Chap. 836.—An ACT to incorporate the protective insurance company of
Virginia.

Approved March 6, 1900.

1. Be it enacted by the general assembly of Virginia, That C. W.
Williams, J. Richard Jeter, Thomas Davant, junior, E. L. Wool, and
H. Junker, and such other persons as may be associated with them,
and their successors, be, and they are hereby, made and constituted a
body politic and corporate, under the name of the protective insurance
company of Virginia, and by that name and style shall have perpetual
succession and a common seal, which it may alter and amend at pleasure,
sue and be sued, contract and be contracted with, make, ordain, estab-
lish, alter, or amend by-laws and regulations concerning all matters of
organization and business not herein specifically provided for to carry
this act into effect or to promote the objects and designs of the cor-
poration, and be generally invested with all the rights and privileges
appertaining to incorporated companies under the laws of Virginia.

2. The capital stock shall not be less than ten thousand dollars nor
more than twenty-five thousand dollars, which said stock shall be divided
into shares of the par value of one hundred dollars each. The said
stock shall be deemed personal property, and shall be transferred on
the books of the company in such manner as may be prescribed by the
directors. and each share of stock shall be entitled to one vote at all
the meetings of the stockholders.

3. The said company is authorized to do a general insurance business.
and may insure dwelling houses, stores, and all kinds of buildings and
their contents, household furniture, boats and other vessels, produce,
merchandise, and other property, cargoes of freight of railroad cars,
boats or other vessels against damage or loss bv fire, lightning, wind-
storms, tornadoes. and all dangers of the sea, and to effect reinsurance
on any risk taken bv it, and to reinsure risks taken by other com-
panies lawfully permitted to do business of similar or like character,
either while within the bounds of this state, or in transitu in or to
other states or countries. To inspect risks, make surveys thereof, fix
and establish charges and rates of insurance, change same from time to
time, publish, promulgate and dispose of same to any company author-
ized to do a fire or tornado insurance business in the state of Virginia.

4. The principal office of the company shall be located in Richmond,
Virginia, and branch offices may be located at such other places as the
board of directors may from time to time determine.

5. The management of said company shall be vested in a board of
directors composed of five members, with the right to increase their
number should the stockholders in general meeting, representing the
majority of the stock, so decide. The directors shall be elected annually
by the stockholders in the general meeting. The president and all
other officers shall be elected by the board of directors, which shall also
fill all vacancies occurring in its own body.

6. A majority of the incorporators named in the first section of this
act may open books of subscriptions to said stock, and the same may be
subscribed for at such times, in such manner, as a majority of the corpo-
rators named in the first section of this act may determine. As soon as
the minimum amount of the capital stock shall have been subscribed
there shall be a meeting of the subscribers for the purpose of organizing
the company and electing a president and board of directors. There-
after subscriptions may be taken to the capital stock by the board of
directors as the said board may determine.

%. The said company is hereby authorized and empowered, upon a
vote of the majority of the stockholders in meeting assembled to sell
or lease or consolidate and merge its privileges, properties, rights, works,
and franchises with those of any other company now chartered, or which
may be hereafter chartered and in such manner and upon such terms
under its own name or the name of such other company or any other
name as the stockholders of the several companies so consolidated may
agree upon. In the event of the consolidation above mentioned, the
said company is hereby authorized to receive as part of the terms thereof
and consideration for such consolidation, so much of the stocks and
bonds of such consolidated company, as may be provided in the agree-
ment of consolidation, and may use, hold, or otherwise dispose of such
stocks and bonds as it may deem proper. The consolidation and merger
of such companies, and the organization of such consolidated com-
pany, shall be deemed as taken as final and complete so soon as the
agreement of such consolidation fixing the terms, name, and consolida-
tions thereof, and the organization of the consolidated companies shall
be lodged in the clerk’s office of the circuit court of the city of Rich-
mond, Virginia; and the said consolidated companies, under whatever
name may be so agreed upon, shall thereupon be, and it hereby is,
invested and clothed with all the powers, rights, privileges, franchises,
and properties of consolidated companies as fully and completely as if
the same had been transferred by deed, including the power to issue and
use such an amount of its stock and bonds as may be necessary to carry
out the terms of such agreement of consolidation. "

8. All acts and parts of acts inconsistent with this act are hereby
repealed. :

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