Chap. 291.—An ACT to incorporate the Mutual fire insurance company.
Approved February 9, 1898.

1. Be it enacted by the general assembly of Virginia, That E. A.
Saunders, junior, W. S. Forbes, Warner Moore, W. H. Allison and I. N.
Vaughan, or such of them as may accept the provisions of this act, and
such other persons as are now or may hereafter be associated with
them, their successors and assigns be, and they are hereby, created, con-
stituted and incorporated a body politic and corporate, under the name
and style of Mutual fire insurance company, and by that name shall be
known in law, shall have perpetual succession, and have the power to
contract and be contracted with, to sue and be sued, plead and be im-
pleaded, defend and be defended in all courts, whether in law or in
equity, and may make, have and use a common seal, and the same
break, alter, renew or change at pleasure, and may make, ordain, estab-
lish, alter and amend such by-laws, ordinances and regulations con-
cerning all matters of organization, management and business not herein
specifically provided for as the said company may think proper, and
ecnerally may do every and any act and thing necessary to carry this
act into effect, or to promote the objects and designs of the corporation:
provided, such by-laws, ordinances, regulations or acts be not inconsis-
tent with the laws of the United States or of the state of Virginia.

2. The said company shall be, and it is hereby, empowered and au-
thorized to promote, establish, conduct and maintain the business of a
general insurance company, and may make, execute and issue policies
of insurance on all descriptions of property, real, personal and mixed,
against loss or damage by fire, lightning, tornado, wind, rain, or flood,
and the risk of inland transportation and navigation, or any or either;
and may cause themselves to be reinsured upon the whole or any part
of any risk on which they may have made such insurance. The said
company shall have the power and it is hereby authorized to make, exe-
cute and issue its policies for the said risks for any term that may be

prescribed by its ¢ executive committee or board of directors.
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8. The rates of insurance on any risk undertaken by said company
shall be fixed by its board of directors or its executive committee, either
for each city or town in which there is a local board of directors, or for
the entire business of the said company over the whole state; the said
company may accept the premiums for insurance either inc ash or in
premium notes for such sum or sums of money as may be determined
upon from time to time by the management of said company, and such
premiums shall be payable at such time or times as the executive com-
mittee shall deem requisite for the payment of losses, the expenses of
management or other expenses, and, at the expiration of the term of in-
surance the premium note or notes for such part of the premium as
shall remain unpaid, after deducting all losses or expenses occurring
during the term of the policy for which the note was given, shall be
cancelled, relinquished, and delivered to the maker thereof or his legal
representative. The cash premiums, together with the premium notes,
shall constitute the capital stock of said company. All persons who
shall at any time be insured by and in said company, shall be considered
as and be members or stockholders thereof during the continuance in
force of their respective policies, but no longer, and shall at all times be
bound by the provisions of this act and the by-laws and regulations of

said company. As soon as two hundred and fifty thousand dollars
($250,000.00) of insurance shall have heen subscribed, said persons may
organize as a corporation and proceed to the clection of a president and
one or more vice-presidents, and a general board of not less than five nor
more than nine directors, and may provide for the sclection of such
other officers and adopt such by-laws and resolutions as may be neces-
sary for the control and management of the business and affairs of the
said company, and shall have and exercise all the powers and functions
of a corporation under their charter and the laws of the state.

4. The board of directors of said company shall, immediately after
their election, organize and proceed ts the election ofa general executive
committee of not less than five, nor more than fifteen members, who
shall have the management and control of the n: uning of rates or pre-
miums for insurance, and the said general executive committee shall
have such powers as the board of directors of said company may from
time to time delegate. After the organization of said company as here-
inbefore provided, the general executive committee may thereafter
receive further applications for insurance and shall preseribe and regulate
the amount of insurance and premium on any and every risk which is
offered to said company. No policy-holder of said company shall be
held liable or made responsible for the debts or Habilities of said com-
pany in a sum beyond and greater than any balance due from said
policy-holder, on any premium note or notes during the life of the policy
for which said premium note or notes may huve heen vIVen,

5. The said company may own and hold real estate not to exceed
fifty (50) acres in the state of Virginia, and it is hereby ehpowered
and authorized to sell, lease, convey and encumber the same as may be
necessary and proper for the conduct of its business by deeds of bargain
and sale, deeds of trust and mortgages. The said company, through
its board of directors, may invest, loan and employ the surplus funds
of said company in sch a way and manner as the ‘y may judge the best
interest and welfare of the company may require, may loan money on
real estate security, if necessary, may buy and sell such real estate as
comes into its hands on account of such loans, and may discount nego-
tiable paper, if deemed desirable and proper by its board of directors,
subject to such rules and regulations as may be adopted from time to
time.

