CFL Annual 2020 DOH

2020 Financial and Fraternal Report Informe Financiero Y Fraterno 2020

Summer 2021 Member Magazine

Verano 2021 Revista Para Miembros

A MESSAGE FROM OUR PRESIDENT AND CEO

Emerging from the greatest global health crisis in our lifetimes, we’ve gained a greater appreciation of good health, closeness of family and connecting with friends. Most importantly, we know our abiding faith in God sustains us. Our different by design mission of serving God through serving others, providing financial security, and enhancing quality of life was challenged. But as people of faith and inspired by our values, we responded and launched the Love One Another and Christian Comeback campaigns, raising over $200,000 for first responders and parishes. The Catholic Financial Life team demonstrated resilience working remotely for over fifteen months – prioritizing the health and safety of our associates and advisors while continuing to provide exceptional service to our members. And our tradition of fiscal conservatism served us well as we realized Net Income of $13.9 million, adding $5 million to Surplus and maintaining our A- financial strength rating. The Board of Directors also fulfilled one of its most important responsibilities – completing an extensive succession process culminating in selecting John as our next President. And our delegates overwhelmingly approved amending the Articles of Incorporation and providing for the direct election of the Board by all adult financial members. Thus, 2021 begins new traditions of leadership and governance. Moving forward … guided by our faith, inspired by our values, and building new traditions … we are confident that our unique purpose is relevant and will drive future success. Together, with God’s help, we will do mighty things! Fraternally,

President, John Borgen, and CEO, Bill O’Toole

FAITH, VALUES AND NEW TRADITIONS “THE PEOPLE WHOWALKED IN

DARKNESS HAVE SEEN A GREAT LIGHT; UPON THOSE WHO LIVED IN A LAND OF GLOOM A LIGHT HAS SHONE.” ISAIAH 9:1 Creator of light, Prince of peace and Spirit of hope, We rejoice in the gift of Emmanuel, God with us. We marvel at the majesty of your creation. We give you thanks for the blessings bestowed on Catholic Financial Life. As doers of the word, we strive to be instruments of Your will. Help us to be light where there is darkness, channels of peace in places of division and leaders who bring hope to all in need. May the gift of our faith and the values we cherish guide us and inspire us as we build new traditions. Amen!

William R. O’Toole

John T. Borgen

CEO President PS Please read how to vote for the Board on page 10 and the new Articles and Bylaws on pages 14-23.

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LIVING OUR MISSION FULFILLING OUR PURPOSE

Table of Contents

2 A MESSAGE FROM OUR PRESIDENT AND CEO 5 MAKE A DIFFERENCE 6 FINANCIAL REPORT 7 STATEMENT OF FINANCIAL POSITION AND STATEMENT OF OPERATIONS 8 FRATERNAL REPORT 10 NOMINATING COMMITTEE REPORT 10 VOTING INSTRUCTIONS 11 MEET THE CANDIDATES FOR THE BOARD OF DIRECTORS 14 ARTICLES AND BYLAWS UPDATES 16 ARTICLES AND BYLAWS 24 GIVE BACK CONTEST WINNERS 25 FIVE WISHES 26 YOU INSURE YOUR BELONGINGS, NOW IT’S TIME TO INSURE YOUR LIFE

Board of Directors: John Borgen, Richfield, Wis. President

Kristen Mueller, Greenfield, Wis. Corporate Secretary & Vice President of Human Resources Sandra Dempsey, Milwaukee, Wis. Coral Grout, Winchendon, Mass. Joe Kopinski, Greenfield, Wis. Al Lorge, Cedarburg, Wis. Jay Mack, Hartland, Wis. Lisa Mick, Fond du Lac, Wis. Kari Niedfeldt-Thomas, New Brighton, Minn. Susan Obermiller, Green Bay, Wis.

David Singer, Kenosha, Wis. Mike Stivoric, Pewaukee, Wis. Jeff Tilley, Franklin, Wis. Spiritual Director: Archbishop Jerome E. Listecki, Milwaukee, Wis. onor is the official publication of: Degree of Honor 1100 West Wells Street P.O. Box 3211 Milwaukee, WI 53201-3211

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POSTMASTER: Send address changes to Degree of Honor Magazine

Catholic Financial Life 1100 West Wells Street Milwaukee, WI 53233

Phone: 800-927-2547 Copyright © 2021 Catholic Financial Life. All rights reserved.

LIVING OUR MISSION (3)

UN MENSAJE DE NUESTRO PRESIDENTE Y DIRECTOR EJECUTIVO

Al salir de la mayor crisis de salud mundial de nuestra vida, hemos obtenido mayor aprecio a nuestra salud, la cercanía de la familia y la conexión con amigos. Lo más importante es que sabemos que nuestra fe permanente en Dios nos sostiene. Nuestra misión diferente por diseño de servir a Dios a través del servicio a los demás, proporcionar seguridad financiera y mejorar la calidad de vida fue desafiada. Pero como personas de fe e inspirados por nuestros valores, respondimos y lanzamos las campañas Love One Another y Christian Comeback, recaudando más de $200,000 para rescatistas y parroquias. El equipo de Catholic Financial Life demostró capacidad de resiliencia trabajando de forma remota durante más de quince meses, dando prioridad a la salud y seguridad de nuestros empleados y agentes y a la vez continuar brindando un servicio excepcional a nuestros miembros. Y nuestra tradición de conservadurismo fiscal nos sirvió para lograr un ingreso neto de $13.9 millones, agregar $5 millones al superávit y mantener nuestra calificación de solidez financiera A-. La Mesa de directores también cumplió con una de sus responsabilidades más importantes: completar un extenso proceso de sucesión que culminó con la selección de John como nuestro próximo presidente. Y nuestros delegados aprobaron abrumadoramente enmendar los Artículos de Incorporación y hacer disponible una elección directa de la Mesa de directores por parte de todos los miembros financieros adultos. Por lo tanto, 2021 comienza nuevas tradiciones de liderazgo y gobernanza. Avanzando ... guiados por nuestra fe, inspirados por nuestros valores y construyendo nuevas tradiciones ... estamos seguros de que nuestro propósito único es relevante e impulsará el éxito futuro. ¡Juntos, con la ayuda de Dios, haremos grandes cosas! Fraternalmente,

