Page 15 - 2025 Brethren Home Position Statement

RESOLUTIONS OF THE SOUTHERN DISTRICT
OF PENNSYLVANIA – CHURCH OF THE BRETHREN

WHEREAS, the Southern District of Pennsylvania – Church of the Brethren (“SOPA”) is a
territorial subdivision of the Church of the Brethren (the “Church”), which was formed from a
group of congregations in geographic proximity with both a common purpose and mission, brought
together and formed as a Pennsylvania nonprofit corporation, which charitable purposes are to
promote, supervise and carry out the programs, ministries, and mission of the Church within the
Pennsylvania counties of York, Adams, Franklin, Fulton, Cumberland, Perry, Juniata, Snyder and
Union; and

WHEREAS, the Brethren Home Foundation, a Pennsylvania nonprofit corporation (the
“Foundation”), is a SOPA mission agency with attendant responsibilities and reporting
requirements in accordance with SOPA’s Amended and Restated Bylaws; and

WHEREAS, pursuant to the Foundation’s Articles of Incorporation (the “Foundation’s Articles”),
the Foundation’s members shall be the members of churches of the Church who belong to SOPA
and are in good standing as reflected on SOPA’s membership rolls (collectively, the “Members”);
and
WHEREAS, the Members exercise their right to vote on the business and affairs of the Foundation
through duly elected delegates to SOPA; and

WHEREAS, the Foundation’s Articles currently provide that SOPA has a secondary interest in
the assets and property of the Foundation in the event of the Foundation’s dissolution; and

WHEREAS, the Foundation’s bylaws currently require representation by at least five Members
on the Foundation’s Board of Directors; and

WHEREAS, over time such legal connections between SOPA and the Foundation have increased
the economic risk and exposure to each organization and their affiliated constituencies;
WHEREAS, to mitigate such risks the Foundation’s Board of Directors has discerned through
strategic planning that changes and enhancements to its governance structure in which the
Foundation is no longer controlled by the Members is the appropriate governance model for the
future, while at the same time reinforcing the Foundation’s and its affiliate’s dedication to its
Church heritage, traditions, teachings and values, will mitigate risks of liability extending to
SOPA, and will better align with the Foundation’s charitable mission and long-term initiatives and
objectives; and
WHEREAS, any amendments, alterations, or revisions to the Foundation’s Articles require the
approval of two-thirds of the Members; and

WHEREAS the Foundation requests the consent of the Members to amend and restate the
Foundation’s Articles (as set forth in Exhibit “A,” attached hereto), and to end its formal
relationship with SOPA as a mission agency, and to relinquish any rights and privileges associated
therewith, so that the Foundation may restructure its overall corporate governance model in order

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