Posted By Norman Gasbarro on March 16, 2016
Today’s post presents evidence of the illegal takeover of the Gratz Historical Society by Lois Schoffstall and Charles Schoffstall. According to the By-Laws, they they have no legal authority to operate the Society, to act or speak on behalf of the membership — in any regard. Neither they, nor the persons who they claim have been elected as Officers or Directors have any legal authority to do anything. A copy of the Society By-Laws is now posted on-line and references to specific sections of those By-Laws is contained within this post. Any person who is currently listed as an Officer or Director of the Society should carefully read the By-Laws and determine whether they have been duped by Lois Schoffstall and Charles Schoffstall into acting as Officers or Directors and whether there could be legal consequences for them as a result.
The “By-Laws” is the legal document under which the Gratz Historical Society is governed. The By-Laws were self-designed within the parameters of prevailing State and Federal laws by the founding members of the Gratz Historical Society. They were approved by those members. They were submitted to the Secretary of State of the Commonwealth of Pennsylvania at the time the organization was incorporated in 1984. The Gratz Historical Society is required to operate under its self-submitted and self-approved By-Laws, and when amendments are made and approved, those amendments must be submitted to the Secretary of State in a timely manner. Any violations of the By-Laws are therefore violations of State law governing the operation of corporations. And, violation of the law has consequences!
Any reasonable person looking at the By-Laws would have to conclude that it was never the intention of the individuals who founded the Gratz Historical Society that one or two persons would be allowed to assume absolute power over the organization. And, checks and balances were built into the By-Laws to insure that this would not happen.
The Gratz Historical Society is a registered and approved non-profit corporation under the laws of Pennsylvania. The Society belongs to no one individual. By its By-Laws, the governing authority of the Society rests in an elected group of Officers and Directors. And, there are specific requirements in the By-Laws as to when and how the elections are to take place.
Those By-Laws provide irrefutable proof that Lois Schoffstall and Charles Schoffstall have illegally seized control of the governance and resources of the Gratz Historical Society and are operating the Society for their own purposes and benefit.
Legal elections have not been held at the Gratz Historical Society since 1998. This fact was discovered after obtaining a copy of the By-Laws in 2013 and researching both the minutes of the Society and past quarterly newsletters sent to all members.
No later than one month prior to the Annual Meeting, all members must be notified of the date of the meeting and also be notified of the report of the Nominating Committee’s report on offices to be filled. (Article IV, Section b).
Nominations can be made from the floor of the Annual Meeting. (Article IV, Section c).
Elections must be conducted at the Annual Meeting by secret ballot. (Article IV, Section a).
Officers and directors shall be installed at the close of the Annual Meeting. (Article IV, Section d).
The By-Laws also specify that it is the Secretary who is responsible to “give notice of all meetings of the Corporation and the Board.” It is the Secretary who must keep full minutes of all meetings. And it is the Secretary who shall report at the Annual Meeting on the activities of the Board. (Article X, Section 3).
No such Annual Meetings have been held since 1998. No member of the Gratz Historical Society has received any notification of any Annual Meeting since 1998. No minutes exist of any such Annual Meeting [since 1998]. And there are no annual summary reports of yearly activities of the Board which were given at any meeting of the Society. All of the above are necessary to prove that the By-Laws were followed and that the Officers and Directors were legally elected.
Instead, each year since 1998, a list of Officers and Directors has appeared in January in the Society’s newsletter – with the statement that they had been elected. No explanation was ever given as to how and when they were elected and why the By-Laws were not followed.
In the 17 years that have passed since 1998, Lois Schoffstall has assumed complete control over all aspects of the Gratz Historical Society and with her husband, Charles Schoffstall, who has controlled the treasury of the Society during that entire time, have carefully selected the Officers and the Board and then, in effect, “appointed” them by stating to the membership that they have “agreed to serve.” And, a ruse has been perpetrated to make it appear that the Society was operating within the law.
During this time period, Lois Schoffstall has taken on the title of “Museum Curator” and through that title has controlled all aspects of the Society. Although this position does not exist in the By-Laws, she nevertheless insists on being called “Museum Curator.” The closest position in the By-Laws is that of “Director of the Museum.” That position was created in May 1989 with By-Laws Amendment, Article XVI. However, “The Director of the Museum” is a person who is appointed by the President and who serves at the discretion of the President. But there is no legally elected President – so in reality, at the Gratz Historical Society, it works in reverse; the “Museum Curator” appoints the President, and the President serves at her discretion. This is not legal! In practice, nothing can be done unless Lois Schoffstall approves it.
Over these years, any volunteer who has disagreed with Lois Schoffstall and Charles Schoffstall or questioned what she is doing with the Society has chosen to leave rather than standing ground and fighting. In the words of Becci Stine Hoover, a long-time volunteer and daughter of one of the Society founders [speaking of the revolving door of volunteers], “no one stands up to them… there’s no use arguing with them… they always win… they always get their way… many volunteers just leave rather than fighting with them… it’s not worth arguing with them….”
All of that changed in the Spring of 2013. Two long-time volunteers resigned in April. While they cited personal reasons in their resignation letter, the true reasons were well-known within the Society and in the community. For too long this volunteer couple had tolerated the anti-Catholic” rhetoric and the “pure-brand Christian” proselytizing coming from Charles Schoffstall.