President, John Borgen, and CEO, Bill O’Toole

FE, VALORES Y NUEVAS TRADICIONES “EL PUEBLO QUE ANDABA EN TINIEBLAS VIO UNA GRAN LUZ; SOBRE LOS QUE VIVÍAN EN UNA TIERRA DE TINIEBLAS HA BRILLADO UNA LUZ.” ISAÍAS 9:1 Creador de luz, Príncipe de paz y Espíritu de esperanza, Nos regocijamos en el don de Emmanuel, Dios con nosotros. Nos maravillamos de la majestad de Tu creación. Damos gracias por las bendiciones otorgadas a Catholic Financial Life. Como emprendedores de la palabra, nos esforzamos por ser instrumentos de Tu voluntad. Ayúdanos a ser luz donde hay tinieblas, canales de paz en lugares de división y líderes que traen esperanza a todos los necesitados. Que el don de nuestra fe y los valores que apreciamos nos guíen e inspiren mientras construimos nuevas tradiciones. ¡Amén!

William R. O’Toole Director Ejecutivo

John T. Borgen

Presidente PD Por favor lea cómo votar por la Mesa se directores en la página 10 y los nuevos artículos y estatutos en las páginas 14-23.

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MAKE A DIFFERENCE THROUGH CATHOLIC FINANCIAL LIFE’S FOUNDATION Catholic Financial Life established

Following Grace’s passing, her daughters, Dorothy and Mary, wanted to continue their parent’s legacy. With the help of Rick Kremel and the Catholic Financial Life Foundation, an educational scholarship fund was created to honor the values their parents lived by. Three-Step Process to Fulfill Your Charitable Wishes Would you like to make a difference and fulfill your charitable wishes? Establish a fund through the Catholic Financial Life Foundation to benefit your parish, school, favorite charity or all of the above through this three-step process. 1. Determine the charities or causes most important to you. 2.Make a gift to the Catholic Financial Life Foundation or name the Foundation as the beneficiary or partial beneficiary of a life insurance policy, an annuity or other aspects of your estate. A minimum of $25,000 is necessary to establish a named endowed fund but any amount can be donated to the existing field of interest funds at any time. 3.Contact the Catholic Financial Life Foundation to establish a fund consistent with your charitable wishes. If you would like to learn more about how the Foundation can help you accomplish your charitable goals and benefit the organizations or causes closest to your heart, please contact Bill O’Toole at bill.otoole@catholicfinanciallife.org or 414-278-6700.

a Foundation in order to help our members accomplish their charitable goals. Members across the country have taken advantage of this benefit to help support the causes closest to their hearts, including the Willems family. According to Dorothy Bennett and Mary Jackson, their parents, Grace and Paul Willems, valued Catholic education and helping those in need. Growing up, the family was rich in faith and generosity, but

not always in monetary wealth. Although at times they struggled to make ends meet, they did their best to save for the future and give back. During a discussion with her long-time friend and Catholic Financial Life Advisor, Rick Kremel, Grace learned about the Catholic Financial Life Foundation. She decided that establishing a fund with the Foundation would be a perfect way to continue the charitable giving that she and Paul felt so strongly about. With the help of the Foundation, Grace was able to ensure that after her death, donations would be made to 10 different organizations of her choosing.

LIVING OUR MISSION (5)

2020 FINANCIAL REPORT In 2020, the world faced the COVID-19 pandemic and prolonged low interest rates that decreased even lower. Thanks to a robust Enterprise Risk Management (ERM) process and team, we were able to respond quickly to those challenges, resulting in record surplus and Total Adjusted Capital. Our fiscally conservative approach ensures that we will fulfill our promises to you and your loved ones. • Kroll Bond Rating Agency reaffirmed our A- financial strength rating and stable outlook. • Surplus increased in 2020 from $109 million to $114 million. • Total Adjusted Capital (TAC) was more than $125 million in 2020, up from $122 million in 2019. • Risk Based Capital (RBC) ratio grew to 1,100 percent in 2020, compared to 1,062 percent in 2019. • Net income was $13.9 million in 2020, compared to $8.7 million in 2019. • Over 90 percent of the Society’s assets are invested in high-quality, investment grade bonds professionally managed by Wellington. • Less than one percent of the Society’s assets are invested in the stock market. INFORME FINANCIERO 2020 En 2020, el mundo enfrentó la pandemia de COVID-19 y bajas tasas de interés prolongadas que bajaron aún más. Gracias a un proceso sólido y equipo de gestión de riesgos empresariales (ERM), pudimos responder rápidamente a esos desafíos, lo que resultó en un récord de superávit y capital total ajustado. Nuestra estrategia fiscalmente conservadora asegura que cumplamos nuestras promesas a usted y sus seres queridos. • La agencia de calificación de bonos Kroll reafirmó nuestra calificación A- de fortaleza financiera y perspectiva estable. • El superávit aumentó en 2020 de $109 millones a $114 millones. • El capital total ajustado (TAC) fue de $122 millones en 2019 a más de $125 millones en 2020. • El índice de capital basado en riesgo (RBC) creció a 1,100 por ciento en 2020, en comparación con 1,062 por ciento en 2019. • La utilidad neta fue de $13.9 milliones en 2020, comparado con $8.7 millones en el 2019. • Más del 90 por ciento de los activos de la Sociedad se invierten en bonos de grado de inversión de alta calidad administrados profesionalmente por Wellington. • Menos del uno por ciento de los activos de la Sociedad se invierte en el mercado de valores.

