8/21/2008

The Pack Shack - Follow the Tithe Money!

Frontage View

Back View

Ambassador Reports presents front and back views of the Packatollah's humble triple-tithe estate in Wadsworth, Ohio. Did Pack mention it is 100% paid for, and titled solely in his own name? I can hear it now...

Even so, as real estate has severely depreciated recently, and a real financial crisis in the Work is emerging, brethern! A dig deep, empty your savings, cash out your home equity, special emergency offering may be necessary- to restore Restored triple tithe income, in line with all expenses. Go get all your assets, and get them here in God's work. Get all you have, and give it now! So the Restored gospel of this great end-time work may go forth in power around the world!

Public information on the Restored apostle from Medina County, Wadsworth, OH county website.



PARCEL:

Parcel Number: 040-20B-11-251
Location: Wadsworth City
School District: Wadsworth City
City Lot: 6999
Latitude/Longitude (of map center): 41.0337 -81.7110
OWNER:

Name: DAVID C PACK
Percentage: 100.00

Sales and Tax Info

Sales HistorySales Price
2/2/1996$282,900

Home Facts

Estimate Range$193,080 – $246,713
Bedrooms4
Bathrooms2
Living Area2,884 Sq feet
Lot Size14,810 Sq feet
TypeSingle Family
Parcel40-20B-11-251
CountyMEDINA
Year Built1989
Total Rooms9
HeatingC
CoolingC
Number of Stories2
Legal DescriptionLOT 6999 WH

To round out the solid gold Restored tour with some better photos than above, click here, and here; try this link for the vulture view, or this link; from Medina County, OH.


Capice? ;)

8/16/2008

Tkach Travels Worldwide Airlines; Fall Cruises for Beer


Tammy Tkach posts some interesting information about herself and the "first family" of the WCG on the internet at AC Reunion:

Tammy (Hall) Tkach

Married Joe Tkach in 1980 and lived in Phoenix, Arizona until fall of 1986. Moved to Pasadena with baby Joe who was born in January. Baby Stephanie came along in 1988. Been hanging out in Southern California all these years, working and traveling for WCG. I've been to over 20 countries in the last 20 years.

I'm on a Tuesday morning bowling league, and have an average of 170. Tried golfing but not very good at it. I garden, walk for exercise, and am becoming a do-it-yourself handywoman around the house.

I love to make my own greeting cards with rubber stamps and have been a Stampin' Up! demonstrator for five years.

Joe III graduated this spring from Digipen Institute of Technology in Redmond, Washington, with a degree in some kind of video game production. He's staying in Washington to start his own video game company.

Stephanie completed a certificate in massage therapy and is about to leave for a position on a cruise ship. We're about to be empty nesters.

Favorite Music: C&W
Favorite Books:
mysteries
Favorite Movies:
Star Trek
Favorite TV: CSI shows

..........................

Tammy says she has been "working and traveling for WCG. I've been to over 20 countries in the last 20 years."

So is Tammy Tkach just another six-figure, VIP salaried employee of the Church? The Tkach family and entourage, together and apart, have been jet-setting like British royalty in first class luxury around the world, schmoozing, cruising, feasting, and boozing on Worldwide for the last twenty-two years since Armstrong, using the WCG's bottomless nickle. Unreported, under the table. And for what good reason?

Claiming to visit only 20 worldwide countries, might just be a WCG Airlines reward mileage program underestimate. ;)

Anne at JLF provides some interesting details about a new Tkach Jr. video interview of himself, by lifelong Imperial Schools buddy, appointed WCG VP Mike Feazell (interview video which Tkach has posted on the WCG website); and some blogging by Stephanie Tkach on a 2004 Tkach church cruise:



The Worldwide Church of God has just launched the first in a series of online interviews under the title "WCG Together"

First out of the gate is the rather less than enthusiastic looking WCG President, Joseph Tkach Jr. The interview itself seems to drag painfully along with little life in it.

www.wcg.org

As of late the WCG HQ seems been making a number of attempts to sell people on the church.

Highlights of note in Tkach's interview:

- the mention that he has been "serving" as President almost gives the sense that a term of office exists for the President/Pastor General office.

- Tkach talks about the miracle that his father experienced in the "Old" WCG.

- Tkach called to ministry because of peoples' healing of their souls in the "Old" WCG.

- He sensed a movement of Christ in peoples' lives.

- They do not address but skip around the cult versus true Christian church issue. Just that Christ was clearly at work back then.

- "A True Christian is someone who is responding to God's Love" Joseph Tkach Jr.

- mentioned that his father Tkach Senior made both good and bad decisions. That his father's long prayers were a bit of an embarrassment to him as a child/youth.

- his hobby is beer brewing.

AND ... Tkach devotes the last 2 minutes of the interview to the state of the church today.

1. the church has planted about 70 new congregations in the last 10 years.

(Come on Joe. :-( How many congregations and ministers did you lose? How many members do you have left?)

2. There is a renewed focus on Youth ministries with 25 camps instead of the previous one camp in the USA plus the few others in other countries.

(Once again Joe ... how many kids attend compared with before? How the camps must be locally funded because the church hemorraged money?)

Just these two little items tacked on to the end of this interview.

Be interesting to see who is interviewed next.



