Legal Update - Settlement Closing Official
November 26, 2012
Dear Members of the Sikh Dharma / 3HO Community,
Sat Nam and blessings to all. It is with deep gratitude to God and Guru, and to
the Sangat for its ongoing prayers, support, and sacrifices over the past three
years, that we are pleased to report that the closing of the Settlement occurred
on Monday, November 26th. The Settlement is now official. The full ownership of
East West Tea Company in the US and Yogi Tea in Europe has been restored to the
Dharma. The financial assets and the management of all our Dharmic for-profit and
non-profit corporations are now under the auspices of the Siri Singh Sahib Corporation.
The preparation for this settlement has been extensive, with our lawyers and legal
team working very diligently to prepare all the documentation and step-by-step process
for this transition.
As was reported in our last legal update, Judge Alley, the Bankruptcy Court Judge,
approved the Global Settlement Agreement on November 5th. He signed the official
order on November 8th and 9th, after which there was a 14-day waiting period required
by the bankruptcy statutes. On November 26th the settlement closing occurred.
As per the settlement agreement, at the time of closing, the following actions occurred.
1. Resignation of UI Members - The UI members (Sopurkh Kaur, Kartar Singh, Siri
Karm Kaur and Peraim Kaur) have resigned from all positions on any of our for-profit
or non-profit boards on which they were members.
2. Appointment of new UI Board - Before resigning, the UI board appointed a new
UI board, which was selected by the SSSC Board. This board will serve for 6 months,
until May 2013 at which time board membership will be re-evaluated. (Please see
details in the "Boards and Board Membership" section below.)
3. Appointment of Siri Singh Sahib Corporation Board - Before resigning, the
UI Board appointed a new SSSC Board, which consists of the individuals on our Initial
Board. The Initial Board is therefore now officially the Siri Singh Sahib Corporation
Board and will assume all the duties and responsibilities of that board.
4. Changes to Unto Infinity Articles of Organization and Operating Agreement
- The first set of changes to the UI Articles of Organization have been filed with
the State of Oregon. These changes are intended to provide basic checks and balances
to the UI. (Please see details in the "Amended Articles and By-laws" below.)
5. Bank Account Changes - The former UI members have resigned from any and all
positions of authority as signers or otherwise with respect to the bank accounts
of the corporations and LLCs. New bank account signers have been designated, and
checks and balances have been implemented into the system for approving expenses
and the authority for check signing.
6. Transfer of Funds - The funds from the Hearthside sale (which have been in
escrow) have been deposited into the UI bank account. Authorization and signatures
are required from the SSSC Board as well as the UI Board to utilize these funds.
7. Payment of monies agreed upon in Settlement Agreement - The SSSC Board has
authorized the payment of its financial obligations under the terms of the settlement.
8. Changes to the KIIT Board of Managers and Members - Kartar Singh and Karam
Singh have resigned as Managers and Members and Ajeet Singh, Guru Hari Singh, Gurudhan
Singh have resigned as Members. New Members have been appointed. (Please see "Boards
and Board Membership" below.)
9. The Sikh Dharma Stewardship members ( Gurukirn Kaur, Guruchander Singh, Deva
Singh, Sadasat Singh & Gurucharn Singh) and the SDI Board members (Gurukirn Kaur,
Guruchander Singh, Deva Kaur, Kirn Kaur and Ajai Singh) have all resigned from those
The current Sikh Dharma Worldwide Board and Officers will become the SDI Board and
Officers going forward, and temporarily, will populate the SDS board. As soon as
it is legally advisable, the SDS will be dissolved as an entity. SDW will transfer
its operations back to SDI over the next few months.
Boards and Board Membership
Moving forward, it is the responsibility of the SSSC Board to review all of our
nonprofit and for-profit entities and their respective Boards to ensure that they
are serving the best interests of their corporations.,
In order to insure the smooth transition of our business and dharmic corporations,
some boards needed to have seats filled immediately because of vacancies that were
created as a result of the settlement. The SSSC Board made those board appointments
that were immediately required, and will continue to assess the board membership
The SSSC Board will be enacting policies to insure that the process for becoming
board members for our family of organizations going forward is inclusive and representative.
As previously mentioned, at the closing of the settlement, the UI defendants resigned
from their positions on UI, and before doing so, they appointed a list of persons
selected by the SSSC Board to serve as the new UI board. These members will serve
for a period of six months, until May 2013 (just after the April Khalsa Council
meetings) at which time board membership will be re-evaluated.
The SSSC Board selected a team of 5 individuals from its membership to serve on
the UI Board who are familiar with the litigation and transition elements, and will
be able to work through the detailed transition elements including but not limited
to: article and bylaw revisions, Sangat interaction and communications, interface
and collaboration with all the non-profits, grant proposal management and asset
protection and preservation.
The following persons were appointed to serve as Members on the UI Board for the
next 6 months, until May 2013. Additional persons may be added at the discretion
of the SSSC Board.
1. SS Avtar Hari Singh Khalsa - President
2. SS Dharm Singh Khalsa - Treasurer
3. SS Gurujot Kaur Khalsa - Secretary
4. SS Jai Singh Khalsa
5. SS Siri Vishnu Singh Khalsa
Sikh Dharma Stewardship
As noted above, the current SDS board members have submitted their resignations.