Surplus (in millions) Superávit (en millones)

125

114.1

109.2

100

99.3

75

50

$ in Millions

25

0

2018 2019 2020

Total Adjusted Capital (in millions) Capital total ajustado (en millones)

125

122.1 125.4

110.4

100

75

50

$ in Millions

25

0

2018 2019 2020

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Statement of Financial Position For the Year Ended December 31, 2020

Statement of Operations For the Year Ended December 31, 2020 Estado de operaciones Para el año terminado 31 de diciembre

Estado de posición financiera Para el año terminado 31 de diciembre

Assets Bonds

Revenues Life insurance premiums

$ 1,553,204,523

$ 36,709,443

Mortgage loans

34,710,884 26,355,198

Annuity deposits

23,517,607 1,563,867

Policy loans

Other premiums and deposits

Total Premiums Earned

$ 61,790,917

Preferred stocks Common stocks

961,534

2,089,798 14,099,611 26,127,004

Other long-term investments Cash and short-term investments Total Cash and Investments

Investment revenue

71,804,589 1,291,045

Other revenues Total Revenues

$1,657,548,552

$ 134,886,551

Home office, at cost net of depreciation $ 5,324,935 Investment income due and accrued 17,706,401 Other assets 2,648,927 Total Assets $1,683,228,815

Benefits and Expenses Insurance and surrenders paid

$ 106,541,762 (28,681,009)

Increase in reserves

Field sales support costs

4,789,444 2,303,310 12,379,497

Fraternal benefits and expenses

Liabilities Policy reserves

Operating expenses

Total Benefits and Expenses

$ 97,333,004

$ 1,464,187,274

Interest maintenance reserve

10,162,599 12,251,053 61,571,967 9,618,186

Premiums received in advance and on deposit

Gain from operations before dividends

$ 37,553,547

and interest Dividends and interest Net Gain from Operations Net realized capital gains

Funds on deposit Other liabilities

28,228,435 9,325,112 4,628,270

Total Liabilities and Reserves

$ 1,557,791,079

Net Income

$ 13,953,382

Surplus

$ 114,127,622

Asset valuation reserve and other

11,310,114

Total Adjusted Capital

$ 125,437,736

Total Liabilities and Surplus

$1,683,228,815

These statements have been audited by Strohm Ballweg.

LIVING OUR MISSION (7)

FRATERNAL REPORT Caring for our brothers and sisters in need is something that we as a faith-based fraternal do all the time. In 2020, we helped those working on the front lines, supported churches, raised money for our Special Needs Program and more! While the pandemic was exceptional, we continued to live our mission of serving God through serving others safely and responsibly. Through the Love One Another Campaign and Christian Comeback Program, with support from local chapters, a combined total of $206,500 was donated to local churches and groups serving on the front lines of the pandemic, such as first responders, healthcare workers and food pantries. We also have a history of supporting people with special needs. In 2020, more than $57,000 was raised and matched for our Special Needs Chapter Program. Catholic Financial Life was also the Presenting Partner of the Special Olympics Virtual Walk/Run/Ride Series. Through the support of our members and network of volunteer chapters across the country, Catholic Financial Life: • Awarded more than $265,000 in grade school, high school and college scholarships ; • Distributed more than $408,000 in member benefits ; and, • Volunteered nearly 40,000 hours that had an economic value of nearly $1.1 million .

OUR COMMITMENT TO COMMUNITIES

$1.7 million in 2020

39% 15% 17% 13% 16%

INDIVIDUALS & COMMUNITY CAUSES CATHOLIC SCHOOLS CATHOLIC PARISHES & CAUSES LOCAL MEMBERSHIP ACTIVITIES SCHOLARSHIPS

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INFORME FRATERNO

Preocuparnos por nuestros hermanos y hermanas en necesidad es algo que hacemos todo el tiempo como una fraternidad de fe. ¡En 2020, ayudamos a aquellos que trabajan en primera línea, hemos apoyado a iglesias, recaudado dinero para nuestro programa de Special Needs y más! Si bien la pandemia fue excepcional, continuamos viviendo nuestra misión de servir a Dios sirviendo a los demás de manera segura y responsable. A través de la campaña Love One Another y el programa Christian Comeback. Con el apoyo de capítulos locales, se donó un total combinado de $206,500 a iglesias y grupos locales que sirven en primera línea de la pandemia, como trabajadores de primeros auxilios, atención médica y despensas de alimentos. También tenemos un historial de apoyo a aquellas personas con necesidades especiales. En 2020, se recaudaron e igualaron más de $57,000 para nuestro programa de la división de Necesidades Especiales. Catholic Financial Life también fue socio presentador de la serie virtual de Caminar/Correr/ Contar de las Olimpiadas Especiales. Gracias al apoyo de las divisiones de nuestros miembros y de nuestra red de voluntarios en todo el país, Catholic Financial Life: • Otorgo más de $265,000 en becas para escuelas primarias, secundarias y universidades; • Distribuyó más de $408,000 en beneficios para miembros; y • Aportó casi 40,000 horas de trabajo voluntario con un valor económico de casi $1.1 millones .

