Willis Propp Explanation Letter - Apology Letter - Lloyd Fortt Analyis Letter

(Table of Contents)

Explanation From F. Willis Propp
Apology of F. Willis Propp, and Orders to Dissolve
LETTER TO F. Willis Propp from L. Fortt
CERTIFICATE OF INCORPORATION
APPLICATION
BY-LAWS
Registry of Corporate Address
SOCIETY ANNUAL RETURN
REGISTRY OF OFFICERS
SPECIAL RESOLUTION
CERTIFICATE OF INTENT TO DISSOLVE
CERTIFICATE OF DISSOLUTION

(This letter of explanation was received by L. Fortt on February 27, 1997)

5131 Lansdowne Dr
Edmonton, AB T6H 4L1
CANADA
November 9, 1996

TO ALL OF CONCERN:

One of the workers in Hungary whose visa was soon to expire, was faced with the problem of being refused permission to remain in the country because the 'Group' she was representing was not a registered body in Hungary. Our sister who labours there was companion to the girl in question and she appealed urgently to us that we do something it about (sic) because any approach they made to the local authorities was to no avail and they needed help badly. Above that there was a deadline to meet. Hungary would accept our Registration as backing. We in Canada had been registered in Ottawa (Canada's capital city) during WW2. A search was made there to retrieve such a document, but all in vein. While registration is not required in Great Britain, USA or Canada, to help our workers in Hungary we sought a Lawyer's aid and as a result a very complicated document was made up. We learned to our dismay that to be registered we had to became incorporated as a non-profit Society. While it was solely for the purpose of those in Authority, the document gave us a long handled name. We were hesitant to do it, but for the sake our workers in Hungary, we signed the document, Hungary accepted our efforts for which we art thankful, and officials there will now continue to recognize the workers in their country.

However, a problem has arisen. Canada recently passed a Freedom of Information bill . Through this our document is on the Internet and it has now got into the hands of the 'dissenters'. They are spreading it with delight and we write this to suggest that if it reaches any of our friends, please have them just burn it. I am sure all our friends will understand the reason why we implemented it. In many countries registration is necessary. We are in the process now of having the whole document cancelled, since it is not required in Canada, and we hope the matter will settle down in time.

Thank you for giving this information to any of our friends or workers who may inquire. I am so sorry that such a problem should have arisen because of my naivety.

Yours as always;
(signed Willis Propp)

5131 Lansdowne Dr
Edmonton, AB T6H 4L1
CANADA
November 18, 1996

TO WHOM IT MAY CONCERN:

The concept of the Document of Registration that was drawn up and filed in Alberta, Canada, on the 5th day of May, 1995, was totally contrary to the basic tenets of our fellowship, and so was totally wrong. I, Willis Propp, acted unilaterally without due consultation with my seniors in the ministry, which made my action totally wrong. Hence to have placed my signature of acceptance upon such a document was also totally out of order and wrong.

In view of this, I hereby take the following steps in recourse:

(1.) I assume full responsibility for involving in this process my fellow workers in Alberta, namely, Jim Knipe, Dennis Einboden, Richard Knight, Eldon Kendrew and Rowland Jackson whose signatures also appeared on the said Document.

(2.) I sorely grieve over and regret the distress and unrest that has been brought to bear upon so many of our beloved brethren.

(3.) I have instructed a lawyer on November 8, 1996, to have the said ~ Document completely revoked. Attached is a copy of this dissolution. [We didn't receive a copy of the dissolution.]

(4.) From a saddened and deeply penitent heart, I humbly offer a full apology to all concerned for all these actions on my part that are so out of line and wrong.

[Signed by F. Willis Propp]

I HEREBY CERTIFY THAT F. WILLIS PROPP APPEARED BEFORE ME AND EXECUTED THIS LETTER IN MY PRESENCE THIS 18th DAY OF NOVEMBER, 1996, IN THE CITY OF EDMONTON, ALBERTA.

[Signed by notary.]

A NOTARY PUBLIC IN AND FOR THE PROVINCE OF ALBERTA, CANADA.

(Letter of Analysis Sent to Willis Propp by Lloyd Fortt)

Tuesday, February 18, 1997

5131 Lansdowne Dr
Edmonton, AB T6H 4L1
CANADA

Dear Mr. Propp,
I recently received copy of the application, By-Laws, and subsequent documents of incorporation of the ALBERTA SOCIETY OF CHRISTIAN ASSEMBLIES, Corporate Access number 50654949. These were immediately entered into the historical records.

Along with the above named documents, I received a letter written by yourself before a Notary Public, in which you have stated that on November 8, 1996, you instructed a lawyer to have the above documents of the Society completely revoked. In your letter you stated;

(1.) “The concept of the Document of Registration that was drawn up and filed in Alberta, Canada, on the 5th day of May, 1995, was totally contrary to the basic tenets of our fellowship, and so was totally wrong.”

We are left to speculate on what basic tenets you refer to.

(2.) (a) “I, Willis Propp, acted unilaterally ...”

Pardon me sir, but there are six signatures on the Application and the By-Laws -- you did not act unilaterally; unless you are suggesting that you somehow forced five other leaders in your church to sign the documents against their will.

(2.) (b) “... without due consultation with my seniors in the ministry, which made my action totally wrong.”

