William Penn Life, 1971 (6. évfolyam, 1-4. szám)

1971-08-01 / 3. szám

approved, certified by National Secretary.) The text of the Resolution and the results of the voting shall be pub­lished in the earliest edition of the Official Publication following the voting» e) The General Convention shall determine the Honorarium, travel expenses and per diem fees for all members of the General Convention, Board of Direc­tors and Auditing Committee members» f) The election of the National Officers, Board of Directors, Auditing Committee Members, for a period of four (4) years, shall be by printed ballot or voting machine and a simple majority vote shall be sufficient to elect the Ca nd id a tes for a fore said positions» g) The elected National Officers, Board of Directors and Auditing Committee Members shall be in­stalled into their respective offices during the General Convention» CHAPTER IV THE BOARD OF DIRECTORS SECTION 1. There shall be twelve Directors elected at the Gen­eral Convention for a term of four (4) years, effective immediately upon election and installed, with the pro­viso that the Board of Directors, in the event of mergers may appoint two (2) additional Directors to serve no less than a full term of four (4) years. The Board may then extend his term tc the next Convention only. The Board shall meet quarterly for no longer than three (3) day sessions. The Board shall be called to meet by the National President. The National President and two elected Vice Presi­dents, by virtue of their office, are Directors of the Association with all the obiigations, rights and privileges of elected Board Members. SECTION 2. No person who is an Officer or Director of the William Penn Association shall be paid any commissions, fee or other compensation for writing any policy or con­tract of insurance with William Penn Association while he is an Officer, or Director, nor shall any Officer or Director hold a contract as Agent or General Agent during his term as an Officer or Director of William Penn Association. SECTION 3. No person shall be eligible for election as a Direc­tor who has attained Age seventy-five (75). SECTION 4. The Board of Directors, following each regular meet­ing of the General Convention shall choose a Chairman of the Board, Secretary of the Board from among its mem­bers and shall appoint the following Officers: General Counsel, Medical Director, Consulting Actuary and such other Assistant Officers or Administrative Vice Presi­dents as deemed necessary from time to time» The appointed Officers shall hold office for a per­iod fixed by the Board of Directors from time to time» The Board of Directors may suspend by a 2/3 vote from office any elected Officer. Auditing Committee Mem­ber or Director for immoral conduct, for malfeasance and dereliction in duties while in office. The Board of Directors shall establish and/or ad­just for a calendar year the salary of the National Presi­dent, National Secretary, National Treasurer and the a­­ppointed officers and also provide for their travel ex­pense on per mile basis and ordinary living expenses when on official business for the Association. SECTION 5. A vacancy in the Board of Directors or in any office may.be or may not be filled for the unexpired term thereof by a majority vote of the entire Board of Directors provided the Officers and the Board of Directors are not less than the minimum required in Chapter I, Section 2 of the By-Laws. The Directors and Officers shall hold their respective offices until their successors have been e­­lected and have qualified for the d is charge of their d uties. SECTION 6. All directors whose terms expire after age seventy­­five (75), shall, after the expiration of their terms in office, become members of the Advisory Council. Advisory Council members may consult with and ad­vise the Board of Directors on any matters pertaining to William Penn Association, but shall not have voting privi leges. Membership of said Advisory Council shall be for life. Compensation, duties, and activities of the Advisory Council shall be determined by the Board of Directors. SECTION 7. The Board of Directors shall have an Executive Committee and such other committees as it may determine. The Executive Committee shall consist of the Na­tional President, two Vice-Presidents and two members elected from among the Board of Directors. The Execu­tive Committee shall have and exercise all the powers of the Board of Directors while the Board is not in session, except the power to amend the By-Laws and except matters over which the Board of Directors has retained jurisdiction. The Executive Committee shall also perform such duties as are specifically delegated to it by the Board of Directors, and shall have the power to authorize the seal of William Penn Association to be affixed to all papers requiring a seal. The Executive Committee shall meet at the call of the National President. The National President shall be Chairman of the Executive Committee» In the event it is not convenient to meet at the Home Office, the President may convene the Committee by personal or written notice at some other designated place, by giving at least three (3) day's notice of the time or place of such meeting. The Investment Committee shall consist of the Na­tional President, National Secretary, and "National Treasurer. The Investment Committee shall have full control over the investments of the Association and shall take specific action of approval or declination on the pur­chase or sale of mortgage loans, securities, real estate and other valid investments. It shall propose to the Board of Directors policies and programs of investments as may be necessary and desirable and upon approval of the Board, implement such policies and programs. The Comm­ittee shall meet at the call of the Chairman of the Invest­ment Committee. The National Treasurer shall be the Chairman of the Investment Committee. The Board of Directors shall control, project and administer the corporate powers of the Association, as set forth in its Chapter and By-Laws. It shall authorize and cause the issuance of all forms of benefit certificates, establish limits of protec­tion non-medical limits, and establish rules for beneficiar­ies. The Board of Directors have full authority over Branches, Branch Officers and Branch Members. They shall have jurisdiction over any complaint of misconduct by any Branch Officer, Member or Branch, and shall sus­pend, transfer, or dissolve a Branch. The Board of Directors' decision is final. CHAPTER V AUDITING COMMITTEE The General Convention shall elect six (6) Audit­ing Committee Members and three (3) alternate members from delegates of the General Convention for a term of four (4) years. The elected Auditing Committee Members are ex-officio Members of the General Convention. Vacan­­cies on the Committee shall be filled by the National President from the list of alternates. The Auditing Comm­ittee Members term of office shall commence on January 1 following their election. They shall elect their own Chair­man and Secretary, meet semi-annually for no more than five (5) days per meeting at the Home Office. They shall examine and audit financial reports, re­cords and vouchers of all receipts and expenditures. They shall file a report with the National President for publica­tion in the official publication of each examination. 14

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