1901; William Foster, L. C. Rawson, D. R. Hubbard and E. G. Pratt until the annual meeting in 1902, and C. E. Rawson, L. S. Coffin, A. E. Shipley and F. E. Watkins, until the annual meeting in 1903. Each Director hereafter elected shall hold office for three (3) years. The Board of Directors shall fill all vacancies in their number, or in the officers of this corporation until the next annual meeting, by election.

The Board of Directors shall have power to enact such by-laws, rules and regulations for the transaction of the business of this corporation and the management of its affairs not inconsistent with these Articles of Incorporation or the laws of the State, as may be deemed by them expedient, and to amend and repeal such by-laws, rules and regulations.

ARTICLE IX.

The annual meeting of the members of this corporation for the transaction of business and election of Directors to fill the places of outgoing Directors, shall be held at the home office of this corporation in the City of Des Moines, Iowa, on the third Tuesday of January in each year, beginning at ten o'clock in the forenoon. At every annual meeting and election, and at every special meeting of the members, each member of this corporation shall be entitled to one vote in person or by proxy, for each one thousand dollars of insurance in force on his life.

ARTICLE X.

After each annual election, the Board of Directors shall elect a President, Vice President, Secretary, Treasurer, General Manager, Medical Director and Counsel, and such other officers as they shall deem proper, who shall hold their offices for one year and until their successors are duly elected and qualified, or until such officers are removed by the Board of Directors for cause.

ARTICLE XI.

The present officers of this corporation shall hold their offices until their successors are duly elected and qualified.

ARTICLE XII.

This corporation shall have no capital stock, but shall be purely mutual.

ARTICLE XIII.

Every person to whom a policy of insurance is issued by this corporation, becomes a member thereof, and entitled to all the benefits and advantages to be derived from such membership during the time specified in said policy and as therein stated.

ARTICLE XIV.

These Articles of Incorporation may be altered or amended at any annual meeting of the members of this corporation, or special meeting called for that purpose, and thereafter all members of this corporation shall be governed and bound thereby. If it shall be proposed to amend these Articles of Incorporation at a special meeting, notice of such special meeting and a copy of the proposed amendments shall be mailed to each member at his last known post office address as shown by the books of this corporation, not less than thirty (30) days before the date for which such special meeting is called.

ARTICLE XV.

Nothing contained in these Articles of Incorporation shall be so construed as in any manner interfering with, affecting, changing, modifying, releasing, or discharging any policies of insurance, or liabilities of this corporation to its members and their beneficiaries, or any obligation or liability of any of said members to this corporation.

In testimony whereof we, C. E. Rawson, the President, and L. C. Rawson, the Secretary, of the Des Moines Life Insurance Company, have hereunto set our hands the 16th day of January, A. D. 1900.

C. E. RAWSON,

President.

L. C. RAWSON,

Secretary.

Of the Des Moines Life Insurance Company.

On this 16th day of January, A. D. 1900, before me personally appeared C. E. Rawson, the President, and L. C. Rawson, the Secretary, of The Des Moines Life Insurance Company, to me personally known and also to me personally known to be the President and Secretary, respectively, of the said Company, and acknowledged that the foregoing instrument was signed by them in behalf of the Des Moines Life Insurance Company by the authority of the members of said Des Moines Life Insurance Company in annual meeting, and they acknowledged the said instrument to be the voluntary act and deed of the said Des Moines Life Insurance Company. (Seal) GEO. R. SANDERSON,

Notary Public in and for Polk County, Iowa.
STATE OF IOWA,

OFFICE OF ATTY. GEN'L,

Jan. 16, 1900.

The foregoing Amended and Substituted Articles of Incorporation are hereby approved by me.

The foregoing amended and substituted articles of incorporation are hereby approved by me.

Polk County, Iowa, filed for record, Jan. 16, 1900, at 5-5 o'clock, P. M., and recorded in Book 14, Page 253.

JOHN P. COOK,
Recorder.

State of Iowa-ss.

Filed for record in the office of Secretary of State, Jany. 19th, A. D. 1900, and recorded in Book G-3, Page 77.

G. L. DOBSON,
Secretary of State.
By D. A. HITES
Deputy.

BY-LAWS.

ARTICLE I.

SECTION 1.-Duties of Officers. It shall be the duty of the President to preside at all meetings of the members of the Company and of the Board of Directors; to sign all policies, and countersign all drafts on the Treasurer. He shall have power to convene the Board of Directors at any time when he may deem it expedient, and he shall be required to do so at the request of the Executive Committee, and shall attend to such other business as the Board may direct.

SEC. 2. The Vice-President shall act in the place and discharge all the duties of the President in his absence or inability to act.

SEC. 3. The Secretary shall have supervision of the office, business and accounts, provide all necessary books and have charge of them, and of the valuable papers and documents of the Company, and shall cause a full and accurate account of all the business of the Company to be kept. The Secretary shall also keep a complete record of all meetings of the Company and Board of Directors, issue all drafts drawn on the Treasurer, issue and sign policies of insurance, collect all premiums, and pay to the Treasurer the mortuary and reserve elements of all premiums collected. The Secretary shall also prepare an annual report of the business transacted and a statenient of the financial condition of the Company.

SEC. 4. The Treasurer shall keep a correct account of all monies which may be paid into his hands, and shall

pay out same only on the order of the Secretary, countersigned by the President, and shall perform such other duties as the Board may direct.

SEC. 5. The General Manager shall have the general supervision and charge of the workings of the Company and for the purpose of carrying out the general objects and business of the Company, shall execute all orders and rules for such purposes as may be directed by the Board of Directors or Executive Committee. The General Manager shall be especially charged with the enlargement and increase of the business of the Company and the direction of the agency force, and he shall perform such other duties as the Board may direct.

SEC. 6. The Medical Director shall examine all applications for insurance before a policy is issued. He shall have supervision of the Medical Department of the Company and make all rules necessary for the government of Medical Examiners. All Medical Examiners are to be appointed upon the nomination of the Medical Director.

SEC. 7. It shall be the duty of the Counsel to give such legal advice as may be solicited by the Board of Directors or the officers; to examine all titles or abstracts of title and mortgages of property and securities referred to him and report thereon; to examine all mortuary claims and to transact the legal business of the Company under the direction of the Board of Directors and Executive Committee.

ARTICLE II.

Executive Committee. The Executive Committee shall consist of the President, Secretary and Counsel, whose duties shall be the passing upon all questions and the doing of all acts for the purpose of carrying out the objects of this corporation not otherwise exclusively devolving upon the Board of Directors.

ARTICLE III.

SECTION 1.-Policies. No policy of insurance shall be issued until there has been filed in the Home Office a