The Bible is completely silent on the concept of Corporate Registry, and so it cannot be deemed by anyone to be “totally wrong” based on the Bible. However, numerous out-of-Privince (sic) Overseers of the Christian Conventions church (your known “seniors in the ministry”) were seen at the airport in Edmonton in late 1996, coinciding with the time you say you dissolved the Corporation.

(3.) “I assume full responsibility for involving in this process my fellow workers in Alberta, namely, Jim Knipe, Dennis Einboden, Richard Knight, Eldon Kendrew and Rowland Jackson whose signatures also appeared on the said Document.”

You cannot claim full responsibility -- in fact you named five other leaders who signed their approval with you.

The Special Resolution filed on January 8, 1996 bears your certification that its change of By-Law 4 (b) was passed in a meeting of the members on (Thursday) July 20, 1995 -- I’m reasonably sure that the membership would not knowingly pass a resolution of a Society that they did not approve of, but it is possible that the new By-Law 4 (b) was passed in a meeting of the Board separately held during the first Didsbury Convention of 1995 (a meeting of the members).

By-Law 4 (a) records a distinctive basic doctrine of the Christian Conventions church; ie., “The Preachers/Apostles (“Workers”) are men and women who have left their employment and all their earthly possessions and go forth by faith ...” typical of Christian Conventions doctrinal ambiguity, By-Law 4 (a) contradicts itself in its last sentence; ie., “The Preachers/Apostles (“Workers”) are not to receive a salary, however the Society guarantees them free board and lodgings” (a salary). By-Law 18 contradicts By-Law 4 (a) as well; “The Overseer is to receive free board and lodgings” (a salary). The By-Laws are full of distinctly Christian Conventions basic doctrines -- thank you for the written statement of faith sir!

What is really wearisome is that the By-Laws of the Society in Alberta were drawn up and signed by six known leaders of the Alberta branch of the Christian Conventions church and clearly reflect its long-standing hitherto verbal doctrines.
Yet five hundred and seventy (570) days later, you suddenly declared those By-Laws (part of the Document of Registry) to be “totally contrary to the basic tenets of our fellowship.” It would appear that the basic tenets of your fellowship are selectively situational. Let me illustrate what I mean by giving you the view seen from the outside sir;

First of all, we’ll scrap the known false basic tenet that we take no name, and we’ll incorporate under the name Society of Christian Assemblies. (I shall not speculate on a reason important enough to motivate that action)

That will agree with Dr. Jaenen’s history and his description of us in the Canadian Encyclopedia under the name Christians, Assemblies of. We can now even acknowledge the long existent church fund, scrapping the known false tenet of former years. We’ll retain our other basic tenets and structure though -- especially ‘Workers without a home and church in the home.’ We’ll keep the Overseer title to keep the members happy, and give him the Auditor’s job so he still holds control of the church funds; and we’ll make him Chairman of the Board so he loses no authority. We’ll change the title “Worker” to Preachers/Apostles; and change the title “Saints” to Believers/Disciples.

We’ll have the Believers/Disciples take responsibility for preaching the Gospel for long enough to take care of the Biblical idea that all believers are priests -- and then we’ll change By-Law 4 (b) to put them right back in their rightful place at a later date.

(570 days later) OOPS! We got caught by our seniors in the ministry!

And they’re in town too! Quick, lets just scrap the Society and go back to the basic tenets of no name, Workers and Saints. We’ll let the good old Overseer bear the full responsibility for our part in the mess and carry on like nothing ever happened. After all, he promised in By-Law 38 that he would bear the responsibility for any unforeseen liability.

(What happened with the church funds sir?)

If that view is not entirely accurate sir, here is one that is deadly accurate sir -- from the lips of a prominent Worker;

“It depends who we are talking to whether we believe in the Trinity or not.” (Dale Bors, Sacramento CA 1979)

As you well know, Registry of your church (“fellowship”) is not new, but that fact has been kept out of sight of the members and has been denied by Workers, and side-stepped by others.

The history undeniably shows that in 1942, George Walker (Overseer) gave the name “Christian Conventions” to the Selective Service in the United States. Few members heard that fact from Workers.

In 1914 the “fellowship” in Great Britain took the name, 'Testimony of Jesus” with the Conscientious Objectors Board.” Few members heard that fact from Workers. In Australia, it took the name “The United Christian Conventions of Australia and New Zealand.” Few members heard of that fact from Workers. While Workers have long preached that their church takes no name, the leaders in Alberta merely added one more Registered name to the list. The only problem in this situation is that there is a historical denial of a name before the members, but an official name taken by the leaders -- ie., known lies from those who claim to speak for God.

You are free to continue to ignore or deny the facts as you may wish sir -- the facts are too well documented, and too well known for you to cover-up or influence them. Your credibility outside of your church is already dead at your own hand, sir.

If you wish to respond to this letter sir, you are more than welcome to contact me in writing care of Research and Information Services, P.O. Box 2141, Sisters, OR 97759, USA. It might surprise you that I would break my back to help you out of the doctrinal mess WITHOUT suggesting that you leave your position, church, or method of life. The real Biblical Gospel given in 1 Corinthians 15:2 (b)-3 does not require that you do that in order to leave all the junk behind you sir.

I have no hate for you or your people and I am not alone it my sentiments sir -- you are loved far more dearly than you might accept from outside your fellowship, but we hate lies of men preached in God’s name regardless of the known sincerity involved. May God open your eyes.

