2023 New York Laws › ISC - Insurance › Article 45 - Fraternal Benefit Societies › 4504 - Amendments to Charter, Constitution and By-Laws; Waiver of Provisions.

§  4504.  Amendments  to  charter, constitution and by-laws; waiver of
provisions. (a) A domestic society may amend its charter and by-laws  by
a  majority  vote  at any regular meeting or special meeting (called for
that purpose) of its supreme governing body, but no such amendment shall
take effect unless and until filed with the superintendent and  approved
by  him.   The superintendent may approve any such amendment if he finds
that it  has  been  duly  adopted  and  is  not  inconsistent  with  any
requirement  of  the  law or with the character, objects and purposes of
such  society.
(b)  A domestic society may amend its  constitution  and  by-laws,  in
accordance with the provisions of its constitution, by the action of its
supreme  governing  body  at  any  regular  meeting  or  special meeting
thereof, or, if its constitution so provides,  by  referendum.      Such
referendum  may  be  held,  in accordance   with   the provisions of the
constitution, by the vote of the  voting  members  or  by  the  vote  of
delegates  or  representatives of voting members or by the vote of local
lodges or branches; but no such  amendment  shall  take  effect  unless,
within six months from the date of submission thereof, a majority of all
of  the    members of such society entitled to vote shall have signified
their consent to such amendment.  Such amendment to the constitution  or
by-laws  shall  be  filed  with  the superintendent within not more than
ninety days after the adoption thereof or, in an appropriate case, after
such consent of the members.  Amendments to the constitution and by-laws
may be adopted by the board of directors whenever  such  amendments,  in
the  opinion of the board, are necessary to meet the requirements of the
this chapter, but such amendments shall be submitted for ratification by
the supreme governing body of the society at its next  regular  meeting,
or at any special meeting thereof, or if its constitution so provides by
referendum and shall be filed with the superintendent within ninety days
after such ratification.
(c)    Within  ninety  days  from  the  approval by the superintendent
required by subsection (a) hereof,  and  within  ninety  days  from  the
filing  with  the  superintendent required by subsection (b) hereof, all
such amendments, or a  synopsis  thereof,  shall  be  furnished  to  all
members  of  the society either by mail or by publication in full in the
official organ of the society.
(d)  Every authorized foreign or alien society shall file a  certified
copy  of  every amendment to its charter, constitution, and by-laws with
the superintendent within not more than ninety days after the same takes
effect; and every such society shall, within ninety days from the filing
thereof, furnish to all members of the society in this state, a copy  of
all  amendments, or a synopsis thereof, either by mail or by publication
in full in the official organ of the society.
(e) If the superintendent finds after notice  and  hearing,  that  any
authorized society has wilfully violated any of the foregoing provisions
of  this  section  relating  to the filing of amendments to its charter,
constitution, and by-laws, he may, in lieu of any other penalty provided
by law, order such society to pay to the people of this state a  penalty
in  a  sum not exceeding five hundred dollars for each such offense, and
failure of any such society to pay such penalty within thirty days after
the making of such order, unless such order is suspended by an order  of
a  court  of competent jurisdiction, shall constitute a violation of the
provisions of this chapter.
(f)  Unless authorized by express provisions in the  constitution  and
by-laws of the society, no subordinate lodge or branch and no officer or
member of any authorized society shall have power or authority on behalf
of  the  society  to  waive  or  modify  any  of  the  provisions of the
constitution or by-laws of the society or of any  certificate  or  other

evidence  of insurance contract issued by such society, nor to waive any
violation, forfeiture or default thereof.
(g)    Every  authorized  society shall provide in its constitution or
by-laws and in its certificates that if its reserves as to any class  of
certificates,  other than those portions of any certificate that provide
variable benefits based on the experience of a separate account,  become
impaired, its board of directors may require that there shall be paid by
the  member  to  the  society  the  amount  of  the  member's  equitable
proportion of such deficiency as ascertained by its board  and  that  if
the  payment  be  not made it shall stand as an indebtedness against the
certificate and draw interest not  to  exceed  five  percent  per  annum
compounded  annually,  or  the  equivalent effective rate of interest if
payable in advance, or in lieu thereof, or in combination therewith, the
member may consent to a reduction of the corresponding insurance benefit
proportionate to the value of the additional contributions.