Until the legal and financial consequences of dissolution are assessed, the SDS
board will be temporarily populated with the current members of the Sikh Dharma
Sikh Dharma International
As part of the settlement, the board members of SDI submitted their resignations.
The current members of the Sikh Dharma Worldwide Board will be restored as the
Sikh Dharma International Board. These board members are:
1. Siri Sikdar Sahiba Sardarni Guru Amrit Kaur Khalsa
2. Bhai Sahiba Bibiji Inderjit Kaur Puri
3. MSS Guru Raj Kaur Khalsa
4. MSS Kirtan Singh Khalsa
5. SS Guru Sangat Kaur Khalsa (Brazil)
6. SS Sat Kartar Kaur Khalsa
7. SS Avtar Hari Singh Khalsa
The current officers of Sikh Dharma Worldwide will be restored as the officers of
Sikh Dharma International. These members are:
1. SS Gurujot Kaur Khalsa - Secretary General/CEO
2. SS Amrit Kaur Khalsa - Chancellor
3. SS Guru Kirin Kaur Khalsa - Comptroller General
The operations and work of Sikh Dharma Worldwide will be transitioned to Sikh Dharma
International over the next few months. Communications with the SDI affiliate organizations
will resume as soon as possible to assist with local corporate structure and community
The Khalsa Council will resume its operations after a 3 year suspension. Khalsa
Council membership, procedures and protocols will need to be redefined to reflect
input from the Sangat, and continued discussion and involvement of the Sangat is
For Profit Boards:
1. East West Tea Company Board of Managers - The following members were appointed
to serve on the Board of the EWTC for a period of 6 months to one year.
a. MSS Daya Singh Khalsa, New Mexico
b. MSS Kirtan Singh Khalsa, Los Angeles, CA
c. SS Siri Atma Kaur Khalsa, Los Angeles, CA
d. MSS Nirvair Singh Khalsa, New Mexico
e. Sat Dharm Singh Khalsa, Germany
2. KIIT Board of Managers - The following members were appointed to serve on the
KIIT Board for a period of 6 months to one year:
a. SS Siri Vishnu Singh Khalsa, New York
b. SS Sat Bir Singh Khalsa, Eugene, OR
c. SS Seva Kaur Khalsa, Los Angeles, CA
d. SS Guru Amrit Singh Khalsa, Herndon, VA
e. SS Jai Singh Khalsa, Newton, MA
f. 2 additional members to be determined
3. KIT BV Members (for a period of 6 months to one year):
a. SS Siri Vishnu Singh Khalsa
b. SS Jai Singh Khalsa
c. Dutch legal representative
4. Yogi Tea (European Yogi Tea Company Board)
a. Sat Dharam Singh Khalsa (Germany)
b. MSS Daya Singh Khalsa
c. Keith Bearden (Germany)
5. Teapak (Italian packing facility)
a. Sat Dharam Singh Khalsa (Germany)
b. MSS Daya Singh Khalsa
Amended Articles of Organization and By-laws
At the time of the settlement, the first set of changes to the Articles of Organization
of Unto Infinity LLC were filed with the State of Oregon. Changes will soon be made
to the SSSC Articles and By-laws, which are intended to provide basic checks and
balances to both the SSSC and the UI. Many of these changes have been discussed
by the Sangat over the past 3 years in the SOD meetings and at the Governance group
meetings. Further discussion and revisions can follow, and the involvement of the
Sangat is encouraged as we move forward to improve our governance structures and
1. Amended and Restated Articles of Organization of Unto Infinity, LLC
The Articles of Organization of Unto Infinity were amended and filed with the State
of Oregon. They include the following checks and balances:
* The Sole Member of Unto Infinity is the Siri Singh Sahib Corporation, an Oregon
nonprofit religious corporation.
* The Articles of Organization may be amended, restated or modified from time to
time by the sole member .
2. Unto Infinity, LLC Amended and Restated Operating Agreement
The UI Operating Agreement was amended to include, among other things, the following
checks and balances:
* Unto Infinity LLC will have one member, Siri Singh Sahib Corporation
* The number of managers shall always be at least 5 and not more than 15 members.
* The Managers of UI will be designated by the SSSC Board.
* Vacancies in the UI Board of Managers will be filled by the SSSC Board. The SSSC
Board may remove managers of UI. (UI is no longer self-perpetuating.)
* Minutes of UI meetings and all organizational documents will be maintained by
the UI's secretary and a copy of all documents will also be delivered to the SSSC
Board so the Member may maintain an accurate copy.
* The SSSC Board is required to approve specified transactions, without which the
UI lacks the authority to authorize those transactions.
Additional Mediation Sessions
* A two day mediation has been scheduled by Judge Hogan on Monday and Tuesday, December
17th and 18th with Bibiji and family in Portland.
* A mediation with all parties involved in the case against professionals is scheduled
on December 19th and 20th in Seattle.
This is a very important time for the Dharma and the Sangat. We have the opportunity
to fulfill the legacy and the mission of the Siri Singh Sahib Bhai Sahib Harbhajan
Singh Khalsa Yogiji in elevated consciousness, in humility and in grace. Let us
all work together in devotion and service to deliver our collective destiny and
build the Dharmic vision of the future.
May we be guided by God and Guru as we take on this next chapter of our Dharmic
Blessings to all,
SS Gurujot Kaur Khalsa
Sikh Dharma Worldwide