If you decide to continue to ignore or espouse all the lies of William Irvine’s church and its history, you will be exposed along with that history, now including the Documents of Registry filed in Alberta and this public letter. The choice is yours sir.

I leave you with my Biblical mandate clearly stated:

EZE 3:18-19 When I say unto the wicked, Thou shalt surely die; and thou givest him not warning, nor speakest to warn the wicked from his wicked way, to save his life; the same wicked man shall die in his iniquity; but his blood will I require at thine hand. Yet if thou warn the wicked, and he turn not from his wickedness, nor from his wicked way, he shall die in his iniquity; but thou hast delivered thy soul.

EPH 5:11 And have no fellowship with the unfruitful works of darkness, but rather reprove (expose) them.

Yours truly,
(original signed)
Lloyd Fortt
author of, A Search for “the Truth,” ISBN 0-9639419-2-5, RIS Publishers, © 1994

pc    Counter-cult ministries;
    CRI (international);
    TFM;
    RIS;
    MM.

CORPORATE ACCESS NUMBER
50654949

ALBERTA
REGISTRIES

SOCIETIES ACT CERTIFICATE OF INCORPORATION
ALBERTA SOCIETY OF CHRISTIAN ASSEMBLIES WAS INCORPORATED IN ALBERTA ON MAY 5, 1995

(signed (Looks like H. Heeds)
Registrar of Corporations

(Alberta seal bears;)
MUNICIPAL AFFAIRS
GOVERNMENT OF ALBERTA
ALBERTA SOCIETY OF CHRISTIAN ASSEMBLIES

APPLICATION FOR INCORPORATION
(FORM A - SOCIETIES ACT)
(SECTION 5)

Section 1 - Name

(1.) The name of the Society shall be ALBERTA SOCIETY OF CHRISTIAN ASSEMBLIES
(hereinafter referred to as "the Society")

Section 2 - Objects

(2.) The objects of the Society are:

(a) to have a ministerial work and a way of worship that is embodied in the Bible's New Testament;

(b) to quietly and reverently worship in this New Testament manner, at the same time endeavouring to rightly extend the opportunity to other interested persons to worship in the same way;

(c) to go forth by faith into all the world to preach the New Testament teachings of the Lord Jesus Christ in agreement with the Bible.

DATED this 2 day of May, 1995

(Stamp)
FILED C
May 5 1995
Registrar of Corporations
Province of Alberta

Knipe -- signature of Applicant (Jim Knipe)
147 Templemont Pl. NE Calgary
Alberta T1Y 1R5
Witnessed by
Rowland Jackson
c/o Don Ausenhus
RR2 Didsbury AB
T0M 0W0

Dennis Einboden -- signature of Applicant (Dennis Einboden)
Box 898 Pincher Creek
Alberta T0K 1W0
Witnessed by
Rowland Jackson
c/o Don Ausenhus
RR2 Didsbury AB
T0M 0W0

F. Willis Propp -- signature of Applicant (F. Willis Propp)
5131 Lansdowne Drive NW
Edmonton Alberta T6H 4L1
Witnessed by
Jennifer J. Oakes
2000 (?) Oxford Tower
10235 101 st.
Edmonton AB
T5T 5G1 (?)

(-2-)

Richard Knight -- signature of Applicant (Richard Knight)
Box 1119
Lacombe
Alberta T0L 1S0
Witnessed by
Rowland Jackson
c/o Don Ausenhus
RR2 Didsbury AB
T0M 0W0

Eldon Kendrew -- signature of Applicant (Eldon Kendrew)
180 Mansell Close. NE
Calgary
Alberta T2E 7C2
Witnessed by
Rowland Jackson
c/o Don Ausenhus
RR2 Didsbury AB
T0M 0W0
THE SOCIETIES ACT
BY-LAWS

The Name of the Society is:

ALBERTA SOCIETY OF CHRISTIAN ASSEMBLIES

INTERPRETATION
(Stamp)
FILED C
May 5 1995
Registrar of Corporations
Province of Alberta

(1.) ~ in this by-law and all other by-laws of Alberta Society Of Christian Assemblies, (hereinafter referred to as "the Society"), unless the context specifies or requires:

(a) "Act" means the Societies Act, being Chapter S-18 of the Revised Statutes of Alberta, 1980, as from time to time amended, and every statute that may be substituted therefor and, in the case of such substitutions, any references in the by-laws of the Society to' provisions of the Act shall be read as references to the substituted provisions therefor in the new statute or statutes;
(b) "Regulations" means the regulations made under the Act as from time to time amended and every regulations that may be substituted therefor and, in the case of such substitution, any references in the by-laws of the Society to provisions of the Regulations shall be read as references to the substituted provisions therefor in the new regulations:
(c) "Board" means the board of Directors of the Society:

(d) “by-law” means any by-law of the Society from time to time in force and effect;

(e) “Members” means all Members of the Society;

(f) “Non-voting Members” means those Members not entitled to vote at meetings of the Members and designated as Non-voting Members in accordance with these bylaws;

(g) “special resolution” means;

(i) a resolution passed

(A) at a meeting of Members of which not less than 21 days' notice specifying the intention to propose the resolution has been duty given, and

(B) by the vote of not less than 75% of those Members who if entitled to do so, vote in person or by proxy,

