William Penn Life, 1987 (22. évfolyam, 1-12. szám)

1987-12-01 / 12. szám

By-Laws of the Association - 5

Liability Act, 42 Pa. C.S.A. S8361 et seq., shall be governed by 15 Pa. C.S.A. S7741 et seq.

4. Conflicts of Interests.

It shall be unlawful for any officer, or employee of the Association, whose duty, it may be to purchase anything of value for the Association, or the discharge of whose duty to the Association may result in its legal liability, to vote, recommend, or otherwise influence any of the foregoing acts with regard to any person he may be related to by blood or marriage, or in which he may have, directly or indirectly, a personal interest, which may be used by him in a manner adverse to the interest of the Association. Any person violating the provisions hereof may be suspended or removed under the applicable provisions of these By-Laws, if an officer of the Association and/or discharged, if an employee of the Association.

5. Disqualifying Occupations.

No person who becomes, or was within the year immediately preceding, an Officer of, or holder of a position of trust with any other fraternal benefit society or life insurance company shall be eligible to become or remain an officer or director of the Association or any of the subordinate bodies or to be a delegate to the General Convention, except part-time members of the Field Force, who may, within said time, become Branch Coordinators, provided, however, this shall not be construed as disqualifying any person who is an attorney, actuary, CPA or physician employed occasionally or temporarily by any such life insuring company. The Board of Directors shall have the authority to waive the one year disqualification in electing a National Officer.

6. Execution of Contracts.

a. The National President, National Vice President, National Secretary or National Treasurer of the Association shall have full power and authority to execute all deeds, contracts, agreements, leases, leasehold agreements, lease contract, bills of sale, assignments, releases, satisfactions of mortgages and judgments, deposit or protective agreements, reorganization or refunding plans, and other obligations and undertakings for and on behalf of the Association, and all other documents and obligations made necessary or desirable for the conduct of the Association’s affairs when duly authorized to do so by the Board of Directors or Executive Committee.

b. Limitation.

No officer or employee shall have any authority expressed or implied to obligate the Association or to sign or execute any contract or document which requires the Association to pay a consideration or has a value in excess of five thousand ($5,000.00) dollars without prior authorization by the Board of Directors, Executive Committee or Administration Committee.

7. Bonds of Officers and Employees.

a. Officers. The Officers of the Association shall give bond with surety from an Indemnity Company, conditioned in such form and sum as the Board of Directors may determine.

b. Employees. The Board of Directors and/or the President may require employees of the Association to give bond with surety from an indemnity company, conditioned in such form as they may determine.

c. Approval of Bonds. All bonds herein and hereunder required, shall be approved by the General Counsel and deposited with the National Secretary. A Blanket bond, instead of individual bonds may be authorized.

d. Cost. The cost of every bond required hereunder shall be paid from the general fund of the Association.

e. Any such Officer or Employee who has not been bonded as herein or hereunder and/or furnished any additional bond required of him, within thirty (30) days from the date any such bond is required of him in writing shall automatically vacate his office and/or cease to be an employee of the Association.

8. All Officers and Employees shall, upon the expiration or termination of their office and/or employment, as the case may be, account for and deliver to his successor in office, or other person authorized to receive

the same, all monies, bonds, papers, securities and all other property held by him and belonging to the Association.

9. No Officer of the Association shall deliver to his successor in office or other person authorized to receive the same, any money, securities or other property belonging to the Association until he shall have been properly notified that such persons have been bonded as required by these By-Laws.

502 - SALES DEPARTMENT

1. The Sales Department consists of a Field Force with a Sales Director or Agency Manager, District or Regional Managers and Agents working under contract.

2. No person who is a National Officer or Director shall hold a contract as a full-time Agent or General Agent during the term of office with the Association.

ARTICLE VI

Section 600 - THE BRANCHES

601 - ORGANIZATION

Branches may be created and shall be chartered by the Board of Directors in localities where the Association has not less than fifty (50) adult benefit members to provide members with the opportunity to take part in fraternal and benevolent activities; to share in programs of fellowship, sociability, and responsibility; and to share in a democratic form of government.

602 - RULES

The affairs of the Branches shall be conducted in accordance with provisions of these By-Laws and under rules prescribed by the Board of Directors.