And Stephanie Tkach does some blogging about Joe Jr. cruising for the beer, on his October 2004 WCG all-expenses-paid fall festival cruise:


"...the first day of the cruise we were in Newport, Rhode Island (have you ever wondered WHY island has an "S" in it....oddness...) it was the cutest town!! it was all little and quaint and old fashioned and so adorable!! and sadly...NO cute guys.....a few ugly ones though...

the second day we were in Gloucseter, Massachusetts. of all the places to go on a cruise..it was so not a tourist town. why did we go there??!!!! what a waste of a city..there was nothing there! it is a small fishing town and it was dirty and gross and it smelled (strongly) like rotten fish and pooey!! and we all know my feelings about fish and so right away i wanted to get back on the ship. the farther we walked into town, the worse the smell got...so we decided to stop going that direction...and i was a little sad cuz apparently the Witch House (a kind of museum thing about the salem witch trials) was not far from that town, and i wanted to see it but did we go? no...turned out not to be a bad thing though, cuz shawna (the girl i met on the cruise) went and she said it was lame...and that is all the time i am going to waste talking about Gloucseter...

the third day we went to Bar Harbor, Maine. (aparently all the locals pronounce it "Ba ha ba" becuz of there accent, but i never heard anyone say it that way..except people making fun of how the locals say it lol) Bar Harbor was such a sexy town! it was a little like newport, so adorable! and i can't really remember what we did, so moving on....

day 4 we were in Halifax, Nova Scotia. that was fun. it was such a cute town. it looked like it could have been England. and my dad, being the "beer conasuier" that he thinks he is, found "brewery tour" on the list of tourist attractions and wanted to go there. i must confess this did not excite me. over the years, whenever we travel, my dear father always manages to find a brew pub or some such silliness.in truth i think half the reason for us going to some of the places we do for supposed "church visits" is just an excuse to go find a pub...i have seen more brew pubs and brewery tours than i have hot guys. when i was like ten, i think, we went to pennsulvania and new york, and i swear we went at least 2 pubs a day...but i digress. so he wants to take us to this place called "Alexander Keith's Brewery" and i was about to groan loudly and dramaticly when he said they did a reenactment of what it was like in...i don't remember the time period...but my point is they were in period costumes. and of course i love that type of thing so my tune changed and i was like "well what are waiting for, lets go!"...

days 8 & 9 was Quebec City, Quebec. we spent the night in port. day 8 we went out and shoped and such and, of course my dad had to rake us o this brew pub....we walked around for an HOUR AND A HALF looking for the dumb place.and did i mention we kept going in circles? my dad kept asking people, and i think, becuz we were so obviously tourists, that they were messing with our heads. one person told us to go that way, and then once we were there, another person told us to go back, and i think we asked like 20 people and they all said something different...damn french canadians..but we finally found it...

Stephanie Tkach's Blog



..........................

So who will WCG video interview next?

Whoever it happens to be, alleged WCG church growth, NextGen, GC2, more youth camp emphasis, and church ministry "multiplication" is sure to be an upcoming topic. The WCG could just learn basic addition and subtraction with some real numbers, before drinking in some yeasty, fermented, heady, exponential church growth and "multiplication". Then someone at Glendora might be able to figure out a budget for church approval, and some real denominational financial statements, past due from the Tkach first "family" for years.

8/13/2008

Tkach's 1987 WCG Restatement - or Corporate Amendment - Which?



The 1987 Restatement of Articles of the Worldwide Church of God, signed by Joseph Tkach Sr. on June 2, 1987:




1987 Restatement of Articles Of The
Worldwide Church of God
A California nonprofit religious corporation

Joseph W. Tkach and Gene M. Michel certify that:

1. They are the Chairman of the Board and the Assistant Secretary, respectively, of the Worldwide Church of God, a California corporation.

2. The following Restated Articles restate the entire text of the Articles of Incorporation of said corporation as amended to date:

ARTICLE I

The name of the corporation is the "Worldwide Church of God" (the "corporation")

ARTICLE II

The purpose, business and pursuit of the corporation shall be:

A. The purposes of the corporation are religious, as the word is exemplified in the Bible as defined and as expounded by the "Church of God", also known as Worldwide Church of God, an unincorporated association, of which Joseph W. Tkach is the presiding Pastor General" ("the Association"). The corporation is organized under the Nonprofit Religious Corporation Law of California exclusively for religious purposes, within the meaning of Section 501 (c)(3) of the Internal Revenue Code of 1954.

B. To purchase, acquire, lease, sell and dispose of property, both real and personal, and to use, encumber, pledge, mortgage, lease, and otherwise deal in the same at pleasure to the same extent as a natural person can do.

C. To make and execute deeds, mortgages, releases and instruments of indebtedness, negotiable or non-negotiable, and to enter into and execute contracts of every kind and character with any person, firm, or corporation.

AR Note: Parts B and C above are commonplace clauses listing a broad range of various types of business transactions for the WCG corporation. It permits a wide range of activities for the California nonprofit religious corporation to engage in, without any restrictions.

D. Notwithstanding any other provision of these Articles, the corporation shall not carry on any activities, not permitted to be carried on (a) by a corporation exempt from Federal income tax under section 501 (c)(3) of the Internal Revenue Code of 1954 (or the corresponding provision of any future United States Internal Revenue Law) or (b) by a corporation contributions to which are deductible under Section 170 (c)(2) of the Internal Revenue Code of 1954 (or the corresponding provision of any future United States Internal Revenue Law).

E. No substantial part of the activities of this corporation shall consist of carrying on propaganda, or otherwise attempting to influence legislation and this corporation shall not participate in or intervene in (including the publishing or distribution of statements) any political campaign on behalf of any candidate for public office.

AR Note: Parts D and E are in the WCG Articles to comply with IRS tax regulations for tax-exempt 501(c)(3) organizations, to which charitable contributions are tax deductible. Part E simply repeats the federal tax code verbatim regarding what 501(c)(3) orgs are permitted to do legally. The permissible range of activities of 501(c)(3) organizations, statutorily exclude that of "carrying on propaganda", influencing legislation, and political campaigns.

