
ARTICLE OF ASSOCIATION
ARTICLES OF ASSOCIATION CONT's
Section 3 — Administrative Arm
The administrative arm shall consist principally of the Fund Administrator and Financial Secretary.
Administrative officers shall implement policies and decisions of the Board and remain accountable to the Board.
Holding an administrative position shall not, by itself, constitute membership on the Board unless the individual has separately been duly elected or appointed to the Board.
The Fund Administrator and Financial Secretary shall be appointed by the Board and may continue serving for successive periods as determined by the Board.
3.1 Fund Administrator
The Fund Administrator shall be responsible for day-to-day administration of ComBASS, including:
a. Processing membership applications and maintaining membership records;
b. Maintaining records concerning members aged sixty-five (65) years or older and their designated Sponsors;
c. Receiving and processing notices of qualifying events and benefit claims;
d. Verifying applicable membership and benefit-eligibility requirements before benefits are authorized;
e. Coordinating collection and disbursement of benefit contributions;
f. Providing official communications and notices to members;
g. Implementing policies and decisions approved by the Board;
h. Maintaining appropriate administrative records; and
i. Performing other administrative duties reasonably necessary for effective operation of ComBASS or assigned by the Board.
The Fund Administrator shall provide a comprehensive administrative report to the Board at its regular biannual meetings and at other times reasonably required.
3.2 Financial Secretary
The Financial Secretary shall:
a. Maintain accurate financial records;
b. Receive, record, reconcile, and track contributions, administrative fees, penalties, and other funds;
c. Maintain records of payments and outstanding financial obligations;
d. Serve as an authorized bank signatory subject to financial controls established by the Board;
e. Submit financial statements to the Board at least twice each year;
f. Prepare and present an annual financial statement to the general membership;
g. Provide financial information reasonably necessary for determination of financial compliance and benefit eligibility; and
h. Perform other financial and recordkeeping duties assigned by the Board.
Section 4 — Financial Review and Audit
4.1 Annual Financial Review
ComBASS financial records shall be reviewed annually to promote accountability, accuracy, and transparency.
The Board shall determine the appropriate form and scope of the annual financial review.
4.2 Independent Audit
The Board may authorize an independent audit by a qualified independent accountant or accounting firm whenever considered necessary or appropriate or when required by applicable law.
4.3 Access to Records
All officers or persons having custody of ComBASS financial records shall provide reasonable access to records necessary for an authorized financial review or audit.
4.4 Reporting
Results of any financial review or independent audit shall be presented to the Board and maintained as part of ComBASS financial records.
4.5 Cost
Reasonable costs of financial reviews or audits shall constitute authorized administrative expenses subject to Board approval.
ARTICLE V — CONTRIBUTIONS AND FEES
Section 1 — Event Contributions
1.1 Event Assessment
Upon the death of a benefit-eligible ComBASS member, a total benefit assessment of Twelve Thousand Dollars ($12,000) shall be collected from the membership for the deceased member's designated beneficiary.
Each member's required contribution shall be determined by dividing the $12,000 assessment by the number of members required to participate in the event contribution when the assessment is announced.
1.2 Payment Deadline
Each member shall pay the required event contribution no later than fourteen (14) days following the official ComBASS announcement.
1.3 Late-Payment Penalty
A contribution received after the fourteen-day payment period shall be subject to a ten percent (10%) penalty.
Payment of the contribution and penalty shall not cure any other membership or eligibility deficiency.
1.4 Benefit Waiting Period
A newly enrolled member shall become eligible for ComBASS benefits only after completing a waiting period of one hundred eighty (180) days from the effective enrollment date, provided the member remains active and compliant throughout that period.
During the 180-day waiting period, the member must participate fully in every announced event contribution and pay all applicable fees and assessments.
Participation during the waiting period does not create benefit eligibility before completion of the waiting period.