NUESTRO COMPROMISO CON LAS COMUNIDADES

$1.7 millones en 2020

39% 15% 17% 13% 16%

CAUSAS INDIVIDUOS Y COMUNITARIAS ESCUELAS CATHOLICAS PARROQUIAS CATÓLICAS Y CAUSAS ACTIVIDADES LOCALES DE MIEMBROS BECAS

LIVING OUR MISSION (9)

NOMINATING COMMITTEE REPORT A meeting of the Nominating Committee was held on Friday, April 16, 2021. In accordance with the Society’s Bylaws, the Nominating Committee reviewed the Board candidate nomination process and the direct election process and timeline. The Committee also reviewed and discussed the qualifications and attributes of the candidates presented for nomination to Catholic Financial Life’s Board of Directors for the 2022- 2024 term. Following the discussions, the Committee unanimously voted to certify and nominate all nine of the candidates presented. The Committee encourages all eligible members to vote for the nominated Board candidates. Chairman Dean Parkman, Lindenhurst, IL Betty Conrad, Appleton, WI Dennis Kabat, New Holstein, WI Colleen McCormick, McFarland, WI Cheryl Parks, San Antonio, TX Dennis Peterson, Maplewood, MN Paul Plante, Woonsocket, RI Marlene Stangler, Watertown, WI Janet Stelken, Dyersville, IA

BOARD OF DIRECTORS ELECTION VOTING INSTRUCTIONS

Catholic Financial Life financial members have the opportunity to vote for the new Board of Directors! The Board of Directors is dedicated to providing strategic oversight of our financial well-being and fraternal impact. They are guardians of our mission and advocates for our vision.

Financial members who are 18 or older as of January 1, 2021 are eligible to vote. You may vote online or via phone until August 15 .

Voting Online 1. To vote for the Board of Directors online, please visit cfl.org/vote. 2. To begin the voting process, click the vote now button. 3. To access the ballot, please enter your last name, zip code and the last four digits of your SSN/ITIN. 4. When your login is validated, you may then choose to vote for the nominated slate of candidates as presented, or select up to nine individual candidates. The Catholic Financial Life Nominating Committee recommends a vote for the nominated slate. 5. To vote for the nominated slate of candidates, please check the box next to that sentence. 6. To vote for individual candidates, please check the boxes next to the name of each candidate. 7. To cast your vote, please enter your email address and click continue. On the next screen, please confirm your selections and press submit. Voting Via Phone 1. To vote for the Board of Directors via phone, please dial (844) 793-0774. 2. To access the ballot, please enter your zip code followed by the pound sign. 3. Next enter the last four digits of your SSN/ITIN followed by the pound sign. 4. Next enter your four-digit birth year followed by the pound sign. 5. When your login is validated, you may then choose to vote for the nominated slate of candidates as presented or select up to nine individual candidates. The Catholic Financial Life Nominating Committee recommends a vote for the nominated slate. 6. To vote for the nominated slate of candidates, press one. To select individual candidates, press two. 7. You will receive additional prompts depending on your selection in step 6. Once you complete the steps above, an automated recording will confirm that your vote has been cast. If you have any questions regarding voting, contact our Help Desk at (414) 278-6650 or toll free at (833) 754-2187.

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MEET THE CANDIDATES FOR THE BOARD OF DIRECTORS

Sandra has been a member of Catholic Financial Life since 2013 and a member of our Board’s Membership Committee since 2017. She is a member of Chapter 110 and has attended numerous chapter events and fundraisers. Sandra has many years of business experience, especially in the Hispanic community. Since 2018, she has been the owner of Source Ten Creative and Estamos Unidos. Prior to that, she was a Hispanic Marketing Consultant at Telemundo Wisconsin. “ Our Society has been ahead of the game by serving the Latino market. As this market continues to grow and the world of marketing and communications gets more complex, my expertise and knowledge about the community I belong to and my experience in marketing are a great asset to the Society as we continue to reach the Latino market. ” Since 2019, Coral has been a member of the Board’s Audit, Finance and Investment Committee and a member of the Society since 1996. She is a member of Chapter N084 and has held various chapter officer positions. Coral has a Doctor of Education in Educational Research, Planning and Administration from the University of Massachusetts. She has years of experience in the education industry. Currently, she works as an SEI/RETELL Evaluator at the Massachusetts Department of Elementary and Secondary Education. “ I offer the following contributions to the Board of Directors: a high level of dedication and commitment beyond attendance at meetings, expertise in being impartial and straightforward, the opportunity to share my knowledge and experiences for the benefit of our members and the Society, and the ability to maintain confidentiality at all times . ” Joe has been a member of Catholic Financial Life since 1955. He has also been a member of the Board’s Membership Committee and Selection Committee since 2017. Joe brings years of fraternal experience to the Board of Directors. He has been the Fraternal Director and Corporate Secretary at Employees’ Mutual Benefit Association in Milwaukee since 1983. He is also heavily involved in his parish, St. Elizabeth Ann Seton in New Berlin, Wis. “ After working over 38 years in the fraternal world, I had the confidence that I had dealt with just about everything a fraternal benefit society could ever experience. Then came 2020. My first term on the Board of Directors exemplified the respect I have for CFL. Every member of CFL should feel blessed that the Society has a strong, dynamic leadership team in place to continue the success of the organization now and into the future. ”