(ii) a resolution proposed and passed as a special resolution at a meeting of Members of which less than 21 days' notice has been given, if all the Members entitled to attend and vote at the meeting so agree, or

(-2-)

(iii) a resolution consented to in writing by all the Members who would have been entitled at a general meeting to vote on the resolution in person or, where proxies are permitted, by proxy;

(h) "Voting Members" means those Members entitled to vote at meetings of the Members and designated as Voting Members in accordance with these by-laws;

(i) all terms which are contained in the by-laws of the Society and which are defined in the Act or the Regulations shall have the meanings given to such terms in the Act or the Regulations; and

(j) the singular shall include the plural and the plural shall include the singular; the masculine gender shall include the feminine and neuter genders and vice versa; and the word 'person" shall include bodies corporate, corporations. companies. partnerships, syndicates, trusts, societies, associations, organizations and any number or aggregate of persons.

MEMBERSHIP

(2.) ~ Membership is open to all persons who are interested in furthering the objects of the Society and who share in the Society's beliefs. The qualification for membership is a sincere and wholehearted belief in and surrender of will to the Lord Jesus Christ with a willingness to follow His teachings for Christian living as set forth in the New Testament. All Members are taught from the Bible only, accepting it as the divinely inspired Word of God. This includes respecting and praying for those in governmental authorities in the land,

(3.) ~ No fee, or even suggestion of such, is ever connected with membership, thus permitting equal rights in the New Testament way of worship to both the rich and poor, the aged or youth of understanding, male or female. Any Member of the Society, or anybody related to a Member of the Society, may contribute funds to the Society, but no Member shall be required to make any contribution.

(4.) ~ Members of the Society shall be divided into two groups:

(a) Preachers/Apostles - The Preachers/Apostles are men and women who have all left their employment and all of their earthly possessions and go forth by faith into all the world to teach the Gospel of the Lord Jesus Christ according to the teachings of the Bible. The Preachers/Apostles shall encourage the Believers/Disciples, teach from the Bible, visit the sick in hospitals and elsewhere, officiate at funerals and be a support and encouragement for the Believers/Disciples in their home and work life and encourage the Believers/Disciples to be respectful citizens in the country. The Preachers/Apostles are not to receive a salary, however the Society guarantees them free board and lodgings,

(b) Believers/Disciples - the Believers/Disciples shall give their entire time to freely, and for everyone, teach the Gospel of the Lord Jesus Christ. The Believers/Disciples shall live in their own quarters, take up their own employment and shall not be bound to any of the Society's financial obligations. Fellowship services shall be in the homes of the Believers/Disciples.

(5.) ~ Membership is personal and shall not be transferable. Membership of a person shall cease upon the death of that person,

(-3-)

(6.) ~ Any Member may withdraw from the Society by delivering to the Society a written resignation as a Member, Membership shall cease upon receipt by the Society of such resignation.

(7.) ~ Should the Board determine that a Member has behaved in a manner that has or is likely to endanger the interests or reputation of the Society, the Member may be expelled from membership of the Society by a vote of three-quarters (3/4) of the Board at a regular meeting or at a meeting specifically called for this purpose. No Member shall be expelled without first having been notified of the charge against him and being given an opportunity to be heard by the Board.

MEETINGS OF MEMBERS

(8.) ~ Worship or Fellowship meetings are held twice weekly in the homes of Believers/Disciples. Each Member gathered has equal right to speak, sing and pray.

(9.) ~ Gospel meetings are conducted by Preachers/Apostles in places suitable for public gatherings. Through these meetings non-members are given opportunity to hear the basic New Testament teachings.

(10.) ~ Annual meetings are gatherings where all the local Members and visiting Members came together for a three (3) or four (4) day period to worship and shall be held once in each calendar year at such places in Alberta and on such days as the Board shall determine. At every annual meeting, in addition to any other business that may be transacted, there shall be presented a financial statement setting out the Society's income, disbursements, assets and liabilities, audited and signed by the Society's Auditor.

Worship Or Fellowship meetings, Gospel meetings, and Annual meetings are free from financial or other embarrassments.

(11.) ~ The Board may at any time of their own motion call a special general meeting of the Members for the transaction of any business of which the general nature is specified in the notice of the meeting.

(12.) ~ No public notice or advertisement of meetings of the Members, annual or special, shall be required, but notice of the time and place of every such meeting shall be given to each Member by sending the notice by pre-paid mail or fax not less than twenty one (21)) days before the date of the meeting; provided that meetings of the Members may be held at any time and place without notice if all such Members are present thereat, or represented by proxy duly appointed, or have waived in writing notice of such meeting. Notice of any meeting where special business shall be transacted shall contain sufficient information to permit a member to make a reasoned judgment on the decision to be taken. Notice of any meeting shall remind the Member of his right to vote by proxy.

(13.) ~ At any meeting of the Members, annual or special, a majority of the Members, either present in person or represented by proxy, shall constitute a quorum for the transaction of business, provided that in no case shall any meeting of Members be held unless there are at least fifty (50%) percent of the Members present in person.