1.5 Annual Administrative Fee
Each member shall pay an annual administrative fee of Twenty Dollars ($20.00), due no later than January 31 of each calendar year.
A member who has not paid by January 31 shall be delinquent. If the fee remains unpaid after February 7, the member shall be subject to termination in accordance with these By-Laws.
Payment of the administrative fee alone does not establish benefit eligibility.
ARTICLE VI — BENEFITS AND DISBURSEMENTS
Section 1 — Membership Following Relocation
A duly enrolled member who relocates outside the United States may retain ComBASS membership and remain eligible for benefits, provided the member continues satisfying all applicable membership, contribution, sponsorship, and benefit-eligibility requirements.
Relocation outside the United States shall not, by itself, terminate membership or disqualify an otherwise eligible member.
Section 2 — Notice of Death
Upon the death of a member, the beneficiary, family representative, or authorized person shall notify the Fund Administrator as soon as reasonably possible.
Initial notification may be made by telephone, electronic communication, or another method accepted by ComBASS.
Section 3 — Benefit and Required Documentation
3.1 Benefit Amount
Upon the death of a benefit-eligible member, a benefit of Twelve Thousand Dollars ($12,000) shall be payable to the designated beneficiary, subject to the graduated benefit provisions below and verification that all applicable requirements were satisfied at the time of death.
3.2 Required Documentation
Before a benefit may be approved, the beneficiary or authorized representative shall provide documentation reasonably required to verify death and eligibility.
At a minimum:
a. An official death certificate; and
b. If death occurred outside the United States, appropriate travel documentation showing when the deceased member departed the United States.
ComBASS may request additional documentation reasonably necessary to verify authenticity, beneficiary identity, membership status, or benefit eligibility.
3.3 Death Outside the United States
Death outside the United States shall not, by itself, disqualify an otherwise eligible member's beneficiary from receiving benefits.
Section 4 — Collection and Disbursement Period
Following the official announcement of the death of a benefit-eligible member, ComBASS shall allow a period of up to six (6) weeks for collection of contributions, completion of eligibility verification, and disbursement of the approved benefit.
Disbursement shall occur after required documentation has been received and eligibility verified.
Where documentation or information is incomplete, delayed, disputed, or requires additional verification, the disbursement period may be reasonably extended.
Section 5 — Benefit Eligibility Based on Length of Membership
5.1 Initial 180-Day Waiting Period
No death benefit shall be payable during the first one hundred eighty (180) days following a member's effective enrollment date.
5.2 Fifty Percent Benefit
After successful completion of the 180-day waiting period, a member who dies before completing one (1) full year of membership shall be eligible for fifty percent (50%) of the standard benefit.
Based upon the current standard benefit of $12,000, the benefit under this provision shall be Six Thousand Dollars ($6,000).
5.3 Full Benefit
A member who has completed one (1) full year of continuous membership shall be eligible for the full Twelve Thousand Dollar ($12,000) benefit.
5.4 Continuing Compliance
Eligibility for either the 50% or full benefit requires compliance with all applicable By-Law provisions at the time of death, including sponsorship requirements for members aged sixty-five (65) years or older.
Section 6 — Method of Benefit Disbursement
All death benefits shall be disbursed only by check drawn on the official ComBASS bank account and made payable to the designated beneficiary.
Each benefit check shall require the signatures of both the Fund Administrator and Chairman of the Board.
No benefit check shall be issued until required documentation has been received, eligibility verified, and the benefit approved for disbursement.
ARTICLE VII — TERMINATION AND REINSTATEMENT
Section 1 — Voluntary Withdrawal
Membership is voluntary. A member may withdraw at any time by notifying the Fund Administrator.
Withdrawal terminates membership and all rights to future benefits.
All previously paid enrollment fees, administrative fees, event contributions, penalties, and other amounts shall be non-refundable.
A former member has no automatic right to resume membership.
