Page images
PDF
EPUB

Hubbell, Isaac Cooper, J. M. Tuttle, J. C. Jordon, P. M. Cassady, J. B. Stewart, Peter Myers, R. L. Tidrick, Hoyt Sherman, Wesley Redhead, W. W. Williamson, J. S. Polk, F. R. West, H. L. Whitman; and they shall hold office until their successors shall be elected or appointed pursuant to the provisions herein contained.

ARTICLE VII.

The executive officers of the corporation shall be a President, Vice President and Secretary, to be elected as follows to wit: the Board of Trustees shall, immediately after the adjournment of each annual meeting of the stockholders, elect from their own number a President, Vice President and Secretary, who shall respectively hold their offices for the term of one year, and until their successors are elected and qualified.

Any vacancy occurring in the office of President, Vice President or Secretary, shall be filled by the Board, and any officer so elected shall hold his office until the annual meeting of the stockholders first occurring after such vacancy, and until his successor is elected and qualified.

ARTICLE VIII.

Special meetings of the stockholders may be held at any time upon ten days' notice mailed to the address of each stockholder, as shown by the books of the company. Such special meetings may be called either by the President or by three trustees, and upon deposit of such call with the Secretary, he shall issue and mail the notices above prescribed.

ARTICLE IX.

The Board of Trustees shall hold such meetings whether regular or special, as may be provided for in the by-laws and five of the trustees elected shall constitute a quorum for the transaction of business.

ARTICLE X.

The fiscal year of the company shall commence on and with the 1st day of January, and shall terminate on and with the 31st day of December of each and every year.

ARTICLE XI.

The funds of the corporation, however arising, shall be invested as directed by the Board of Trustees, subject, however, to the limitations and provisions of the laws of the State of Iowa.

ARTICLE XII.

The private property of the stockholders shall not, in any event, be subject to the debts of the company.

ARTICLE XIII.

This company commenced business on the 25th day of January, 1867, has continued such business till this date, and its period of existence is hereby renewed and extended for fifty years from the 25th day of January, 1887, and it shall be further renewed from time to time, in accordance with the provisions of the statute in such cases made and provided.

ARTICLE XIV.

The corporation shall not become indebted to an amount exceeding two-thirds of its capital stock, save and except with respect to risks of insurance.

ARTICLE XV.

The capital stock of the corporation shall be transferable only upon the books of the company, and the Board of Trustees shall prescribe in the by-laws the time for opening and closing the transfer book, and the terms and conditions under which transfers shall be made.

ARTICLE XVI.

These articles of incorporation may be amended at any annual or special meeting of the stockholders, by the votes of the holders of and owners of two-thirds of the capital stock of the corporation, provided that if it is proposed. to amend the same at any special meeting of the stockholders, a copy of the proposed amendment or amendments shall be mailed to each stockholder as his address appears upon the books of the company, with the notice calling such meeting.

BY-LAWS.

ARTICLE I.

The seal of the company shall be a circular die containing the following inscription, to-wit: Equitable Life Insurance Company, of Iowa.

I.

ARTICLE II.

SECTION 1. The regular meeting of the Board of Trustees shall be held at the office of the company in the City of Des Moines, on the first Tuesday after the first Monday in January of each year, at 4 o'clock P. M. Said meeting shall be held for the purpose of electing officers as prescribed in the articles of incorporation, and for appointing such other officers as may be deemed necessary and convenient to carry on the business of the company, and for transacting such other business as may be required. SEC. 2. Special meetings of the Board of Trustees may be called by the President or Vice President or three

trustees.

ARTICLE III.

SECTION 1. The President, or, in his absence, the Vice President, or, in the absence of both, a Trustee, elected by a majority of a quorum present, shall preside at all meetings of the Board of Trustees and five members of the board shall constitute a quorum for the transaction of business.

ARTICLE IV.

SECTION 1. It shall be the duty of the President or the Vice President, as the case may be, the Secretary, Actuary, Superintendent of Agencies and Executive Committee to annually, during the month of January, in each year, make report to the Board of Trustees of the work of the company during the preceding year, so far as it devolved respectively upon them, and, when completed, the President, Vice President or Secretary shall call a special meeting of the board to consider and act upon such reports.

ARTICLE V.

SECTION 1. The President, Vice President and Secretary shall constitute an Executive Committee, whose duty it shall be under the direction of the Board of Trustees to manage the business and affairs of the company. Said Executive Committee shall have power and authority co-extensive with the Board of Trustees when the board is not in session, except so far as the articles of incorporation require certain duties to be performed by the trustees themselves. Among its powers and duties shall be the following: It shall adjust all losses, invest the funds of the company, make loans, and do such other business as the Board of Trustees may direct. It shall appoint all clerks, agents and other employees and shall have power to remove them at any time. It shall have authority to fix salaries and all its acts and transactions not disapproved or rescinded or annulled shall be held and taken to be approved and confirmed by the Board of Trustees.

SEC. 2. Said Executive Committee shall meet daily if the business of the company requires it, and a majority of said committee shall constitute a quorum for the transaction of business.

ARTICLE VI.

SECTION 1. The President shall have the general direction and superintendence of the affairs of the company, and in all cases in which the duties of the subordinate officers, agents and employees of the company are not especially prescribed by the by-laws or resolutions of the Board of Trustees or Executive Committee, they shall obey the orders and instructions of the President.

SEC. 2. He shall have charge of the corporate seal and shall have power to affix the same to all instruments requiring it. He shall have authority to transfer stocks, satisfy mortgages, execute deeds and sign policies. He shall have charge of all the valuable papers and other property belonging to the company.

SEC. 3. He shall give security for the faithful performance of the duties of his office in a bond in the sum

of twenty-five thousand dollars, his sureties to be approved by the Executive Committee; and every bond so taken shall be so drawn as to remain in force until a new bond be substituted and approved by said committee.

ARTICLE VII.

SECTION I. The Vice President shall perform such appropriate acts and duties as may be assigned to him by the Board of Trustees or Executive Committee or the President. In the absence, or in the event of the inability of the President to act, or upon his written request, the Vice President shall be invested with all the powers and authority, and shall perform all the acts and functions of the President as are now or may be hereafter set out in the by-laws, or according to the established practice of the company; and shall continue so to act in the stead of the President until formally relieved by the President in writing.

SEC. 2. He shall give security for the faithful performance of the duties of his office in the sum of Ten Thousand Dollars, his bond to be approved in the same manner and subject to the same conditions as that of the President.

ARTICLE VIII.

SECTION I. The Secretary shall keep full minutes of the proceedings of the stockholders at all of their meetings. Also of the proceedings of the Board of Trustees and of the acts of the Executive Committee; and shall enter such minutes in books kept for that purpose. He shall see that all proper books of accounts are kept, policy and loan registers, and such other books and registers as may be necessary for keeping full and accurate accounts and records of the transactions of the company. He shall have authority to transfer stocks, satisfy mortgages, and sign policies. He shall be prepared at all times to furnish policy holders such information as they may need for the proper understanding of the affairs of the company; and shall perform such other acts and duties as may be re

« PreviousContinue »