(14.) ~ At all meetings of the Members, each Member shall be entitled to one vote and may vote in person or by proxy duly authorized. A proxy shall be appointed in writing and the proxyholder shall be a Member of the Society. The directors may prescribe the form of appointment of proxy and conditions governing the use thereof. At all meetings of Members, every question shall be decided by a majority of the votes of the Members present in person or represented by proxy. Every question shall be decided in the first instance by a show of hands unless a poll be demanded by any Member. Upon a show of

(-4-)

hands, every Member present in person or represented by proxy shall have one vote and unless a poll be demanded, a declaration by the Chairman that a resolution has been carried or carried unanimously or by a particular majority or not carried or not carried by a particular majority, shall be conclusive evidence of the fact, without proof of the number of votes recorded in favour of or against such resolution. The demand for a poll may be withdrawn, but if a poll be demanded and not withdrawn, the question shall be decided by a majority of votes cast by the Members present in person or represented by proxy, and the vote shall be taken in such a manner as the Chairman directs, and the result of the poll shall be deemed the decision of the meeting upon the matter in question. In the case of an equality of votes at any meeting of the Members, whether upon a show of hands or at a poll, the Chairman shall not be entitled to a second or casting vote and the question shall be deemed to have been lost.

(15.) ~ No error or irregularity or omission to give notice or non-receipt of notice of any meeting of the Members or of any adjourned meeting thereof shall invalidate any such meeting or make void any action or proceedings taken thereat and any Member may at any time waive notice of any such meeting and may ratify, approve and confirm any or all proceedings taken or had thereat.

(16.) ~ Any meeting of the Members may be adjourned at any time and such business may be transacted at such adjourned meeting as might have been transacted at the original meeting from which such adjournment took place. No notice shall be required of any such adjourned meeting and such
adjournment may be made notwithstanding that no quorum is present.

OFFICERS

(17.) ~ There shall be an Overseer, a Chairman of the Board, a Secretary, an Auditor, a Keeper Of The Minutes/Minutes Checker. One person may hold more than one office except that the offices of Chairman or the Board and Secretary shall be held by separate persons. The Chairman of the Board shall be elected by the Directors of the Society from amongst the Preachers/Apostles. The other officers of the Society may, but need not, be Directors, employees, or Members thereof, and in the absence of an agreement to the contrary, the election or appointment of all officers shall be at the pleasure of the Board. All the officers of the Society shall be appointed by the directors at the first meeting of the Board after the annual meeting of the Members at which Directors are elected, provided that in default of any such election or appointment, the then incumbent officers, being otherwise qualified, shall hold office until their successors are elected or appointed. There shall be no remuneration for any officers.

(18.) ~ The Overseer is to receive free board and lodgings. This comes firstly as free-will offerings from Members. The Society otherwise guarantees that the Overseer shall receive board and lodgings. An Overseer in a designated area is chosen from among the Preachers/Apostles. Generally one of the experienced and older Preachers/Apostles is chosen, one who is held in favour by the local Preachers/Apostles and with the directors of their neighbouring Christian communities. An Overseer is thus chosen by general agreement for the good of the Christian work within the designated area and for the good of the worldwide Christian work as well. Should illness, old age, or other reasons affect the chosen Overseer, then another equally respected Preacher/Apostle will be chosen in the above mentioned fashion.

(19.) ~ The Board shall, at the first meeting of the Board following the first annual meeting of the Members and at the first meeting or the Board following every annual general meeting of the Members thereafter, appoint a director to the office of Chairman of the Board. The Chairman shall hold office until a successor is appointed, until he resigns as Chairman, until he is removed by the Board as Chairman, or until he ceases to be a director, whichever comes first. If the office of Chairman becomes vacant by virtue of the resignation or the Chairman, the removal of the Chairman by the Board, or the Chairman ceasing to be a director, the Board may appoint a director to the office of Chairman for the term

(-5-)

otherwise remaining. The Chairman of the Board shall, when present, preside at all meetings of the Members and of its Board. He shall have the general supervision of the affairs of the Society and of its other officers and shall formulate the long-range policies, objectives and development plans of the Society for consideration of the Board and shall assess the implementation thereof. He shall also have and perform such other powers and duties as may from time to time be lawfully assigned to him by the Board or as are incident to his office, During the absence or inability of the Chairman, his duties and powers may be exercised by the Overseer who is available and able to act or by such other directors as the Board may from time to time appoint for the purpose.

(20.) ~ The Secretary shall be the clerk of the Board. The Secretary shall attend all meetings of the Members, the Board and the committees thereof. The Secretary shall give or cause to be given all notices required to be given to Members, directors and members of committees. The Secretary shall be the custodian of the Society's corporate and statutory books, records and registers. The Secretary shall sign, certify or attest such contracts, documents and instruments in writing of or issued by the Society as require his signature and shall have and perform such other powers and duties as may from time to time be lawfully assigned to him by the Board or as are incident to his office. In case of the absence of the Secretary, his duties shall be discharged by such officer as may be appointed by the Board. The Secretary shall also keep a record of all the Members, Directors and officers of the Society and their addresses, with the several dates on which each became or ceased to be a Member, Director, or officer, and send all notices of the various meetings as required.

(21.) ~ The Auditor shall keep or cause to be kept full and accurate accounts of all receipts and disbursements of the Society and proper books of account and shall deposit or cause to be deposited all monies and negotiable instruments in the name and to the credit of the Society in such bank or banks or other institutions or depositories as may from time to time be designated by the Board. The Auditor shall disburse the funds of the Society or cause them to be disbursed under the direction of the Board. causing proper vouchers to be taken therefor, and shall render to the Board at the meetings thereof or whenever required of him an account of all financial transactions and of the financial position of the Society. The Auditor shall also have and perform such other powers and duties as may from time to time be lawfully assigned to him by the Board or as are incident to his office.