SANDRA DEMPSEY INCUMBENT

CORAL GROUT INCUMBENT

JOE KOPINSKI INCUMBENT

LIVING OUR MISSION (11)

THE BOARD OF DIRECTORS IS DEDICATED TO PROVIDING STRATEGIC OVERSIGHT OF OUR FINANCIAL WELL-BEING AND FRATERNAL IMPACT.

Allan has been a member of Catholic Financial Life since 1951 and a member of Chapter 31. He has been a member of the Board’s Audit, Finance and Investment Committee since 2016. Allan was Executive Vice President for Catholic Financial Life and Corporate Secretary, Treasurer and Chief Financial Officer before retiring. He was also part of Catholic Knights’ leadership team for nearly 30 years. “ With more than 40 years of financial services and insurance industry leadership experience, first as an independent auditor, then many years as part of an executive management team and more recently as a director on the Society’s Board, I have the ability to view board decisions from a broad perspective and provide management with sound advice in today’s complex and challenging business environment. My strong commitment to volunteer service and solid fraternal industry experience provide a basis for a well-balanced and independent style of leadership to best serve our members needs. ” Lisa has held many chapter officer positions for Chapter 19 including President. She is heavily involved in her parish and community. In 2013, she was awarded the American Fraternal Alliance Fraternalist of the Year Award. She has been a member of the Society since 1992 and a member of the Board’s Membership Committee and Risk and Governance Committee since 2016. Since 2015, Lisa has been the Supervisor of Grounds and Auto Departments at the University of Wisconsin Oshkosh. “ I have served on the Board for six years now and have become more versed in the financial operations of the company. I have always known the fraternal side of Catholic Financial Life and the value it provides our communities; maintaining this focus has kept the interest of our members at the heart of my two terms. ” Kari has significant business experience she brings to the Board of Directors. She is the Managing Director for Chief Executives for Corporate Purpose and is also the Mayor of New Brighton, Minn. She has been a member of the Board’s Membership Committee since 2020. She is heavily involved in her parish and community. She also serves on multiple Board of Directors/ Advisor Groups. “ I am passionate about business being a force for good in society and I lead with my values professionally and as a volunteer; from my work with social enterprises to fraternal and member services to corporate social responsibility and sustainability to ESG/sustainable investing, I am committed to impact and outcomes that benefit all stakeholders. I contribute to the Catholic Financial Life Board of Directors with my business acumen and my deep belief that faith-based leadership in the marketplace connects to community members seeking values-driven products and services. ”

ALLAN LORGE INCUMBENT

LISA MICK INCUMBENT

KARI NIEDFELDT-THOMAS

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TOREAD FULL CANDIDATE BIOGRAPHIES, VISIT CFL.ORG/VOTE.

Susan has been a member of the Board’s Audit, Finance and Investment Committee and Risk and Governance Committee since 2016. She has been a member since 1984 and served as President & Trustee of Chapter 307. She is currently a Team Leader, Information Security Officer for Bellin Health. She is also an active member of her parish, St. Matthew. “ Over the past five years, I have learned the Board governance processes, which included some major efforts and challenges for the society with an acquisition, a large scale software development, a global pandemic and new President. This experience will help me understand where we are and where we need to go in the next three years. My cyber security expertise will also allow me to provide insight and understanding for the Board into CFL’s cyber internal controls. ” Bill is currently CEO of Catholic Financial Life retiring at year-end 2021. Bill served as President/CEO from 2007-2021. He has a BA from Marquette University and an MBA Cardinal Stritch University. He has been a member of the Society since 1992. He has organized and attended fraternal chapter activities, regional activities and conventions for more than 25 years. “ Given my business and fraternal experience at CFL, I believe I can continue to add value to the governance of our Society and its ongoing financial and fraternal success. My knowledge of the initiatives and strategic direction of the Society and the unique historical perspective I possess will help the Board better address risks and opportunities going forward. My faith will continue to inform my decision making and steadfast commitment to always act in our members best interest. ” Jeff is the former Chief Financial Officer/Corporate Secretary of the Society. He has been a member of the Board’s Audit, Finance and Investment Committee along with the Risk and Governance Committee since 2019. He has been a member since 2006. He has a BBA from University of Wisconsin-Madison and an MBA from the Keller Graduate School of Management. “ I believe strongly in the mission, vision and values of Catholic Financial Life. Our value proposition is more relevant than ever. Our primary responsibility is to ensure that the Board and the leadership team continue to make decisions that are in our members’ best interest. My financial background and corporate governance experience allows me to be an effective Board member that will assist our leadership team to be successful in growing and building our thriving Society. ”

SUSAN OBERMILLER INCUMBENT

BILL O TOOLE ’

JEFF TILLEY

LIVING OUR MISSION (13)

ARTICLES AND BYLAWS Updates The Catholic Financial Life Articles of Incorporation and Bylaws are the governing documents that guide our Society.

