William Penn Life, 2007 (42. évfolyam, 1-12. szám)

2007 / Különszám

The By-Laws 4. Establish procedures for payment of claims and direct and control the payment thereof. 5. Elect the following officers: National President, National Vice President-Secretary, National Vice Presi­dent-Treasurer, and no more than two (2) additional Vice Presidents, who shall serve in accordance with the provisions of these By-Laws. 6. Have power to remove from office any National Officer or Vice President of the Association. 7. Have power to fill any vacancy in office during the interim between meetings of the General Convention. 8. Appoint such Advisors as required by these By-Laws and as the Board deems appropriate, all of whom shall serve at the pleasure of the Board. 9. Approve the salaries or compensation, travel allow­ance, pension and fringe benefits of all National Officers and employees, as recommended by the Compensation Committee and in connection therewith, to adopt appro­priate compensation, benefit and retirement plans. 10. Authorize and cause issuance of all forms of benefit certificates, establish limits of protection, fix non­medical limits, and establish the rules for beneficiaries. 11. Establish policies and rules to administer the business, fraternal and social affairs of the Association at the Home Office and its Branches. 12. Appoint and relieve members of the National Advisory Committee. 13. Amend these By-Laws, except as restricted under Article 18 hereof. Section 307. BOARD MEETING PROCEDURE - The order of procedure for Board meetings shall be established by the Board. Section 308. COMMITTEES AND ADVISORS 1. STANDING COMMITTEES -All Standing Commit­tees are subject to the authority of the Board. No Commit­tee has the power to rescind or modify Board action. The business of the Association shall be administered through the following Standing Committees: a. Administration Committee (i) The Administration Committee shall be composed of the National President, National Vice President-Secretary, and National Vice President-Trea­surer. The National President shall be chairman. (ii) The Administration Committee shall super­vise the day-to-day operations of the Association. b. Auditing Committee (i) The Auditing Committee shall be composed of a minimum of three (3) members and a maximum of six (6) members comprising at least one (1) Director and up to five (5) additional persons, each appointed by the Board. The Auditing Committee shall elect its own Chairman. The National Officers shall serve as consultants to the Audit­ing Committee. (ii) The Auditing Committee shall examine and audit records and vouchers of all receipts and expendi­tures, and shall file a report to the Board. The Auditing Committee shall make written findings and recommenda­tions to the Board on an annual basis and more often, if necessary. c. By-Laws Committee (i) The By-Laws Committee shall be composed of the Chairman of the Board, the two Vice Chairmen, the National President, the National Vice President-Secretary, the National Vice President-Treasurer, and the General Counsel. (ii) The By-Laws Committee shall review the By- Laws of the Association on an ongoing basis, and shall recommend amendments when appropriate. The Commit­tee shall also consider suggestions for By-Law amend­ments from appropriate sources, and shall make its recommendations to the Board. d. Compensation Committee (i) The Compensation Committee shall be com­posed of the Chairman of the Board, the National Presi­dent, and four (4) Directors appointed by the Board. The Chairman of the Board shall be chairman of the Compen­sation Committee. The other National Officers shall serve as consultants to the Compensation Committee. (ii) The Compensation Committee shall recom­mend the salaries or compensation, pension and fringe benefits of all National Officers and employees, subject to approval by the Board. e. Executive Committee (i) The Executive Committee shall be composed of the Chairman of the Board, the National President, the two (2) Vice Chairmen, and four (4) members of the Board, who shall be elected by the Board. The Chairman of the Board shall be chairman of the Executive Committee. The Executive Committee shall meet at the call of the Chairman of the Board. (ii) The Executive Committee shall have and exercise all the powers of the Board in an active as op­posed to a passive capacity when the Board is not in session; except the Executive Committee shall have no power (a) to initiate By-Law amendments, (b) to rescind or modify Board action, or (c) to exercise authority with respect to matters over which the Board has retained jurisdiction. The Executive Committee shall also perform such duties as are specifically delegated to it by the Board and shall have the power to authorize the seal of the Association to be affixed to all papers requiring a seal. William,Penn Life, Special Convention Edition, December 2007 33

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