(22.) ~ The Keeper of the Minutes/Minutes-Checker and shall enter or cause to be entered in the books for that purpose, minutes of all proceedings thereat of the Members, the Board and the committees thereof.

(23.) ~ The Overseer and/or the Chairman may at any time and from time to time execute on behalf or the Society any particular instrument, contract or obligation or any class of instruments, contracts or obligations of the Society.

DIRECTORS

(24.) ~ Board of Directors or Board. shall mean the Board of Directors or the Society.

(25.) ~ Subject to the limitations of the Act and this by-law, the Board shall have the control and management of the business and affairs of the Society.

(26.) ~ The Board shall, subject to the by-laws or directions given to it by majority vote at any meeting properly called and constituted, have full control and management of the affairs of the Society, and the Board shall meet together for the dispatch of business, adjourn and otherwise regulate meetings and proceedings as the Board sees fit other than to establish the quorum. A special meeting may be called by the Chairman or a majority of the Board.

(-6-)

(27.) ~ The affairs of the Society shall be managed by the Board. The number of directors shall be no fewer than three (3) and no more than fifty (50). The directors shall be elected by the Members in general meeting as the by-laws of the Society prescribe.

(28.) ~ A director need not be a Member,

(29.) ~ The first Directors of the society shall be elected at the first meeting of the Members.

(30.) ~ A director may retire from office upon notice in writing to the Society of his intention to do so, and such resignation takes effect upon the receipt of notice or upon the date set out in the notice.

(31.) ~The office of a director is automatically vacated:

(a) if he become mentally incompetent or dies;
(b) in the event of his written resignation;
(c) if the Members have resolved to remove him as a director.

(32.) ~ The fact that a matter of business being considered by the Board involves the director personally shall preclude such director from voting; provided, however, that such director shall disclose such interest (which disclosure shall be recorded in the minutes of the meeting) and having made such disclosure shall absent himself from the meeting and if through inadvertence he should vote, such vote shall not nullify the proceedings but shall simply not be counted in determining whether the question passed or was lost.

(33.) ~ A retiring director shall continue in office until his successor is elected. A retiring director is eligible for re-election or re-appointment,

(34.) ~ Every director of the Society is entitled to attend any Members' meeting, The presiding officer may request any executive officer or advisor to the Society to attend any Members' meeting and in such event the executive officer or advisor is entitled to attend.

MEETINGS OF DIRECTORS

(35.) ~ The quorum for meetings of the Board shell be a majority of the directors elected, present in person.

(36.) ~ Meetings of the Board may be held at such place or places as the Board may from time to time. No formal notice of any such meeting shall be necessary if all the directors are present, or if those absent have signified their consent to the meeting being held in their absence. The Board may appoint a day or days in any week or weeks for regular meetings at an hour to be named and of such regular meetings, no notice need be given. Meetings of directors may be called by the Chairman or by the Secretary on the direction of the Chairman or on the direction in writing of two (2) directors. Notice of such meeting shall be given to each director by sending the notice by pre-paid mail or fax not less than twenty-one (21)) days before the date of the meeting. A statutory declaration of the Secretary that notice has been given in accordance with this by-law shall be sufficient and conclusive evidence of the giving of such notice. Notice of any meeting or irregularities in any meeting or in the notice thereof, may be waived by any director. Meetings of the Board may take place by conference telephone or by other

(-7-)

similar means provided that during any such meeting, all comments of all participants may be heard by the other participants and provided that all directors consent.

(37.) ~ Resolutions at any meeting of the Board shall tie decided by a majority of votes. On all resolutions the Chairman shall have a vote. In the case of an equality of votes, the resolution shall be deemed to have been lost.

BORROWING POWERS

(38.) ~ The Society shall not borrow or raise or secure the payment of money in any manner or issue any debentures. The Society shall not draw, make, accept, endorse, discount, execute or issue promissory notes, bills of exchange or other negotiable or transferable instruments. There are no wages, no group funds, no church property, no interest-bearing investments, no assets other than a reserve fund which fluctuates from time to time, nor any group debts of the Society. However, if some unforseeable (sic) liability should arise, the Overseer will bear responsibility for it.

SEAL

(39.) ~ The Board may adopt a seal of the Society. The seal shall be in the custody of the Secretary under the control of the Board.

AUDITING

(40.) ~ The books, accounts and records of the Secretary and Auditor shall be audited at least once each year by the society's Auditor. A complete and proper statement of the standing of the books for the previous year shall be submitted by such auditor at the Annual Meeting of the Society. The fiscal year end of the Society in each year shall be November 30.

(41.) ~ The books and records of the society may be inspected by any Member of the Society at the annual meeting provided for herein or at any time upon giving reasonable notice and arranging a time satisfactory to the officer or officers having charge of same. Each member of the Board shall at all limes have access to such books and records.

REMUNERATION

(42.) ~ No Director, Member, or officer of the Society shall receive any remuneration for his services.

(-8-)

BY-LAWS

(45.) ~ The By-Laws may be rescinded, altered or added to by a "Special Resolution" of the Members. No rescission or alteration of or addition to the by-laws has effect until it has been registered by the Registrar.