Earlier this year, delegates were asked to approve two amendments to the Articles of Incorporation. 1. Article V Amendment: The Supreme Governing Body of this Society shall be the Board of Directors. The Board of Directors shall have the power to make and adopt Bylaws and policies for the governance and management of the Society. The number of directors and the method of election or appointment shall be as set forth in the Bylaws.

2. Article VII: Any amendments to these Articles of Incorporation shall require approval from not less than two-thirds of the votes cast by the Board of Directors at a regular or special meeting of the Board of Directors at which a quorum is present. Proposed amendments to these Articles of Incorporation shall be submitted to and require approval by not less than two-thirds of the votes cast by the Judiciary Committee prior to approval by the Board.

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Resolution Regarding Bylaw Amendments 1. Provide procedures for direct election of the Board by all adult financial members of the Society, at least 18 years of age, by mail or electronic ballot. 2. Continue a member Fraternal Leaders Advisory Group, as currently constituted, to advise the Board and President on fraternal and chapter matters. 3. Continue Catholic Financial Life Fraternal Conventions and other regional member meetings, in person or virtually, at such times as determined by the Board in consultation with the Fraternal Leaders Advisory Group. 4. Require that a merger or other consolidation with an organization with more assets than Catholic Financial Life must be approved by the adult financial members by referendum vote in addition to approval by the Board. 5. Continue a member Nominating Committee, as currently constituted, which shall have authority to: a. Ensure that only persons who meet the

Eligibility Requirements set forth in the Bylaws are presented to the members for election, and to assist the members in electing directors who are best able to guide the Society in achieving its business and fraternal missions; and b. Approve reasonable compensation for the Board consistent with industry standards, excluding executive employees of the Society.

6. Continue a member Judiciary Committee, as currently constituted, which shall have authority to:

a. Approve any proposed amendments of the Articles or Bylaws of Catholic Financial Life, provided that they must be submitted jointly by the Board and President; and b. Submit any proposed amendments of the Articles or Bylaws of Catholic Financial Life it deems fundamental to a referendum vote by the adult financial members.

With 269 votes “FOR” and 17 votes “AGAINST”, delegates overwhelmingly voted to approve these amendments to the Articles of Incorporation. Following their action, the Board amended the Bylaws. In developing new Bylaws, the Board was guided by the following Resolution.

LIVING OUR MISSION (15)

ARTICLES OF INCORPORATION OF CATHOLIC FINANCIAL LIFE (As Amended Effective, March 2, 2021)

ARTICLE ONE Name The name of this fraternal benefit

ARTICLE FOUR Members The classes of members and their respective qualifications and rights are as follows: 1. Qualifications of Members. A member is an individual who meets the Catholic Affiliation Requirement, and any other qualification requirement, that the Board of Directors may establish, and who has had his or her membership application accepted. 2. Rights of Members. Members who are at least eighteen years old have these rights and benefits: (A) To have the opportunity to benefit from the insurance, financial and investment products and services produced by the Society and its subsidiaries; (B) To participate in the social, intellectual, educational, charitable, benevolent, moral, fraternal, patriotic and religious activities of the Society and its local entities as defined in the Bylaws (“Local Entities”); and (C) To vote for the Board of Directors and to vote and participate in Local Entity affairs. The Board of Directors may grant additional benefits and rights to various members based on the extent of their contribution to carrying out the purposes of the Society. 3. Members Under Eighteen. The Board of Directors shall establish rules and regulations for the conduct of all matters relating to members

under the age of eighteen. Such members shall receive such benefits of membership as determined by the Board of Directors. ARTICLE FIVE Representative Form of Government The Supreme Governing Body of this Society shall be the Board of Directors. The Board of Directors shall have the power to make and adopt Bylaws and policies for the governance and management of the Society. The number of directors and the method of election or appointment shall be as set forth in the Bylaws. ARTICLE SIX Local Entities The method of formation and powers of the Local Entities shall be as provided in the Bylaws of this Society. ARTICLE SEVEN Amendments Any amendments to these Articles of Incorporation shall require approval from not less than two-thirds (2/3) of the votes cast by the Board of Directors at a regular or special meeting of the Board of Directors at which a quorum is present. Proposed amendments to these Articles of Incorporation must be jointly submitted by the President and Board of Directors to the member Judiciary Committee, and require recommendation by the Judiciary Committee prior to approval by the Board of Directors.

Society shall be Catholic Financial Life (hereinafter the “Society”). The Society may operate under one or more doing business as names as determined by the Board of Directors. ARTICLE TWO Location The location of the principal or home office of the society shall be in the City of Milwaukee, Wisconsin. ARTICLE THREE Purposes The objects and purposes of this fraternal benefit Society, which exists solely for the benefit of the members of the Society, and their beneficiaries, shall be: 1. To unite its members fraternally for social, religious, benevolent and intellectual improvement, in accordance with the Bylaws of this Society; 2. To provide assistance to its members; 3. To engage in the insurance business and in any other business reasonably incidental to the insurance business and to form or acquire subsidiaries to the extent permissible under Wisconsin law; 4. To engage in any lawful social, intellectual, educational, charitable, benevolent, moral, fraternal, patriotic or religious activity for the benefit of the members of this Society or the public as the Board of Directors may determine.