Propaganda is an ironic kind of restriction for the WCG to acknowledge here, when the very name of the magazine is the "Plain Truth". Also, that HWA politically influenced the passage of the California Petris bill legislation - at the 11th hour, after several expensive appeals to the California and United States Supreme Court failed to save his neck. Add to that political influence: WCG support in the upcoming California gubernatorial election campaign for AG George Deukmejian was extended. The AG was influenced thereby to cancel HQ sworn depositions, drop criminal charges, and deep-six mounting evidence in the tithe-fraud investigations. Armstrong got off the legal hook by wasting millions in frivolous, dilatory legal arguments instead of showing off his deceptively audited accounting books. He nor his WCG was exonerated of wrongdoing.


ARTICLE III

The county in the State of California where the principal office for the transaction of the business of this corporation is to be located is Los Angeles county.

ARTICLE IV

The number of directors of the corporation shall be six, until changed by an amendment to the by-laws increasing or decreasing the number of directors.

ARTICLE V

This corporation is not organized, nor shall it be operated, except as permitted by law, for pecuniary gain or profit, and it does not contemplate, except as permitted by law, the distribution of gains, profits or dividends to the members thereof or to any private shareholder or individual.

AR Note: Article V is a non-profit clause reciting that the gains, profits or dividends of the non-profit corporation are not to accrue to the benefit of individuals. To do so other wise would violate the tax exempt public trust of any non-profit corporation. Yet Armstrong and his closest associates benefited monetarily the most, not those who needed charitable assistance, in the WCG or otherwise. In the end, Armstrong had no problem getting money out of the corporation for what ever he wanted. That included millions upon millions of mandatory third-tithe sacrifices compelled for support of widows and destitute orphans wasted monthly on jets leased by Armstrong and then Tkach. A detailed accounting at this point of how the compulsory triple-tithe millions and special funds donations were actually comingled with other funds, laundered and wasted by the Pastor Generals might be superfluous, but compelling.


ARTICLE VI

In the event that the corporation's charter is surrendered to, taken away by, or revoked by the Association, the corporation shall be dissolved.

AR Note (Article VI's Significance): Under the new 1987 Tkach Article VI, the unincorporated Church Association unambiguously and categorically holds the legal power, (through the Pastor General and his Advisory Board of Elders) to take away the corporation's charter. As written above, the Association specifically has the completely legal power to revoke the church corporate charter; to dissolve the California church corporation out of legal existence, shut it down, and transfer out any remaining assets elsewhere.

Upon the winding up and dissolution of this corporation, after paying or adequately providing for the debts and obligations of the corporation, and after compliance with Section 680 of the California Religious Nonprofit Corporation Law, the remaining assets of this corporation shall be distributed to one of the following organizations, corporations, trustees or other entity, in the order of their preference as listed:

AR Note: This section details the procedure for winding up and finally dissolving the WCG Church corporation by the Association. Section 680 of the California Religious Nonprofit Corporation Law covers the required legal procedures for winding up such a nonprofit corporation in California. It is put into place to try to prevent private inurement, or individuals benefiting from the disposition of any remaining nonprofit assets. After all debts, loans and WCG corporate liabilities have first been completely paid off (such as any WCG bank loans, credit cards, or lines of credit outstanding; or pension obligations, if any remain outstanding to employees or retirees) any money or assets remaining must go to:

A. The Association, or in the event it is unable to take title for any reason, then to

AR Note: The unincorporated WCG Church Association, then, has FIRST preference to get any remaining assets on the WCG corporate books.

B. The individual members of the Advisory Council of Elders of the Association in trust for religious purposes, as exemplified in the Bible as defined and as expounded by the Association, or in the event they are unable to take title for any reason, then to

AR Note: Next, the individual members of the Advisory Council of Elders of the Association, of which Tkach Jr. is a member, get the money (to be held in trust, of course). The assets or property would not be titled in their own individual names, but held in a trust for religious purposes, apart from any unincorporated Association entity itself, unless it too was dissolved for another reason. The individual members of the Advisory Council would be probably be the specifically named trustees in care of this religious trust under this provision.


C. The organization, corporation or trustee or other entity supported by the Pastor General of the Association, or in the event such power or appointment is not valid for any reason, then to

AR Note: Third preference in line is the Pastor General's personal pick (as if preferences A and B were not his decision.) The Pastor general has a power of appointment to place the remaining corporation assets into any other another organization he supports; some organization, another corporation, some other trustee or any other entity he supports (use your imagination here- very few restrictions on the Pastor General's pick exist in this provision).

Or, if the WCG corporation is dissolved without a name change, he could theoretically perhaps place any leftover Association controlled money if he wants in another newly created entity such as "Grace International Communion", an idea previously promoted by Tkach in February of 2006.

D. Ambassador College, a California nonprofit corporation.

AR Note: Ambassador College, where are you? Founded in Pasadena in 1947, Ambassador College is alive and well and now doing business as Grace Communion Seminary.

Think Ambassador College shut down? It is currently an active California nonprofit corporation, in good official standing with the State of California. The California Secretary of State will verify this for you online. And now Ambassador College, doing business as Grace Communion Seminary, is now standing in line to receive all of the remaining assets of the dissolved WCG religious corporation Armstrong founded in 1946. The Tkach Chair of Reform School Theology at Ambassador College's Grace Communion Seminary has a nice ring to it, doesn't it? It certainly beats working for a living.

3. The Restated Articles do not themselves amend the Articles of Incorporation of said corporation and no approval of this certificate by the members is required.

AR Note: My comment on the "is it a restatement or amendment of WCG law" issue is below.

4. The execution and filing of this certificate was authorized and has been approved by the Board of Directors by resolution duly adopted by unanimous written consent on June 1, 1987.