DATED this 2 day of May, 1995

Name & Address of Applicant
JIM KNIPE
147 Templemont Pl. NE. Calgary,
Alberta T1Y 5A5

(signed Jim Knipe in original)
(signature of Applicant)

(signed Rowland Jackson in original)
(signature of Witness)

Name & Address of Witness
Rowland Jackson
c/o Don Ausenhus
RR2 Didsbury A B
T0M 0W0

Name & Address of Applicant
Dennis Einboden
Box 898 Pincher Creek
Alberta T0K 1W0

(signed Dennis Einboden in original)
(signature of Applicant)

(signed Rowland Jackson in original)
(signature of Witness)

Name & Address of Witness
Rowland Jackson
c/o Don Ausenhus
RR2 Didsbury A B
T0M 0W0

Name & Address of Applicant
F. Willis Propp
5131 Lansdowne Drive, NW,
Edmonton Alberta T6H 4L1

(signed F. Willis Propp in original)
(signature of Applicant)

(signed Jennifer J. Oakes in original)
(signature of Witness)

Name & Address of Witness
Jennifer J. Oakes
2000 (?) Oxford Tower
10235 101 st.
Edmonton AB
T5T 5G1 (?)

Name & Address of Applicant
Richard Knight
Box 1119
(couldn't make out town)
T0L 1S0

(signed R. Knight in original)
(signature of Applicant)

(signed Rowland Jackson in original)
(signature of Witness)

Name & Address of Witness
Rowland Jackson
c/o Don Ausenhus
RR2 Didsbury A B
T0M 0W0

Name & Address of Applicant
Eldon Kendrew
180 Mansell Close. NE
Calgary
Alberta T2E 7C2

(signed Eldon Kendrew in original)
(signature of Applicant)

(signed Rowland Jackson in original)
(signature of Witness)

Name & Address of Witness
Rowland Jackson
c/o Don Ausenhus
RR2 Didsbury A B
T0M 0W0
139-116823-004S

BUSINESS CORPORATIONS ACT
(Section 19)

FORM 3

NOTICE OF ADDRESS OR
NOTICE OF CHANGE OF ADDRESS

ALBERTA Consumer and Corporate Affairs

(1.) NAME OF CORPORATION
ALBERTA SOCIETY OF CHRISTIAN ASSEMBLIES

(2.) CORPORATE ACCESS NUMBER
50654949

(3.) ADDRESS OF REGISTERED OFFICE (STREET ADDRESS, INCLUDING POSTAL CODE, OR LEGAL LAND DESCRIPTION)

5131 Lansdowne Drive, NW
Edmonton, Alberta, T6H 4L1.

(4.) RECORDS ADDRESS (STREET ADDRESS, INCLUDING POSTAL CODE, OR LEGAL LAND DESCRIPTION).

Same as Item 3 above.

(5.) ADDRESS FOR SERVICE BY MAIL, IF DIFFERENT FROM ITEM 3 (POST OFFICE BOX, INCLUDING POSTAL CODE).

NOT APPLICABLE.

(6.) DATE
1995 MAY (day blank)

SIGNATURE
(signed F. Willis Propp)
F. WILLIS PROPP

TITLE

INCORPORATOR

FOR DEPARTMENT USE ONLY

CCA-06,103
(REV 12/66)
............................(Stamp)
FILED C
MAY 5 1995
Registrar of Corporations
Province of Alberta
............................

Alberta REGISTRIES
............................(Stamp)
FILED
APR 19 1996
Registrar of Corporations
Province of Alberta
............................
SOCIETY ANNUAL RETURN

IMPORTANT INFORMATION
* This form will be rejected if not properly completed
* An annual return and required attachments must be filed each
year with the Registrar of Corporations. Failure to do so will
result in the cancellation of your Society's registration

(1.) SOCIETY NAME ALBERTA SOCIETY OF CHRISTIAN ASSEMBLIES

(2.) ADDRESS OF REGISTERED OFFICE OF THE SOCIETY
5131 LANSDOWNE DR NW
EDMONTON AB
T6H 4L1

NOTE:
If there has been a change in the address as listed, a
Notice of Change of Address (REG 3016/Form 3) must be
completed and filed with the Registrar of Corporations
within 15 days of the date of the change

(3.) CORPORATE ACCESS NUMBER 50654949

(4.) THE SOCIETY'S DATE OF INCORPORATION IS 95 MAY 05

(5.) THIS RETURN COVERS THE YEAR ENDING 96 MAY 31
WITH THE INFORMATION PROVIDED
EFFECTIVE AS OF THAT DATE

THE FOLLOWING ATTACHMENT MUST ACCOMPANY THIS RETURN:
A list of all officers and directors with the name, followed by given name, complete mailing address including postal code, and position held by each.