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BYLAWS OF CATHOLIC FINANCIAL LIFE (As Amended Effective, April 26, 2021)

CHAPTER ONE Triennial Fraternal Meeting

must be adult financial members and may not be employees, agents, directors, or candidates for director election. Committee’s objectives are: (1) to ensure that only persons who meet the Eligibility Requirements for Board election set forth in section 10(a) are presented to the members for election, (2) to assist the members in electing directors who are best able to guide the Society in achieving its business and fraternal missions, and (3) to approve reasonable compensation for the Board. Committee obtains and reviews all completed applications for Board election and other information provided by applicants to the Secretary as needed to determine whether an applicant satisfies the Eligibility Requirements, certifies all applicants who do so, and provides the membership with a summary of pertinent information about each of the certified applicants. Committee shall also review and consider each candidate’s qualifications relative to any desired attributes that the Board

interview each candidate and seek any additional information it needs to evaluate candidates. The Committee shall recommend to the membership the election of those candidates who the Committee believes are the best suited to meet the current needs of the Society. Committee shall approve compensation for the Board, excluding the positions of President and Secretary, which reasonably reflects industry standards and the Board’s fiduciary and legal responsibilities. This section does not abrogate the authority of the Board to fix compensation for services rendered to the Society by any persons serving on committees of the Board or prevent payment to any persons for special service rendered to the Society by authority of the Board. SECTION 4. Judiciary Committee (a) The Judiciary Committee by the FLAG, three (3) members appointed by the President, and three (3) members appointed by the Board of Directors. Members of the Judiciary Committee must be adult (e) The Nominating consists of three (3) members appointed

(b) The Judiciary Committee shall receive reports of all proposed amendments to the Articles of Incorporation and Bylaws of the Society jointly recommended by the Board of Directors and President, and such other subjects as may be deemed necessary from time to time. The Committee shall review and consider such proposals and shall determine whether to recommend them for final approval by the Board. The Judiciary Committee shall also submit any amendments to the Articles of Incorporation and Bylaws it determines to be fundamental, to a referendum of adult financial members in accordance with procedures established by the Committee. The Committee shall recommend such amendments for approval by the Board only if approved by a majority of member votes cast. SECTION 5. Other Committees. The Board may appoint other member committees. SECTION 6. Other Powers and Duties. In addition to the responsibilities outlined

SECTION 1. Triennial Fraternal Meeting. Catholic Financial Life (the “Society”) shall conduct a triennial fraternal meeting in person or virtually at such date, time and place as the Board of Directors (the “Board”) shall determine. Triennial fraternal meetings will be comprised of local fraternal leaders and guests chosen in accordance with procedures established by the Board. CHAPTER TWO Member Committees SECTION 2. Fraternal Leaders Advisory Group. The Fraternal Leaders Advisory Group (“FLAG”) consists entirely of chapter officers and advises the Board and the President on fraternal and chapter matters. The President appoints nine (9) or more chapter officers to serve on the FLAG. The President shall strive to make the FLAG broadly representative of the Society’s membership. The FLAG shall meet at least two times each year. SECTION 3. Nominating Committee. (a) The Nominating

(b) The Nominating

(c) The Nominating

(d) The Nominating

Committee consists of three (3) members appointed by the FLAG, three (3) members appointed by the President, and three (3) members appointed by the Board of Directors. Members of the Nominating Committee

above, each member committee shall have such other powers and

responsibilities as may be delegated to it by the Board.

financial members and may not be employees, agents or directors.

suggests pursuant to section 10(b). To help in this process, the Committee may

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CHAPTER THREE Board of Directors SECTION 7. Board of Directors. The supreme governing body of the Society shall be the Board of Directors. The affairs of the Society shall be governed by the Board which shall have authority to provide rules and regulations for the extension and development of the Society and all other necessary and incidental powers to carry out the objectives of the Society as provided in the laws of the Society and the laws of the State of Wisconsin. SECTION 8. Number of Directors and Term of Office. (a) Elected Directors . The number of the Society’s elected directors shall not be fewer than nine (9) nor more than twelve (12). By January 1 of the election year, the Board shall set the number, within that range, of the Society’s elected directors to be elected by the members. The Board may also change the number of elected directors at any time pursuant to a merger agreement, including, but not limited to, increasing the number of elected directors to more than twelve (12), in accordance with such merger agreement, provided that the number of elected directors serving on the Board before the merger constitute at least two-thirds (2/3) of the total number of elected directors serving on the Board after the merger. Elected directors include those elected by the members and those appointed by the Board

either to fill a vacancy in an elected director position or to increase the number of elected directors.

(b) Term Limits . No elected director may serve more than three (3) consecutive three-year terms or nine (9) consecutive years. If a director is elected or appointed to a partial term, that partial term does not count as part of this consecutive-year sequence. A break in service of at least three (3) years restarts the term-limit period. SECTION 10. Eligibility Requirements. (a) Required Qualifications . To be a candidate for election as a director, an applicant must: (1) Submit his or her request to be certified as a candidate to

officers or Society officers that the person attended at least six (6) chapter or Society fraternal functions in the three years prior to January 1 of the election year; agent or employee whose service was terminated by the Society in the three years prior to January 1 of the election year; or employee of the Society when his or her term would begin; (8) Not be age 75 or older when his or her term would begin, and (9) Comply with all (6) Not be a former (7) Not be an agent (b) Desired Attributes . The Board may suggest certain desired attributes of Board members based on the needs of the Society and the Board. These may include, for example, demonstrated sound judgment, prior board or other leadership experience, personality conducive to working in a group, an understanding of fiduciary responsibilities, business experience, fraternal experience, ethical values, ability and willingness to commit the required time and energy, and any specific expertise or qualities needed by the Board. Though these rules, regulations and requirements that the Nominating Committee establishes.