Dated: June 2, 1987

(Signed) Joseph W. Tkach
as
Chairman of the Board

(Signed) Gene M. Michel
as Assistant Secretary

VERIFICATION

Each of the undersigned declares under penalty of perjury that the matters set forth in the foregoing certificate are true and correct of his own knowledge and that this declaration was executed on 2nd day of June, 1987, at Pasadena, California.

(Signed) Joseph W. Tkach

(Signed) Gene M. Michel

Filed June 11, 1987.

AR Note: The so-called 1987 Restated Articles above (claimed to be merely a Restatement of WCG corporate Articles, but denied by Tkach Sr. to be an corporate amendment, which might then legally require a vote of approval by the "members") are significant in that it is the first time such a detailed order of preference for the distribution of any remaining corporate assets of the WCG is introduced into WCG doctrine.

Then in complete control of WCG by June 1987, Tkach was probably anticipating a future potential "earthquake" from the upcoming doctrinal changes to be made, and a possible impending complete dissolution of the WCG corporation was on the mind of his lieutenants. What might happen to the WCG corporate millions Tkach now controlled in the WCG piggybank, if it was going to be smashed open and wasted?

So when Tkach Sr. rather defensively and strangely claims that it is only a Restatement and, rather oddly, that no vote of approval is required by the "members", exactly which set of "members", according to the bylaws, is Tkach Sr. referring?

Tkach Sr. signs the above "no approval of this certificate by the members is required," which could in general perhaps legally refer to either church members, or church corporate members. Church members ordinarily would probably think of of themselves as members of the Church Association, not as members of the corporation.

However, the most recent set of WCG corporate bylaws we have specifically define only one class of corporate members, who have voting powers of approval:

"There shall only be one class of corporate members. They will be referred to as the "Members of the Corporation." "Members of the Corporation" shall mean the Advisory Council of Elders of the Association as it shall from time to time be constituted."

------------------

Please note that "Members of the Corporation" by the June 1987 time frame had a specific, legally defined meaning and should not be confused within the WCG corporate bylaws with "church members."

The corporate bylaws also state:

"Each member of the Board of Directors, each committee member or each officer of the Corporation must be a Church Member of the Association at the time of his appointment and must remain such during his term in office. If for any reason he does not remain a Church Member of the Association during his term in office, then he shall be disqualified from serving as a director, committee member or officer, which disqualification shall constitute his removal from his respective office without the necessity of further action."

The Tkach Board of Directors of the WCG corporation approved the 1987 Restatement unanimously in writing. According to the bylaws just quoted, the Board members of the WCG corporation MUST also ALL be Church Members of the WCG unincorporated Association at the same time.

If all Tkach needed a vote of his appointed WCG corporate members to approve what is legally asserted above to be a corporate restatement, he could easily have accomplished this. However, the restatement oddly and specifically stipulates that "and no approval of this certificate by the members is required."

Really? Perhaps instead the line ought to read, "and no approval of this certificate by the WCG members is required or desired". But what if in fact it was not a just corporate restatement as Tkach claimed, and rose to the required approval level of a corporate amendment? Obviously, Tkach Sr. did not craft this corporate restatement without assistance. all by himself. But no court has yet ruled on the corporate legality, or lack theeof, of this Tkach 1987 WCG restatement, one way or the other.

Nevertheless, under what conditions would a church member vote of approval for an corporate amendment be required, if ever?

Armstrong's original 1946 corporate constitution Article V might shed some light and set historical precedent on this issue of corporate member voting in the Radio Church of God, but the following 1946 electronic version has quite a few important blanks from whatever was in the original:

ARTICLE V

The authorized number and qualifications of members of this corporation, [___] different classes of membership, if [___], the property, voting and [____] rights and privileges of each class of membership, and the liability of [____] and all classes in [____] of membership [____] the method of collection thereof shall [_____] forth in the by-laws of this corporation.

ARTICLE VI

The name of the existing unincorporated association wishing to be incorporated is "Radio Church of God".

ARTICLE VII

The by-laws of this corporation shall be adopted by the directors named in these articles of incorporation, and may thereafter be amended or repealed by [___] [_____] provided in the by-laws.

IN WITNESS WHEREOF the persons who are to act in the capacity of first directors of the corporation this 3rd day of March, 1946.

(Signed) HERBERT W. ARMSTRONG
President, managing director, and
Pastor-evangelist

(Signed) LOMA D. ARMSTRONG
Treasurer

Filed March 13, 1946.

The next WCG, or 1948 constitution added this in regard to local congregations voting: "minister of evangelist used of God in raising up and organizing the local congregation shall, after fasting and prayer, appoint and ordain the local pastor, elders, and deacons. In no case shall there be worldly politics, or voting, or selection of these officers by the members themselves. In the absence of a credentialed minister or evangelist in the raising up and organizing of a local church, such appointments and ordination shall be made by the general Pastor of this Church."

But on the other hand, the 1948 WCG constitution, Section 3 on membership requires a member voting process to effect the disfellowshipment of a member - with a two -thirds requirement: "it shall be the duty of every member of the Radio Church of God...shall upon approval of the pastor and two- thirds of the members present at any meeting be excluded from membership and disfellowshipped by the congregation"

Therefore, according to the 1948 bylaws, local church members were not permitted to vote or participate in the selection process of local ministers, elders, and deacons; but were permitted a vote to disfellowship their own fellow church members!

The 1948 WCG constitution goes on to say:

ARTICLE XI

AMENDMENTS

Section 1. These articles may be amended at any unusual or special business meeting called for that purpose, upon recommendation of the changes by the President and Pastor with the approval of a majority of the members present.