This couple was also upset about the vitriolic attacks on their Amish neighbors, which while he was a member of the Gratz Borough Zoning Board, were led by Charles Schoffstall. A conspiracy to deny a building permit to an Amish family had used the Society as a home base. After the building permit was denied unanimously by the Zoning Board in a secret meeting, the Amish family appealed the Zoning Board’s decision and with the Pennsylvania Attorney General’s Office involved, the Zoning Board was cited for Sunshine Law violations, the building permit was approved, and Charles Schoffstall was forcibly removed from the Zoning Board. Local Gratz officials were careful to hide the news of this removal from the press and the Amish were not willing to press charges against the Borough despite the fact that they were set back one year by the illegal actions of Charles Schoffstall and the Gratz Zoning Board.
Until September 2013, remaining volunteers and visitors noticed a ramping up of the rhetoric coming from both Charles Schoffstall and Lois Schoffstall. This included promulgation of Jewish stereotypes; coded language denigrating African-Americans; “policies” designed to exclude the Amish from the Historical Society and from an in-progress, comprehensive local history book; and promotion of “birther” and other outrageous propaganda against President Obama. Hispanics and divorcees were also openly derided. Added was the insistence that attendees at Society events recite the Lord’s Prayer before the meeting started and that Society funds be used to pay for religious music programs at Christmas.
Enough was enough for some of those remaining. In late August and September of 2013, Charles Schoffstall was confronted with evidence that he and Lois Schoffstall had used the Society for personal gain, that they had mismanaged Society resources, that they had failed to follow the Society By-Laws, and that they failed to adhere to State and Federal laws in regard to the operation of the Society.
Specific examples of how a significant amount of money was missing from the Endowment Fund were presented to Charles Schoffstall, how he had failed to collect required Sales Tax on tens of thousands of dollars of consumer transactions, and how he had falsified annual financial statements to cover his misdeeds. Note: This information will be presented in the next blog post.
Lois Schoffstall, in retaliation, hastily called a meeting of those she had “appointed” to the Board who she knew would put down the “situation” that was occurring to challenge her authority and that of her husband. Ironically, the meeting was held on the same day that the Annual Meeting was supposed to be held. The meeting announcement was made only days before the meeting by telephone to selected members of the “Board” who were told that they needed to come out to support Lois Schoffstall and put-down the “situation.” Persons who Lois Schoffstall did not want at the meeting did not receive any “official” notification that the meeting was taking place.
At the meeting some of the issues were brought up but no final decision was made on the “situation.” The “disagreements” were not permitted to be fully aired at this September meeting and most items were shouted down by Lois Schoffstall and Charles Schoffstall with absurd justifications. A “special meeting of the Board” was scheduled for 16 October 2013 to deal with three specific issues – and only those three specific issues. The “election” of officers was not one of the agenda items for the 16 October meeting.
Because no one volunteered to take minutes, the “appointed” President Suzann Williams took minutes while she conducted both meetings. [Note: Suzann Williams is a retired employee of the Pennsylvania State Liquor Control Board and is the niece of Charles Schoffstall]. The minutes of the meeting held on 16 October 2013 show that the small group who met on 16 October 2013 went well beyond the three specific issues – and that they illegally “re-elected” themselves (including Charles Schoffstall as Treasurer) to two year terms.
Lois Schoffstall‘s interpretation of the 16 October 2013 meeting was that she had been given complete authority by the “Board” to do whatever she wanted in regard to the operation and governance of the Society. On the Wednesday following the meeting, she ordered the termination of the Society’s web site. Becci Stine Hoover, who had participated at the illegal meeting of 16 October where she was “re-elected” Vice President, and Suzann Williams, the “appointed” President stood by meekly without comment while this order was given. Thus, in “one fell swoop,” the Society lost its web site, its e-mail addresses, its secretary, its newsletter editor, three Society-affiliated blogs [including The Civil War Blog and Mahantongo Heritage], and several more volunteers.
Suzann Williams knew that what she was doing was not legal and that she was taking part in a cover-up of illegal activities. When confronted about her role, she replied that she could not go against her Aunt Lois, that her Aunt Lois was good to her, and that if she went against her, she would have no place to go on holidays. She again reprized one of her usual refrains: “Why can’t we all just get along?”
The excuses and justification emanating from Lois Schoffstall and Charles Schoffstall for their personal behavior include: (1) we don’t want the government to know what we are doing; (2) there’s too much government regulation; (3) we don’t take government grants so the government shouldn’t be telling us what to do; (4) we don’t have to collect Sales Tax because we are tax exempt; and (5) who’s going to know [about not following the By-Laws] – they’re all dead [referring to those who wrote the By-Laws. They both insisted that they were following the By-Laws to the letter. But, the record shows otherwise.
As previously stated, the Society does not belong to Lois Schoffstall and Charles Schoffstall. It is an incorporated body that is required to follow all applicable laws. Its Officers and Board must be elected by members at an Annual Meeting which must be conducted per the Society By-Laws. Those who continue to support the Schoffstall’s in their illegal behavior should understand that by continuing to allow their names to be used as Officers, Directors, Committee Chairs and volunteers, that they are complicit and could face legal action themselves from what the Schoffstall’s have duped them into doing.
The next post will be entitled, “Cooking the Books at the Gratz Historical Society.”