(b) Appointed Directors .

Subject to confirmation by the Board, the President shall appoint two (2) directors, only one of whom may be an officer or employee of the Society. Each appointed director shall be a Catholic adult member with expertise in the business of the Society who owns or participates in a financial service or product as determined by the Board. (c) Principal Officer Directors . The President and the Secretary of the Society shall also serve as members of the Board. otherwise provided herein, all of the foregoing directors have equal voting rights. The Spiritual Director is a non-voting member of the Board and shall not count as a director for purposes of quorums, voting requirements, or any other matter involving voting. SECTION 9. Terms of Directors. (a) Terms . Elected directors (d) Voting . Except as the first day of January following their election and shall serve until their successors are elected and qualified. Appointed directors serve for one (1) year and may be reappointed. serve for a term of three (3) years from

the Secretary by the deadline established by the Nominating Committee; continuously owned or participated in a financial service or product as determined by the Board for at least two (2) years prior to January 1 of the election year and have been determined by the Nominating Committee to have demonstrated a

(2) Own and have

significant financial commitment to the Society; (3) Be an adult member

in good standing as determined by the Board;

suggested attributes are not part of the Eligibility Requirements, they will be made available to all interested members.

(4) Certify that he or she is a member of a Catholic parish; (5) Submit certification(s) by one or more principal chapter

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SECTION 11. Board Election Procedures. The Board shall establish the procedures and timelines for election of directors by January 1 of the election year. (a) Candidates for the Board are required to submit all information required by the Nominating Committee and the Board to the Secretary and complete a screening process and background checks to ensure the candidate meets all Eligibility Requirements within the timeline established by the Board. determine whether each nominated candidate meets the Eligibility Requirements to serve as a director. Only candidates who are determined by the Nominating Committee to meet the Eligibility Requirements will be included in the slate of candidates submitted to the adult members for election. Committee will submit the slate of candidates who meet the Eligibility Requirements for election by the adult members. The Nominating Committee will also share with the members, information regarding candidates’ backgrounds and credentials, and recommendations as to the candidates the Nominating Committee has determined to be best suited to meet the current needs of the Society. Only candidate information provided to and approved for publication by the (c) The Nominating (b) The Nominating Committee shall

Nominating Committee will be shared with the members. To ensure fairness and consistency

at a meeting at which a quorum is present shall

(b) Special Meetings . Special meetings of the Board may be held at any time and place for any purpose or purposes, unless otherwise prescribed by statute, on call of the President, Chair of the Board, or Secretary, and shall be called by the Secretary on the written request of any five (5) directors. Notice of any special meeting shall be given to each director not less than 24 hours prior to the meeting. meetings of the Board and any committee or sub-committee of the Board, or any other meeting of the Society, may be conducted by telephone or video conference or other means of communication that allows all participants to simultaneously communicate with each other. SECTION 14. Quorum and Manner of Acting. A majority of the total number of voting directors in office shall constitute a quorum for the transaction of business at any meeting of the Board. The affirmative vote of a majority of the voting directors present at a meeting at which a quorum is present is the act of the Board unless the Articles of Incorporation, these Bylaws, or applicable law requires the vote of a greater number. SECTION 15. Vacancy; Removal. (a) Vacancies . Vacancies in the Board occurring by reason of death, resignation or otherwise shall be filled in a timely (c) Electronic Meetings . Regular and special

annually nominate a director for Chair. Their nomination must then be confirmed by the vote of a majority of the elected directors present at a meeting at which a quorum is present. The Board shall gather feedback from its members and evaluate the Chair’s performance at the conclusion of a Chair’s tenure, and before any consideration of reappointment by the selection committee. The compensation of the Chair shall be double the standard annual Board member base compensation. The Chair has a leadership role on the Board and shall call and preside at all meetings of the Board. The Chair shall have the authority to perform such duties as prescribed or delegated by the Board and these Bylaws, including advisory and counseling responsibilities, oversight of the Board’s activities and responsibilities, and facilitating orderly Board meetings. The Chair shall not assume managerial or executive responsibilities within the Society, usurp or undermine the authority of the President, or assume greater Board voting rights. In the Chair’s absence or vacancy, another director temporarily appointed by the Board may preside. SECTION 13. Meetings. (a) Regular Meetings . The

for all candidates, the candidates are

otherwise prohibited from campaigning or publishing

other information to members outside the process established by the Nominating Committee. (d) A vote shall be taken on candidates by direct written, electronic, or telephonic ballot by the adult members in good standing as of January 1 of the election year, as determined by the Board. The ballot shall specify the deadline for return of the ballot and no ballots received after such time shall be counted. Each adult member who is determined by the Board to be eligible to vote shall have one vote for each elected director position. Cumulative voting or voting by proxy is not permitted. (e) Directors shall be elected by a plurality of the votes cast by the members i.e., the candidates with the largest number of votes in favor of their election are elected as directors up to the maximum number of directors to be chosen in the election. SECTION 12. Chair of the Board. The Board shall appoint a Chair to serve a term of one year from among its elected directors. No person shall serve as Chair for more than three years. A selection committee consisting of the President and two directors elected by the vote of a majority of the elected directors present

Board shall meet at least quarterly and at a time and place determined by the Chair and President. Such meetings may be held at the stated time and place without further notice.

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