So a majority of the members present may vote to amend the articles at a business meeting, called for that purpose, to approve recommended changes by the Pastor General. Is that why Tkach Sr. made such a point of declaring the Board Action of 1987 a Restatement, and not an amendment? In fact, that is just what a majority of the members is said to have approved of on October 24, 1948:

* * * *

This CONSTITUTION has been recommended by the Pastor, and approved by the majority of the members present at this annual meeting, this 24th day of October, 1948.

One wonders if anyone remembers that 1948 meeting, besides Rod "Spanky" Meredith. It says the new constitution was approved by a majority of the members present on October 24, 1948. At that fledgling time with few members, the WCG bylaws may not have yet defined a special group of Members of the Corporation who purportedly became the only ones legally permitted by the bylaws to vote on such matters-such as approving a new 1948 Radio church constitution. A majority vote of members at this fall festival annual meeting was required to legally change from the rather mercifully short, original 1946 WCG constitution. At the very least, it could have received some advance notice, a recommended mention by the PG and perhaps a quick voice vote. But how was it in actual fact legally approved by the real "members" that day in October 1948, according to the then corporate bylaws?

On another note, Loma Armstrong switches hats from counting the money as the first corporate Treasurer for the WCG in 1946, to Vice-President of the Radio corporation in 1948. Somebody had to count the incoming money. Who better to trust counting the incoming Radio cash, besides his own wife? Maybe that's why the 1948 constitution called for an internal auditor - "An Auditor, in supervision of auditing and bookkeeping department, who shall audit all financial records of The RADIO CHURCH OF GOD and its auxiliary organizations or institutions at least once each year, and report to the President". It's not easy to con a con.

(SIGNED) HERBERT W. ARMSTRONG

Pastor, and President of corporation

(SIGNED) LOMA D. ARMSTRONG

Vice President

(SIGNED) ESTHER OLSON

Secy.-Treas.

(SIGNED) BASIL WOLVERTON

Elder and Director

(SIGNED) D.T. HENION

Deacon and Director

(SIGNED) JAMES A. GOTT

Deacon and Director

The next publicly known corporate transaction to require a minimum quorum meeting of the members of the Radio Church of God is supposed to have allegedly occurred at 363 Grove Street, located on the AC campus, January 5, 1968. Herbert Armstrong perjured himself on a sworn document he signed under penalty of perjury, when he claimed exactly 5,051 WCG members, properly and with required notice, voted to approve a board of directors corporate resolution to change the name of the Corporation from Radio Church of God to Worldwide Church of God. If anyone has incontrovertible proof to the contrary that exactly 5,051 of Armstrong's members voted on changing the corporate name from Radio to Worldwide on that day, let them provide it.

"That at a meeting of the members of said corporation, duly held at 363 Grove Street, Pasadena, California, on January 5, 1968, a Resolution was adopted, which resolution is identical in form to the directors' resolution set forth in Paragraph 2 above.

4. That the number of members who voted affirmatively for the adoption of said resolution is 5,051, and that the number of members constituting a quorum is 2,500."

One has to ask the obvious question about the 1968 voting rights of the membership in the WCG and the bylaws, "Why did Armstrong find it necessary to claim that exactly 5,051 of his members voted for approving the resolution of his Radio corporate board, and then criminally perjured himself in a sworn document about it?" If Rod Meredith voted to approve the board resolution and knew there was no required member vote of 5,051 taken to approve this board resolution, he knowingly permitted a fraudulent corporate transaction as a member of the WCG board of directors.

To continue, a known subsequent addition (by 1977) to the 1948 version of the WCG constitution adds to the corporate bylaws: "The Board of Directors shall be vested with authority to appoint a ministerial committee and adopt procedures for it. Such committee, however, shall have no authority to suspend, disfellowship, or reinstate a Church member who is also a corporate member."

So by 1977, the WCG corporate bylaws contained separate definitions for WCG church members and a WCG corporate members. These kinds of technical legal distinctions on membership are often made in non-profit organizations or associations, which can define various kinds of membership. The provision above states the ministerial committee has no authority to disfellowship someone who is a corporate church member and a church member. Undoubtedly, Armstrong's bylaws by this time stipulated only the "Church Authority", (legally defined in the church bylaws as the Pastor General or President) has the sole authority to disfellowship either a "dummy board" corporate member or member of the advisory board of elders of the unincorporated Church Association, or some or all of the board members, without cause or notice.

Tkach claimed in his certification that, "The following Restated Articles restate the entire text of the Articles of Incorporation of said corporation as amended to date". Well anyone, after reading the text of the 1948 Constitution and Bylaws of the Radio COG here and the WCG Constitution here can tell they differ tremendously from this 1987 Tkach restatement, even Mr. Magoo. If his 1987 Restatement was in fact only a restatement as Tkach wants us to believe, there was a great deal of amending done behind the scenes to get from the entire lengthy text we have of the 1948 Radio Articles of Incorporation, renamed to Worldwide in 1968, to the Articles Tkach claimed to have only just "restated" in 1987.

If anything, the very short 1987 Restatement by Tkach hides and conceals more than it reveals about the 1987 corporation in the document on public file with the California Secretary of State. The 1987 Restatement only provides the corporation, or the Pastor General, a set of prioritized rules for the disposition of the former tithes and donations extracted out of church members, should the Pastor General of the WCG Association dissolve the WCG corporation for any reason. This list of prioritized preferences as to where the assets wind up (again basically to Tkach Jr.'s control) may be the bare minimum the State of California requires to be publicly filed in a restatement of nonprofit corporation articles.

To paraphrase AR58:

"In the final analysis, all WCG doctrines, policies, assets, and personnel are controlled legally by the whims, caprices, and fantasies of but one human being - Joe Tkach Jr. In a very real sense, therefore, the Worldwide Church of God is Joe Tkach Jr."