0024B091 05/19/96ANN.RET.; 9.00 09:29

Please ensure that this return is dated and signed by a director or authorized officer of the society

DATE
April 19, 1996

SIGNATURE
(F. Willis Propp)

TELEPHONE NO
Bus 434-3928
Res same

FILED (For dept. use only)

This information is being collected for the purposes of corporate registry in accordance with the Societies Act. Questions about the collection of this information can be directed to Alberta Municipal Affairs, Communications, 18th Av., Commerce Place, Edmonton, Alberta T5J 4L4. 427-2732 (TOLL FREE 310-000)

Complete this form and return it
along with the $8.00 filing fee.
Make cheque payable to the
Provincial Treasurer and mail to

Alberta Registries
PO BOX 1007 STN MAIN
EDMONTON AB T5J 4W8

Drop off your return at:

Alberta Registries
Corporate Registry
John E. Brownlee Building
10365 - 97 Street
Edmonton, Alberta

For information Call:
Calgary (403) 237-3442
Edmonton (403) 427-2311
REGISTRY OF OFFICERS OF
ALBERTA SOCIETY OF CHRISTIAN ASSEMBLIES

NAME
KNIGHT, Richard

ADDRESS
39 Fairway Drive
Lacombe, AB T4L 1R5

POSITION
Keeper of the Minutes/
and Minutes Checker

DATE APPOINTED
July 18, 1995

DATE RESIGNED

NAME
KNIPE, Jim

ADDRESS
147 Templemont Place NE,
Calgary, AB T1Y 5A5

POSITION
Secretary

DATE APPOINTED
July 18, 1995

DATE RESIGNED

NAME
PROPP, F. Willis

ADDRESS
5131 Lansdowne Drive,
Edmonton, AB T6H 4L1

POSITION
Overseer, Chairman of
the Board, Auditor

DATE APPOINTED
July 18, 1995

DATE RESIGNED

SPECIAL RESOLUTION
Societies Act

ALBERTA SOCIETY OF CHRISTIAN ASSEMBLIES

I hereby certify that the following special resolution was passed at a meeting of the members of ALBERTA SOCIETY OF CHRISTIAN ASSEMBLIES on July 2Oth, 1995,

The bylaws were changed as follows:

Bylaw 4 (b) is deleted and replaced with the following:

BELIEVERS/DISCIPLES- The Relievers/Disciples shall be in hearty fellowship with the Preachers/Apostles. They shall live quiet and peaceable lives in the land, subject as loyal citizens to the laws of their country and earning an honourable livelihood with their prime interest being matters that pertain to the Kingdom of God as set forth in the New Testament. The Believers/Disciples shall live in their own quarters, take up their own employment and shall not be bound to any of the Society's obligations. Fellowship services shall be in those homes of the Believers/Disciples designated by the Preachers/Apostles.

DATE: December 11, 1995

SIGNATURE: (F. Willis Propp)

TITLE: Overseer

............................(Stamp)
FILED B
JAN 08 1996
Registrar of Corporations
Province of Alberta

Alberta
CONSUMER AND CORPORATE AFFAIRS

STATEMENT OF INTENT TO DISSOLVE
REVOCATION OF INTENT TO DISSOLVE

(1.) NAME OF CORPORATION

ALBERTA SOCIETY OF CHRISTIAN ASSEMBLIES

(2.) CORPORATE ACCESS NUMBER

50654949

(3.) THE CORPORATION INTENDS TO LIQUIDATE AND DISSOLVE /X/
(4.) THE CORPORATION REVOKES ITS INTENT TO DISSOLVE / /

............................ (Stamp)

FILED A

NOVEMBER 25, 1996
Registrar of Corporations
Province of Alberta

DATE

November 21, 1996

SIGNATURE

(signed by Lawyer)

TITLE

SOLICITOR

FOR DEPARTMENTAL USE ONLY
............................
FILED
CORPORATE ACCESS NUMBER
50654949

ALBERTA
GOVERNMENT OF ALBERTA SOCIETIES ACT CERTIFICATE OF INTENT TO DISSOLVE ALBERTA SOCIETY OF CHRISTIAN ASSEMBLIES

FILED AN INTENT TO DISSOLVE ON NOVEMBER 25, 1996.

(Signed (looks like) G. S. Boddey)
Registrar of Corporations

(Alberta seal bears;)
MUNICIPAL AFFAIRS
GOVERNMENT OF ALBERTA
-----------------------------------------
8140 Dissolution, Revival and Winding-up
April 1991
ACM 142

Form XVI.9A -- Articles of Dissolution

IMPORTANT: PLEASE READ INSTRUCTIONS ON THE BACK OF THIS FORM
............................
BUSINESS CORPORATIONS ACT FORM 17

Alberta
CONSUMER AND CORPORATE AFFAIRS

ARTICLES OF DISSOLUTION
............................
(1.) NAME OF CORPORATION
ALBERTA SOCIETY OF CHRISTIAN ASSEMBLIES
............................
(2.) CORPORATE ACCESS NUMBER
50654949
............................
(3.) THE CORPORATION HAS:

(a) / / NOT ISSUED ANY SHARES, HAS NO PROPERTY AND NO LIABILITIES

(b) /X / NO PROPERTY AND NO LIABILITIES

(d) / / NOT SENT A STATEMENT OF REVOCATION OF INTENT TO DISSOLVE

(4.) DOCUMENTS AND RECORDS OF THE DISSOLUTION OF THE CORPORATION SHALL BE KEPT FOR 3 1/2 YEARS FROM THE DATE OF DISSOLUTION BY:

NAME
F. WILLIS PROPP

ADDRESS
5131 Lansdowne Drive N.W.
Edmonton, Alberta
T6H 4L1
............................ (Stamp)
FILED D
DEC 11 1996
Registrar of Corporations
Province of Alberta