INSURANCE ASSOCIATION, a fraternal benefit society organized and existing under and by virtue of the laws of the Commonwealth of Pennsylvania, and having its office and principal place of business in the City of Pittsburgh, County of Allegheny, in said Commonwealth, and acting herein by JOHN BENCZE, its National President; COLOMAN REVESZ, its National Secretary; Frank Radvany, its Convention President; and Julius Lenart, its Convention Secretary; hereinafter referred to as “VERHOVAY”:

WITNESSETH:

WHEREAS, The Verhovay Fraternal Insurance Association was organized and incorporated under the provisions of the Act of General Assembly of the Commonwealth of Pennsylvania entitled “An Act to Provide for the Incorporation and Regulation of Certain Corporations”, approved the 29th day of April, A.D. 1874, and its supplements and amendments in the County of Luzerne, Commonwealth of Pennsylvania, on November 29, 1886, and

WHEREAS the Rákóczi Aid Association of Bridgeport, Connecticut, was founded on April 13, 1888, and .was incorporated under the laws of the State of Connecticut by virtue of Senate Joint Resolution No. 130 of the General Assembly at the January* Session, A.D. 1903, and approved April 23, 1903; and

WHEREAS, each of the fraternal benefit societies began functioning more than sixty-five years ago and gradually over the years, by careful and economical management of their assets, grew in size and strength, and expanded) their activities into almost all of the towns, cities and states of our country which contained Hungarian communities, until, today, they are the two largest American-Hungarian Fraternal benefit societies in the United States; and

WHEREAS, both societies draw their membership from approximately the same population groups; and

WHEREAS, a merger of the two societies will make possible efficiency in operation and effect great economies in the cost of operation of botli societies; and

WHEREAS, the Board of Directors of each society did appoint a Merger Committee which held joint sessions, established the basis for a merger of the two societies set forth in a merger agreement which was submitted to the respective Boards of the two Societies and approved; and

WHEREAS, the respective Boards of both Societies deemed the terms and conditions of merger hereinafter set forth to be equitable to the members of both societies; and

WHEREAS, the delegates of Rákóczi in Convention assembled at Bridgeport, Connecticut, and the delegates of Verhovay by a mail referendum subsequently ratified by the delegates in Convention assembled deemed it in the best interest of their members to merge the two societies to better serve the interests of their respective members and through their united strength to create, foster and promote true fiaternalism to a greater degree and preserve the culture of the founders of the two organizations and to serve an even wideV community in the future; and

WHEREAS, it appear^ that a merger of the operations of the societies will be to the mutual advantage and benefit of both and that by such a merger, a stronger fraternal benefit society will be created and the members of both societies thus benefited; and

WHEREAS, it is the intent of the parties to this merger that the same be consummated in an equitable manner and that the necessary adjustments be made so that neither Society nor the members of either Society shall have any advantage over the other and that the merger be accomplished in such manner that the membership rights of the Verhovay and Rákóczi members be safeguarded in every respect and that all members of the merged Society in the various categories shall maintain their contract rights and in no event shall have less than their pre-existing contract rights in the respective Societies; and I

WHEREAS, the laws of the Commonwealth of Pennsylvania and the State of Connecticut, relating to fraternal benefit societies authorize and permit a merger and prescribe the methods and conditions under which it may be accomplished; and

WHEREAS, amendments to >ts charter can be more easily made by the Verhovay under laws of the Commonwealth of Pennsylvania than by the Rákóczi under the laws of the State of Connecticut, which requires Special Acts of the Legislature of the State in order to effect any change in its charter.

NOW, THEREFORE, in consideration of the foregoing recitals and the mutual promises and covenants herein contained and other valuable considerations hereinafter stated, Verhovay and Rákóczi do agree as follows:

1. That Verhovay and Rákóczi merge under the. terms and conditions hereinafter stated and that this Merger Agreement be submitted to the respective Insurance Commissioners of the State of Connecticut and the Commonwealth of Pennsylvania for approval.

2. That following approval of this Merger by the respective Insurance Commissioners of the State of Connecticut and the Commonwealth of Pennsylvania, this Agreement shall be in full force and effect.

3. This Agreement, as amended, is made pursuant to authority granted the proper Rákóczi officers in a Resolution duly adopted by Rákóczi in Convention assembled on June 8, 1955, at Bridgeport, Connecticut, duly called by written notice which included a statement that the Convention was io consider approval of the terms and conditions of this Merger Agreement, by an affirmative roll call vote with 103 ayes and 19 nays out of a total of 123 seated convention members entitled to vote, being more than a' 2/3 majority. It is also made pursuant to authority granted in a Resolution approved and adopted by the Rákóczi Convention at a continued session in Pittsburgh, Pennsylvania, on September 17, 1955, by a roll call vote with 116 ayes, 0 nays and with 4 absent out of a total of 121 convention members.

This Agreement is also made pursuant to authority granted the proper