The World. [volume] (Martinsburg, W. Va.) 1891-1896, 1892-05-17


It can be done simply BY following
lprecedents Of their own making,
without any change in the bylaws
and without any entry in the min
utes.
There is still another striking in
stance Of concealment in the matter Of
the amendments Of the Sd Of Febru-
AIRY, 1892. As will be seen further on,
the fundamental scheme Of associa-
ton was radically changed BY these
amendments, and yet ia the mislead-
ling eall for 4 convention Of delegates
to indorse them al indication of their
purport and of the real object Of the
meeting was stndiously suppressed.
Exhibit j. w. F. No. u To say that
this was uncandid would be mild
way Of putting it.
POWER OF TRUSTEES.
I The result Of investigation thus far
has been 70 find the powers Of these
trustees extraordinary, their objects
mercenary and their methods fraudu-
lent. With these lights we approach
the issue Of actual misrepresentation
and actual danger.
mo charge Of criminal peculation is
made as against the present trustees.
1t must be said TO the credit OF the SUI
preme officers, with the exception
already mentioned, that they have not
availed themselves Of their ample OPP
lportunities to embezzle the large
amounts Of money confded to their
custody.
i "The first charge to be noticed il
that Of improper tampering with the
benefit and relief fund in the matter 81
Towering up the Banks defalcation.
i Banks, former supreme secretary
and the founder Of the order, abstract.
ed so, g49.35 from the principal 81
this fund and q, l07. 45 from the gen.
eral fund. When the SHORTAGE al
his colleagues call il, was discovered
the accruing interest ON that part q
the benefit and relief fund invested
amounted to about enough to make i
up. The interest was applied to tina
!. purpose, and the transaction was call
ed square BY setting of the amount
claimed to be due by the officers t,
them on account Of their salaries
Neither the amount Of the accruine
interest thus applied nor the salaries
went upon the books. The salaries
were thus in effect paid by the benefit
and relief fund instead Of by the gen.
eral fund. It is not necessary to re.
peat what has been already said Of
| this transaction under the head Of con.
cealment. The misapplication is ap.
parent, since, as its name implies, the
benefit and relief fund was set aside al
a trust fund for quite other purposes.
i Exhibit Mc.Iilton A. r., page Oh
Comment here is unnecessary, further
than to remark that such conduct on
the part Of fiduciaries is well calculat-
ed to excite apprehension and alarm.
So far as the salary question il
concerned. it may be added to what
has already been observed that from
the entire absence Of recorded data.
and from the obscurity of the testi-
mony Of the officers, there arises rea-
sonable apprehension that the surplus
Of the general fund, after paying ex-
Ipenses, was regarded by the supreme
officers as their legitimate profit for di-
vision under the name Of salary.
/ BY Laws AND AMENDMENTS.
! 1--WE now come to the proximate
cause Of this litigation, the amend
ments of February last and the misap-
lphcations incident thereto. Every
certificate issued contains upon its
Il face the explicit and repeated DECLARE
/ ton that the contract evidenced there
| by is subject to the bylaws and to any
amendments thereto that may there
after be made. This must be taken
subject to the implied condition that
4 the amendments unreasonable amend
lment, for the bylaws Of all corpora
tons to be operative must be reasona-
able. No authority need be cited for
this proposition, which was admitted
in argument. A radical departure
from the fundamental plan Of asso-
citation, essentially changing that plan,
not merely in detail, but in principle.
is not, in our opinion, a reasonable
exercise Of the reservepower ofamend-
ment. Any amendment to further or
perfect, in matter of form or detail,
the original scheme Of the association
would, if otherwise Objectionable, be
within the termWpf the contract, while