William Penn Life, 1982 (17. évfolyam, 1-4. szám)

1982-07-01 / 3. szám

on , at Pittsburgh, Pa., duly called by

written notice which included a statement that the Convention was to consider approval of the terms and conditions of this Consolidation Agreement, by an affirmative vote with ayes and nays, abstentions

and absent out of a total

of 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 Association Convention at a special session in Pittsburgh, Pa., on by an affirmative vote

with ayes, nays, abstentions and

with absent out of a total of convention

members.

The delegates of both societies thereafter, met in a joint convention on to approve, confirm and

ratify this Consolidation Agreement in final form with delegates voting aye , nays

abstentions and absent out of a total

convention members. All of the Officers and Directors of the new Society were sworn in before close of the session to take office on January 1, 1983.

2. That the Federation and the Association consolidate under the terms and conditions hereinafter stated and that this Consolidation Agreement be submitted, for approval, to the respective Insurance Departments of the Commonwealth of Pennsylvania and the District of Columbia.

3. That the Consolidation Society apply for a new charter to the Pennsylvania Insurance Commissioner, in form attached marked Exhibit(I).

4. That following approval of the Consolidation by the respective Insurance Commissioner of the Commonwealth of Pennsylvania, the Superintendent of Insurance of the District of Columbia and issuance of the new charter by the Pennsylvania Insurance Commissioner; this Agreement shall be in full force and effect.

It is further agreed that during the life of this Agreement, any by-law provisions relating to the Board of Directors, National Officers and Auditing Committee or other provisions which conflict with the terms of this Agreement shall remain superseded and suspended.

5. That the nature or character of the business which the Consolidated Society shall transact is the operation and conduct of a fraternal benefit society having their principal office in Pittsburgh, Pa., under the laws of the Commonwealth of Pennsylvania with a supreme governing body through its Board of Directors, Officers and subordinate branches. The Society’s purpose shall be to promote and foster a true spirit of fraternalism through social, cultural and sports activities and other purposes set forth in the charter and by-laws among its members. It shall provide a system of benefit certificates for death and disability and other benefits. The Society shall receive, hold, encumber, transfer or otherwise dispose of and manage real and personal property for such purposes.

6. That the Consolidated Society shall by its own corporate organization and through its wholly owned subsidiaries own, hold, control and operate the Bethlen Home In Ligonier, Pa., and Penn Scenic View in Middlecreek Township, Pennsylvania for recreation and camping; provide benefits for children of deceased members; maintain a Scholarship Foundation to assist its members to secure a higher education; maintain Retirement Homes; the Hungarian Archives Center and a Museum at the Bethlen Home site in Ligonier, Pa., and perform such other fraternal functions as shall be allowable under the laws of the Commonwealth of Pennsylvania.

7. That the three National Officers and twelve Directors from each Society, alternate Directors from each Society, and the Auditing Committee of the Association are elected, re-elected or re-appointed to their respective office and shall continue to hold office until new Officers and Directors and their alternates are elected at the next quadrennial convention in 1986.

a. National Officers and Directors of the Consolidated

Societies are listed OFFICE

Chairman of the Board National President National Secretary National Treasurer National Vice-President National Vice-President

as follows: NAME

Elmer CHARLES Imre BERTALAN Elmer E. VARGO Joseph S. MOLNÁR John P. BALLA Louis L. VARGA

ADDRESS 415 Orchard Street Springdale, Pa. 15144 2528 Coddle Harbor Lane Potomac, Md. 20854 20233 Darlington Drive Gaithersburg, Md. 20879 321 Northwest Dr.

Silver Spring, Md. 20901 548 George Street New Kensington, Pa. 15068 919 Fairfield Beach Road Fairfield, Conn. 06430

b. Directors of the Consolidated Society are: Three (3) Director-Vice Presidents and nine (9) Directors (former HRFA Directors).

c. Twelve Directors (former William Penn Association Directors).

d. Ten Alternate Directors (former Hungarian Reformed Federation of America Alternate Directors) in order of the highest number of votes cast for each in his respective district.

e. Ten Alternate Directors (former William Penn Association Alternate Directors), in order of the highest number of votes.

f. Six Auditing Committee Members and Alternates (former members of the William Penn Association).

g. Alternate Auditing Committee — three (former William Penn Association) in order of highest votes cast.

8. The terms of the Chairman of the Board, National Officers and Directors shall begin upon date of last approval required by law and shall end on December 31, 1986.

9. Vacancies in the office of William Penn Association Directors shall be filled by the National President from the list of alternate William Penn Directors in the order of the highest number of votes cast for each. Vacancies in the office of Hungarian Reformed Federation Directors shall be filled, at the call of the National President, by the alternate for the district and in the order of the highest number of votes cast for each in that district where there is more than one Director from the district. The selection of additional alternates shall be governed by the Board of Directors of the respective organization.

A vacancy in any of the National Offices shall be filled by the Board of Directors. In any event, replacement of National Officers, Vice Presidents and Directors shall be appointed from the original organizations.

10. It is further agreed that Elmer Charles will be a National Officer and have the following powers and duties: Office of the Chairman of the Board. The Chairman of the Board shall be a National Officer and have the following powers and duties*as the senior officer:

(1) He shall preside, as Chairman, at all meetings of the Board of Directors, the Executive Committee and the General Convention.

(2) He shall be a member of all standing committees of the Consolidated Society.