Section 2 — Fraud or Serious Misconduct
The Board may terminate any member who engages in, attempts, assists, or knowingly participates in fraud, material misrepresentation, falsification of documentation, or other serious conduct materially harmful to ComBASS.
The Board shall review the circumstances and available information before determining whether termination is warranted.
A member terminated under this Section loses membership rights and future benefit eligibility. Previously paid amounts remain non-refundable.
Section 3 — Loss of Membership for Nonpayment
3.1 Event Contributions
Event contributions are due within fourteen (14) days of official announcement.
After fourteen days, the ten percent (10%) late penalty applies.
If the required contribution and applicable penalty remain unpaid twenty-one (21) days after the announcement, the member shall be subject to termination.
3.2 Administrative Fee
Failure to pay the annual administrative fee by January 31 constitutes delinquency.
If unpaid after February 7, the member shall be subject to termination.
3.3 Effect of Termination
A terminated member loses membership rights and benefit eligibility.
Amounts previously paid are non-refundable.
Payment of an outstanding amount after termination does not automatically restore membership.
Section 4 — Reinstatement
4.1 No Automatic Reinstatement
A former member has no automatic right to resume membership.
4.2 Request for Reinstatement
A former member seeking reinstatement must submit a request in the manner prescribed by ComBASS.
The Board shall have authority to approve or deny reinstatement after considering the circumstances of termination, prior membership history, compliance record, and other relevant circumstances.
4.3 Payment Does Not Constitute Reinstatement
Submission, receipt, deposit, or acceptance of a check, contribution, fee, or other payment from a former member shall not constitute reinstatement.
Membership is reinstated only after Board approval and satisfaction of conditions established by the Board.
4.4 Conditions of Reinstatement
The Board may require new enrollment, applicable fees, satisfaction of outstanding obligations, a new benefit waiting period, or other reasonable conditions.
A reinstated member aged sixty-five (65) years or older must satisfy all sponsorship requirements before becoming benefit-eligible.
4.5 Effective Date
Reinstatement applies prospectively and shall not create or restore benefit eligibility for an event occurring before the effective reinstatement date.
ARTICLE VIII — SPECIAL PROVISIONS AND SUSTAINABILITY
Section 1 — Member-Funded Structure
ComBASS is a member-funded bereavement support organization. Its ability to provide benefits depends upon timely participation and contributions by its members.
Section 2 — Membership Sustainability
ComBASS shall seek to maintain at least four hundred (400) active members to support financial sustainability.
A reduction below 400 members shall not, by itself, dissolve ComBASS or automatically terminate memberships. The Board may take reasonable action necessary to protect the Organization's sustainability.
Section 3 — Nature of ComBASS
ComBASS is a member-funded bereavement support organization and is not a bank or insurance company.
Membership does not constitute purchase of an insurance policy, establish an individual savings account, or create individual ownership of contributions previously paid.
Section 4 — Compliance Required for Benefits
No benefit shall be payable unless the deceased member satisfied all applicable benefit-eligibility requirements at the time of death.
Payment of fees or contributions alone shall not create benefit eligibility where another applicable requirement has not been satisfied.
No officer, administrator, or individual Board member may waive a material eligibility requirement or authorize payment contrary to these By-Laws except through action properly authorized under these By-Laws.
ARTICLE IX — ComBASS REPRESENTATION AT MEMORIAL EVENTS
Section 1 — Opportunity for Representation
The beneficiary or family of a deceased member shall provide ComBASS a reasonable opportunity to be represented at the wake, funeral, memorial service, celebration of life, or another appropriate gathering.
The purpose shall be to acknowledge the deceased member, express the support and condolences of the ComBASS community, and, where appropriate, briefly introduce ComBASS and its mission.
Section 2 — Manner of Representation
Representation shall be conducted respectfully and with due consideration for the dignity of the deceased and grieving family.
Whenever reasonably possible, timing and manner shall be coordinated with the beneficiary or family representative.
