Chap. 41.—An ACT to incorporate the American Ministers Life Insurance Com-
pany.

Approved December 21, 1901.

1. Be it enacted by the general assembly of Virginia, That A. 8S.
Buford, J. J. Lafferty, W. H. Wefner, H. J. Buchanan, C. W. Owens,
38 ACTS OF ASSEMBLY.

and such other persons as may be hereafter associated with them, their
successors and assigns, be, and they are hereby, constituted a body politic
and corporate by the name of the American Ministers Life Insurance
Company, and by that name shall have perpetual succession and a com-
mon seal, which they may alter or amend or renew at their pleasure, and
may sue and be sued, implead and be impleaded, contract and be con-
tracted with, purchase, hold, and grant estates, real and personal, and
generally shall have, enjoy, and exercise all the rights, privileges, and
powers, and shall be subject to all the restrictions imposed by the laws of
this State upon corporations of like character. The principal office of
the company shall be in the city of Richmond.

2. The capital stock of the said company shall not be less than five
thousand dollars, and not more than twenty-five thousand dollars, to be
divided into shares of the par value of twenty-five dollars. _

3. The above-named incorporators, or any three of them, shall have
power to open books for subscriptions to the capital stock of said com-
pany at such times and places, with or without notice, as they may deter-
mine, and as soon as the minimum amount of capital stock shall have
been subscribed they may at any time thereafter, as they may: deem beet,
call. a meeting of subscribers, with or without publication of notice, and
organize acompany. The management of the affairs of the company shall
be vested in a board of five directors, to be elected by the stockholders.
The number of directors which shall constitute said board may be in-
creased or diminished at any time by the stockholders of the company in
general mecting. From time to time the board of directors may increase
the capital stock until the maximum shall have been issued, but said
additional stock shall not be issued at less than par value; and in case
of any increase, as herein provided, the stockholders shall be entitled to
a pro rata share of said increase upon payment of the price at which it.is
offered, in accordance with the terms prescribed by the board.

The board of directors may at any time after two years from the date
of the organization of the company, should they deem it to the best in-
terest of the company, retire so much of the capital stock, upon any plan
which shall be deemed just and equitable to all the stockholders, as may
be necessary to reduce the amount of capital stock to five thousand dol-
lars outstanding.

4. After the first year the board of directors shall be elected annually
by the stockholders on the second Monday in J anuary of each year, or or
any day to which the stockholders may adjourn, and they shall elect from
their number after the first mecting of the board after their election, and
after all like subsequent elections, a president and one vice-president. The
board shall also have the power to elect a secretary and general manager,
and to appoint and employ such other officers, clerks, and agents as th
business of said company may require; to fix the compensation to be al.
lowed all officers, clerks, and agents, and to enact and adopt such by-laws
rules, and regulations for the management of the affairs of the compan)
as they may deem best, and which are not. inconsistent with t ision:
of this charter or the laws of this State. h the provision:

5. This company shall have the power to make insuranee upon the live.
»f individuals, and every insurance appertaining thereto or connected
therewith ; execute trusts, make endowments, and grant, purchase, or dis-
pose of annuities. The insurance business of the company shall be con-
ducted upon such plans and under such conditions and regulations as
may be adopted by the board of directors, or authorized in the by-laws of
the company, not inconsistent with the laws of Virginia. The board of
directors may determine the rates of premiums and terms of insurance
and sum to be insured.

6. The board of directors may from time to time, out of the net earn-
ings of the company, declare a dividend upon the capital stock of the
company then outstanding, such dividend to be paid to the stockholders
at such times and in such manner as the board of directors may direct.

7. That all taxes and other demands due the Commonwealth by said
company shall be paid in lawful money of the United States, and not in
coupons.

8. This act shall be in force from its passage.