6. The principal office of the said company shall be in the city of
ulchmond, state of Virginia, but it may establish branch offices in other
sections of the state of Virginia whenever and wherever it may be
deemed convenient and necessary for the use of said company and the
conduct of its business by its board of directors.

7. All policy-holders of the company shall at all meetings or elections
be entitled to one vote for each policy issued in his name, and a ma-
jority of the policy-holders may enact such by-laws and regulations for
the management and conduct of the affairs and business of said com-
pany as they may deem proper and expedient. The members of the
general board of directors and of the general executive committee shall
be policy-holders of said company, and shall consist of such numbers,
respectively, as may be determined upon. The board of directors shall
be elected at the annual meeting of the stockholders, to be held on such
days as may be named in the by-laws of the company, and shall con-
tinue in office for the term of one year from and after the date of their
election and until their successors shall have been elected and accepted
the duties of their office, and the members of the general executive com-
mittee shall continue in office for a like term, and in case of the death,
resignation or incapacity of any member of the general board of directors
or of the general executive committee during his term of office, then the
said general board of directors shall elect his successor to the said board
or to the said committee, as the case may be, for the unexpired term.
The said company shall have the right to establish local boards of
directors in any other city in this state in which there may be policy-
holders, and the said local boards of directors shall choose from amongst
their own number one or more members of the local executive com-
mittee. Annual meetings of the said company shall be held in their
office in the city of Richmond at least once a year, or oftener if called
upon by policy-holders representing one-tenth of the amount of in-
surance in force and carried by the company at the time of such call.

8. It shall be lawful for said company, and it is hereby authorized
and empowered, to borrow money, make, execute, issue, and sell or
negotiate its bonds from time to time for such sums and on such terms
and for such price as its general board of directors may deem expedient
and proper for any of the purposes of said company, and may secure
the payment of said bonds by mortgages or deeds of trust upon all or
anv portion of its property, real, personal or mixed, including its fran-
chise to be a corporation, and it may, as the business of the company
shall require, sell, lease, convey, and encumber the same. The said
company shall have the right to lend, or otherwise invest, its accumulated
funds or surplus; to purchase and own the shares or bonds of any other
company or corporation, and to sell, or otherwise dispose of the same
at its pleasure.

9. The general board of directors of said company may levy an assess-
ment upon the premium notes held by said company at any time they
deem it necessary for the payment of losses and expenses, and the mem
bers or policy holders of the said company shall be, and they are hereby
bound to pay their proportion of all losses and expenses happening anc
occurring during the time for which their policies were issued and ir
force to the amount of their premium notes and no more. Wheneve
any assessment is made upon any premium note given to said company
and the maker thereof shall refuse or neglect for thirty days after notice
of such assessment to pay the amount so assessed by the said company,
said notice having been given in the manner prescribed by the by-laws
of said company, then his, her, or their policy or policies, shall be nul.
and void, and have no effect until such payment is made and accepted
by said company.

10. In all suits by or against said company any member or policy-
holder thereof shall be a competent witness unless disqualified by law.

11. The general board of directors of said company may divide the
whole or any part of the profits arising from the business of the said
company with the policy-holders thereof, on such terms as the said
board may judge the interests and welfare of the said company may
require, and after all losses and expenses which have been incurred by
said company have been discharged and paid.

12. Whenever the said company shall exercise the powers and privi-
leges conferred by this act, it shall be liable to the same taxes as may
be imposed by law upon similar corporations, and all taxes, debts or
other demands against it which may become due to the commonwealth
of Virginia shall be paid in lawful money of the United States.

13. This act shall be in force from and after its passage.