Section 3 — Beneficiary Cooperation
The beneficiary or family representative shall reasonably cooperate in providing an appropriate opportunity for representation.
Where representation at the funeral or memorial is impractical, the parties may agree upon another appropriate occasion or reasonable means of representation.
Section 4 — Failure to Provide Opportunity
Without reasonable justification or prior agreement with ComBASS, failure to provide the required reasonable opportunity shall subject the beneficiary to a reduction equal to ten percent (10%) of the otherwise applicable benefit.
ComBASS shall consider the circumstances before applying the reduction.
ARTICLE X — HONORARIUM FOR DESIGNATED OFFICERS
Section 1 — Eligibility
The Fund Administrator and Financial Secretary, and the Chairman when performing substantial administrative duties, may receive an annual honorarium authorized by the Board.
Section 2 — Determination and Approval
The Board shall determine any honorarium after considering duties performed, time and effort required, ComBASS's financial condition, and other relevant factors.
No officer shall have an automatic right to a particular amount from year to year.
Section 3 — Nature of Honorarium
An honorarium is recognition for services performed and shall not constitute a fixed salary or guaranteed annual compensation.
Payment in one year creates no entitlement in subsequent years.
Section 4 — Documentation
Board-approved honoraria shall be properly recorded in Board minutes or ComBASS financial records and remain subject to applicable financial controls
ARTICLE XI — INDEMNIFICATION
Section 1 — Protection of Directors and Officers
To the fullest extent permitted by applicable law, ComBASS may indemnify a current or former Director, officer, Fund Administrator, Financial Secretary, or other authorized representative against reasonable expenses and liabilities resulting from actions taken in good faith and within authorized duties on behalf of ComBASS.
Section 2 — Conditions
Indemnification shall apply only where the individual acted in good faith, reasonably believed the action served ComBASS's best interests, and acted within authorized authority.
Section 3 — Exclusions
Indemnification shall not apply to fraud, intentional misconduct, knowing violation of law, unauthorized personal acts, or improper personal benefit.
Section 4 — Board Determination
Requests for indemnification shall be reviewed according to applicable law and procedures established by the Board.
An individual requesting indemnification shall not participate in the Board's decision regarding his or her own request except to provide requested information.
Section 5 — Applicable Law
All indemnification rights and protections remain subject to applicable law.
ARTICLE XII — AMENDMENTS TO THE BY-LAWS
Section 1 — Authority to Amend
These By-Laws may be amended, revised, supplemented, or repealed by the Board of Directors in accordance with this Article.
Section 2 — Proposals
Amendments may be proposed by:
a. The Board of Directors;
b. The administrative arm; or
c. The general membership, where supported by at least two-thirds (2/3) of the general membership.
All proposals shall be presented to the Board for consideration.
Section 3 — Board Approval
No amendment shall become effective unless formally approved by at least two-thirds (2/3) of the Board of Directors.
Each approved amendment shall be recorded in the official Board minutes.
Section 4 — Effective Date
Unless otherwise stated in the adopting resolution, an amendment shall become effective on the date of Board adoption.
Section 5 — Notice to Membership
Material amendments affecting membership obligations, contributions, sponsorship requirements, benefit eligibility, benefit amounts, termination, or other substantial member responsibilities shall be communicated to the general membership within a reasonable period following adoption.
Members shall be responsible for familiarizing themselves with duly adopted amendments and remaining compliant with the By-Laws as amended.
ADOPTION
These Revised Articles of Association and By-Laws of Community Bereavement & Sickness Support (ComBASS) are adopted and approved by the Board of Directors on the 7th day of August 2026.
Chairman, Board of Directors
Name: Atem C. Egemene
Signature: ACEgemene
Date: August 7th, 2026
Fund Administrator
Name: Rev. Esther L. Gadpaille
Signature: Elgadpaille
Date: August 7th, 2026