If anything, Joe Tkach Jr. today has more dictatorial, lifetime legal control in the articles and bylaws of the current WCG corporation and unincorporated worldwide Church Association and its millions that Herbert W. Armstrong ever dreamed of.

Tkach Jr. owes the church a full, candid explanation for these 1987 restatement discrepancies and legal inconsistencies with the historical WCG corporation and church Association articles and bylaws. To do anything less than publishing the WCG's constituent documents, and fully explaining how his church operates under what set of bylaws shows a lack of grace and is nothing less than a complete dereliction of duty to his employer.

Update: Ambassador Reports welcomes the 16,170th visitor hailing from Glendora, California while on a safari. Macintosh 1680 x 1050, that is. Saa-Lute!

Domain Name
rr.com ? (Commercial)
IP Address
76.175.75.# (Road Runner)
ISP
Road Runner
Location
Continent : North America
Country : United States (Facts)
State : California
City : Glendora
Lat/Long : 34.1321, -117.8511 (Map)

:
Language
English (U.S.)
en-us
Operating System
Macintosh MacOSX
Browser
Safari 1.3
Mozilla/5.0 (Macintosh; U; Intel Mac OS X; en-us) AppleWebKit/523.10.3 (KHTML, like Gecko) Version/3.0.4 Safari/523.10
Javascript
version 1.5
Monitor
Resolution : 1680 x 1050
Color Depth : 24 bits
Time of Visit
Aug 14 2008 1:25:07 am
Last Page View
Aug 14 2008 1:25:07 am
Page Views
1
Referring URL
http://ambassadorwatch.blogspot.com/
Visit Entry Page
http://ambassadorrep...rch-association.html
Visit Exit Page
http://ambassadorrep...rch-association.html
Out Click

Time Zone
UTC-8:00
Visitor's Time
Aug 13 2008 11:25:07 pm
Visit Number
16,170


Comments on any and all of the above as usual are open, unmoderated, and greatly appreciated. Thank-you for your support.

8/12/2008

Tkach's Law II: California Corporate Bylaws


The following bylaws are bylaws of the Worldwide Church of God, a particular type of California non-profit religious corporation allowed under the incorporation statutes of the State of California. The corporate bylaws are separate from the related Articles of Incorporation, which have been publicly on file with the California state government since the original version was filed by Armstrong in 1946. But the corporate bylaws were held secret (as you may well understand why, if reading the shocking document for the first time). They fortunately were embarrassingly leaked out to Ambassador Reports and first published by John Trechak. The WCG was then shamed into publishing these corporate bylaws itself to the church, in a subsequent edition of the Worldwide News.

The Articles of incorporation of the corporation contain some essential provisions that are required by California law for the church to obtain legal existence granted by the state to any California nonprofit corporation. On the other hand, the Articles of the unincorporated WCG church Association set forth the essential matters of how the church Association parent controls and governs as the parent organization of: The WCG California corporation, Ambassador College, Ambassador Foundation, GCS, ACCM and other subordinate or affiliate organizations of the church in other countries.

The corporate bylaws, reprinted below with some comments, cover primary matters of corporation governance under the California corporation laws.

The Articles and Bylaws can place the property of the Church directly in the trust of the Pastor General and his personally appointed Board. Although not directly in their names on the bank accounts as individuals - but in the unique form of legalese known as a "trust" form of property ownership. The Articles contain a clause, required by nonprofit law, allegedly forbidding any church property to come to the benefit of any private person in the event that the WCG would ever be permanently dissolved, or bankrupted. In any event, the Pastor General ultimately controls the property of the WCG Association held through the corporate structures.

Tkach Jr. inherited the WCG bylaws from Armstrong, as modified to his liking by his father, Tkach Sr. Nine months after Tkach Jr. became Pastor General, on Feb. 29, 1996, Tkach and the Board met with an attorney who is the outside general counsel for another denomination.

Tkach gave the attorney a copy of the church's constituent documents (including Articles and Bylaws) and requested him to review them and make comments pursuant to making certain revisions, although the request for comments results have not been made public.

According to the July 1996 Worldwide News, it was reported that Tkach Jr. planned to move ahead with changing and reforming and the church Articles and Bylaws. Some of the reform changes Tkach Jr. reportedly considered making include, just for starters: to add a provision giving authority for the Pastor General's removal in the event of some personal wrongdoing in the nature of a crime (e.g., incest, gambling with Church money, third tithe fraud) or act of moral turpitude (e.g. serial fornication); to establish a term limit (?) for the Pastor General; and, to empower the Board with some more responsibility for choosing(?) his successor.

So far, we have seen little documentary evidence of any such changes, other than the Administrative Manual online (see sidebar). The power of the Pastor General over the international dummy boards through the denominational church Association has not diminished on paper or in fact, as has most recently been proven in Canada. In fact, Tkach still directly sits on top of the Canadian Board.


Bylaws of the Worldwide Church of God: a California Nonprofit Religious Corporation

ARTICLE I - SUBORDINATION (to the Association)

1.1 This corporation is chartered by and subordinate to the Church of God, also know as Worldwide Church of God, an un incorporated association, of which Joseph W. Tkach is the Pastor General, which Church is hereinafter referred to as the "Association."

Note: The "Corporation" of the Worldwide Church of God is the legal entity that conducts the corporate affairs of the church. The "Association" referred to in this section, and to which the corporation is subordinate, is a non-incorporated entity with Mr. Tkach Jr. as Chairman of the Advisory Council of Elders. Tkach Jr. has the power to select the new Pastor General, if he appoints a replacement prior to retiring, resigning, or otherwise leaving office.

ARTICLE II - DEFINITIONS

2.1 "Corporation" shall mean this California corporation.