603 - AUTHORITY

The Board of Directors has full authority over the Branches, Branch Officers and Branch Coordinators. Any Branch Officer, shall, at any time, be subject to suspension or removal from office by the Board for improper conduct, incompetence, neglect of duty, or conflict of interest. The Board shall have jurisdiction over any complaint of misconduct by any Branch Coordinator, Member or Branch and shall have the authority to suspend, transfer or dissolve a Branch.

604 - MEETINGS

1. Regular meetings of the Branch may be held monthly, except that meetings may be dispensed with in the months of June, July and August.

2. Special Meetings may be called by the Branch President at any time he deems it necessary, or upon the request of ten adult life benefit members of said Branch. Members shall be notified of a Special Meeting and no business shall be transacted at such meeting other than that for which the meeting shall have been called.

3. The following order of Business shall be a guideline for the presiding officer:

a. Opening by the President, devotion and pledge of allegiance

b. Roll Call

c. Minutes of Previous Meeting

d. Reports of Officers

e. Reports of Committees

f. Initiation of New Members

g. Unfinished Business

h. New Business

i. Election of Officers (annually under Section 606)

j. Appointment of Committees

k. Good and Welfare of the Branch

l. Adjournment

605 - NOMINATIONS

Candidates for branch office shall be nominated from the floor at the December meeting.

606 - ELIGIBILITY

1. Only an Adult Branch Member in good standing is eligible to be an Officer. No Full-Time or Career Agent

is eligible to hold Branch Office.

2. - Election of Branch Officers

The election of Officers shall be held at the annual meeting in December. Each Adult Branch Member in good standing shall have one vote for each office. Elections shall be by a majority of those present at the annual meeting. Officers elected at the annual meeting shall be installed immediately.

607 - TERMS AND VACANCIES

The term of office of all branch officers shall be for one (1) year beginning on January 1 and ending on December 31. Election or appointments to vacancies in existing branches and terms of office in new branches shall expire on December 31 next following. All vacancies shall be filled by election at the next regular meeting.

608 - BRANCH OFFICERS AND DUTIES

1. The officers of the Branch shall be: President, Vice-President, Recording Secretary, Treasurer, at least two auditors and such other officers as the Branch membership deems necessary.

2. The offices of Secretary and Treasurer may be held by one person. No member may be an officer unless he has a right to vote.

3. Any officer failing to attend three successive meetings without good excuse shall be considered as having vacated his office. The Branch shall decide upon the validity of such excuse.

4. The Branch President shall preside at all meetings and conduct them according to the prescribed rules. He shall vote only in case of a tie vote; appoint committees and approve and sign orders together with the Treasurer drawn on the branch treasury for the payment of money. The Branch President shall have the general supervision over the affairs of the branch.

5. In the absence of the Branch President, the Branch Vice-President shall perform the duties of the President, and, in case of a vacancy in the office of President, he shall be the acting Branch President until a successor is elected.

6. The Recording Secretary shall keep a record of the proceedings of the branch meetings.

7. The Branch Treasurer shall have the custody of all money belonging to the branch, give receipts therefor; keep a correct account of all money received and paid out by him, and pay all orders drawn by the Recording Secretary and approved by the Branch President.

8. The Branch Auditors shall no less than semiannually examine the financial reports and bank accounts of the Branch Treasurer and give a written report to the Branch Meetings, after each such examination and send an annual report to the National Secretary on forms furnished by the Home Office.

609 - BRANCH COORDINATOR

When a Branch Coordinator has been appointed by the National President, he shall assist the Branch Officers in fraternal activities, conduct all business between the Home Office and the Branch and file annually in January with the National Secretary a fraternal activities report covering the operations of the Branch for the previous year. He shall report the names and addresses of all new members to the Branch.

When a benefit member dies, the Branch Coordinator shall immediately forward notice thereof to the Home Office, together with necessary proofs, notify the Home Office of all address changes brought to his attention, assist members in transferring from one branch to another, and provide required forms for members to properly present claims for benefits. He is authorized to enroll new members.

610 - OWNERSHIP OF ASSETS

All assets of the branch, including branch subsidiaries, are the legal property of the Association. The branches may create trust, charity and entertainment funds, but they must be administered by the branches in accordance with the rules prescribed by the Board of Directors.