2.2 "Corporate Governance" shall mean the Pastor General. In the event that either of the conditions occur set forth in Section 5.4 or 5.5 of Article V (or any corresponding renumbered section or article) of the Articles of the Association, then the term, Corporate Governance, shall mean and include the Board of Directors of the Corporation as it shall from time to time be constituted, until the designation of the successor to the office of Pastor General or upon his inability to govern being terminated, as provided in Sections 5.6 or 5.7 of Article V (or any corresponding renumbered section or article) of the Bylaws of the Association, at which time the term "Corporate Governance" shall again only mean the Pastor General.

Note: Sections 5.4 or 5.5 of the Articles of the Association provide that the Association's Advisory Council of Elders shall fulfill the duties of the Pastor General if the Pastor General dies without an appointed successor or becomes unable to govern. These provisions (i.e., 5.4 and 5.5 of Article V of the Articles of the Association).

2.3 "Ecclesiastical Decision" shall mean a decision that requires religious considerations. Such decision shall be within the sole and subjective discretion of the Corporate Governance, shall be conclusive and final, subject to review by the Association's Church Authority, as that term is defined in the Articles of Association and Bylaws of the Association, and shall not require oral or written evidence as to its basis.

ARTICLE III - OFFICES

3.1 The principal office and other offices of the Corporation, for the transaction of its ecclesiastical and temporal activities, shall be designated by the Corporate Governance as it deems advisable according to the circumstances.

ARTICLE IV - MEMBERS

4.1 There shall only be one class of corporate members. They will be referred to as the "Members of the Corporation." "Members of the Corporation" shall mean the Advisory Council of Elders of the Association as it shall from time to time be constituted.

Note: "Members of the Corporation" has a specific, legally defined meaning here and should never be confused in the bylaws with "church members."

4.2 Only the Pastor General shall be empowered to call meetings of the Members of the Corporation. Notice of any such meetings may be given in any manner permitted by law, including, but not limited to, the following: Certified or registered first class mail to the member's last known address, postmarked forty-eight (48) hours before the meeting, or upon four (4) hours advance notice, either in writing personally delivered, or by oral communication, to the member or an adult person residing in his household. All meetings of the Members of the Corporation may be held within or without the State in such locations as the Pastor General shall designate.

4.3 In the event that either of the conditions occur set forth in Sections 5.4 and 5.5 of Article V (or any corresponding renumbered section or article) of the Articles of the Association, then the call and notice of meetings of Members of the Corporation will be as follows:

4.3.1 Call of Meetings: Any three Members of the Corporation will be empowered to call a meeting of the Members of the Corporation.

4.3.2 Notice of Meetings: Notice of any such meetings may be given in any manner permitted by law, including, but not limited to, the following: Certified or registered first class mail to the member's last known address, postmarked seventy-two (72) hours before the meeting, or upon forty-eight (48) hours advance notice, either in writing personally delivered, or by oral communication, to the member or an adult person residing in his household.

4.3.3 A copy of such notice shall likewise be delivered to the then advisor to the Association's Advisory Council of Elders at his then current office address.

4.3.4 All meetings of the Members of the Corporation under Section 4.3 of these Bylaws may be held within or without the State as a majority of said members shall designate.

4.4 Nothing herein shall be construed to prohibit waiver of call and notice, meeting by telephone conference call or action without a meeting, which are otherwise provided by law.

ARTICLE V- CORPORATION RECORDS TO BE HELD SECRET

5.1 The Corporation's books, documents and records shall be deemed absolutely confidential and secret and no person shall have any right of access to or utilization of said information unless authorized or subsequently approved by an Ecclesiastical Decision. The Members of the Corporation and the members of the Board of Directors of the Corporation are exempted from this restriction and shall have power and authority to review such books, documents and records at any reasonable time as limited by law.

ARTICLE VI - GOVERNANCE

6.1 The governance of the Corporation is, after the biblical (?) example, hierarchical in form. Joseph W. Tkach shall hold the office of Pastor General of the Corporation and the office of Director and Chairman of the Board of Directors. The title and office of Pastor General shall be equivalent to that of President.

Appointment and Removal

6.2 The Pastor General shall have the sole power and authority to appoint and remove officers of the Corporation. He may exercise said power and authority at any time, with or without cause or notice.

Tkach functions as the President of the WCG, along with his appointed corporate officers. It remains to be proven if the corporate officers have fulfilled their fiduciary responsibilities and duty of loyalty to the church, rather than act as a dummy board for Tkach Jr.

Fraudulent transactions involving third tithe, posh jet planes and more were the order of the day under Armstrong and Tkach Sr. The state of the corporate books after the campus asset sales is still a Tkach Jr. secret, and where the money went is still a mystery.


6.3 The Pastor General shall have the sole power and authority to appoint and remove any singular member of the Board of Directors, or the entire Board of Directors of the Corporation. He may exercise said power and authority at any time, with or without cause or notice.

Note: As in the case of the officers, the Pastor General can appoint and fire the Board members at any time with or without a stated reason or notice.

The counterargument is that Board members comply with their legal duties of care and loyalty to the church at large, but this has not been the case in the past.



6.4 The Pastor General shall have the sole power and authority to form and dissolve committees and to appoint and remove any singular member of the committee or the entire committee. He may exercise said power and authority at any time with or without cause or notice. No member of any committee need be an officer or a director of the Corporation.

6.5 In the event that either of the conditions occur set forth in Section 5.4 or 5.5 of Article V (or any corresponding renumbered section or article) of the Articles of the Association, then the Members of the Corporation shall be vested with the power and authority set forth in 6.2 and 6.3 of these Bylaws.

6.5.1 The Members of the Corporation shall be vested with said power and authority until the designation of the successor to the office of Pastor General or upon his inability to govern being terminated, as provided in Sections 5.6 or 5.7 of Article V (or any corresponding renumbered section or article) of the Bylaws of the Association, at which time the power and authority so vested in the Members of the Corporation shall terminate and the same shall be reinvested in the Pastor General.

Numbers and Qualifications

6.6 The authorized number of directors shall be not less than one (1) nor more than fifteen (15). Each member of the Board of Directors, each committee member or each officer of the Corporation must be a Church Member of the Association at the time of his appointment and must remain such during his term in office. If for any reason he does not remain a Church Member of the Association during his term in office, then he shall be disqualified from serving as a director, committee member or officer, which disqualification shall constitute his removal from his respective office without the necessity of further action. A quorum of the Board of Directors or of any committee for the purpose of conducting corporate business shall mean a majority of the directors or committee members holding the office of director or committee member at the time of the meeting.

Terms of Office

6.7 The person holding the office of Pastor General of the Association shall also hold the office of Pastor General of the Corporation. Joseph W. Tkach shall hold the office of Pastor General of the Corporation and Director and Chairman of the Board of Directors for life. Other members of the Board of Directors and other committee members shall serve until they resign or are removed.

Place of Meetings

6.8 All meetings of the Board of Directors may be held within or without the State and in such locations as the Corporate Governance shall designate.

Call and Notice of Meetings

6.9 Only the Pastor General shall be empowered to call meetings of the Board of Directors and of any committee. Notice of any such meetings may be given in any manner permitted by law, including, but not limited to, the following: Certified or registered first class mail to the director's or committee member's last known address, postmarked forty-eight (48) hours before the meeting, or upon four (4) hours advance notice, either in writing personally delivered, or by oral communication, to the director or committee member or an adult person residing in his household.

6.10 In the event that either of the conditions occur set forth in Sections 5.4 and 5.5 of Article V (or any corresponding renumbered section or article) of the Articles of the Association, then the call and notice of meetings of the Board of Directors will be as follows, until the designation of the successor to the office of Pastor General or upon his inability to govern being terminated, as provided in Sections 5.6 or 5.7 of Article V (or any corresponding renumbered section or article) of the Bylaws of the Association, at which time the power and authority to call and notice meetings shall be reinvested in the Pastor General:

6.10.1 Call of Meetings: Any three Members of the Board of Directors will be empowered to call a meeting of the Board of Directors.

6.10.2 Notice of Meetings: Notice of any such meetings may be given in any manner permitted by law, including, but not limited to, the following: Certified or registered first class mail to the director's last known address, postmarked seventy-two (72) hours before the meeting, or upon forty-eight (48) hours advance notice, either in writing personally delivered, or by oral communication, to the director or an adult person residing in his household.

6.10.3 A copy of such notice shall likewise be delivered to the then advisor to the Association's Advisory Council of Elders at his then current office address.

6.11 Nothing herein shall be construed to prohibit waiver of call and notice, meeting by telephone conference call or action without a meeting, which are otherwise provided by law.

ARTICLE VII-INDEMNIFICATION

7.1 The Corporation shall have the power to indemnify or make advance payments to the full extent permitted by law.

7.2 The Corporation shall have power to purchase and maintain insurance on behalf of any director, officer, employee or agent of the Corporation, its affiliated or subordinate organizations, or their predecessors or successors against any liability asserted against or incurred by them in such capacity or arising out of their status as such whether or not the Corporation would have the power to indemnify them against such liability.

ARTICLE VIII

AMENDMENT TO BYLAWS

8.1 The Pastor General shall have the sole power and authority to adopt, amend or repeal these Bylaws. In the event that either of the conditions occur set forth in Section 5.4 and 5.5 of Article V (or any corresponding renumbered section or article) of the Articles of the Association, then the Members of the Corporation shall be authorized and empowered to adopt, amend or repeal these Bylaws only upon two-thirds of the Members of the Corporation affirmatively concurring to do so at a duly called and noticed meeting, or by unanimous written consent of said members without a meeting, provided the notice therefore or the consent sets forth the Bylaw to be amended or repealed and the Bylaw to be adopted.

Update: Congratulations to our 16,037th visit, from Surrey, British Columbia; and to all our Canadian visitors: from Vancouver to Chilliwack, Prince Albert, Winnipeg, Calgary, Toronto, McGill University, Montreal, Edmonton, Saskatoon, and Halifax, to name a few. Saa-Lute!!

Domain Name
shawcable.net (Network)
IP Address
64.59.144.# (Shaw Communications)
ISP
Shaw Communications
Location
Continent : North America
Country : Canada (Facts)
State/Region : British Columbia
City : Surrey
Lat/Long : 49.1364, -122.8213 (Map)

:
Language
English (Canada)
en-ca
Operating System
Microsoft WinNT
Browser
Internet Explorer 7.0
Mozilla/4.0 (compatible; MSIE 7.0; Windows NT 6.0; SLCC1; .NET CLR 2.0.50727; Media Center PC 5.0; .NET CLR 3.0.04506)
Javascript
version 1.3
Monitor
Resolution : 1440 x 900
Color Depth : 32 bits
Time of Visit
Aug 12 2008 3:49:52 pm
Last Page View
Aug 12 2008 4:39:42 pm
Visit Length
49 minutes 50 seconds
Page Views
4
Referring URL
http://ambassadorwatch.blogspot.com/
Visit Entry Page
http://ambassadorrep...rch-association.html
Visit Exit Page
http://ambassadorrep...vernance-policy.html
Out Click
Flurry That Prophet Info
http://www.pcog.info/
Time Zone
UTC-8:00
Visitor's Time
Aug 12 2008 1:49:52 pm
Visit Number
16,037