defended against, in all courts and places whatsoever, in all manner of actions, suits, complaints and causes.

§ 4. The said corporation may have and use a common seal, which they may alter or change at pleasure, and the directors may make, establish and ordain such by-laws, ordinances and regulations, as shall, in their opinion, be necessary for the good government and management of the affairs of said company, and which are not repugnant to the laws and constitution of this state or of the United States.

rances.

§ 5. The said corporation shall have full power and au- Risks and insuthority to take risks and make insurance on vessels and all property laden on board thereof, upon houses and other buildings and the furniture and of the goods therein, and upon all other legal subjects of insurance, and to do all other acts and things necessary and incident to the transaction of a marine and fire insurance business, and to loan their surplus or unemployed capital or money, or personal, real or other securities, at such rates of interest as may be done under the existing laws of this state, or invest the same in stocks. They may also, cause themselves to be insured or reinsured against all or any risks upon which they may have been insured, and also, upon all property of every kind, or any interest therein, owned or held by them, as security or otherwise.

subscriptions.

§ 6. The payment of the stock subscribed for, shall be Payment of stock made by the subscribers respectively at the time and in the manner following, that is to say: At the time of subscribing, there shall be paid on each share, five dollars, and the balance due on each share shall be subject to the call of the directors under such penalties as the board of directors may appoint or order, and shall be secured to be paid on demand, or otherwise, as the said directors shall direct, by approved notes, hypothecated stocks, mortgages on real estate, or other satisfactory security. The corporation created by this law shall not commence business under this law, until at least forty thousand dollars shall have been actually paid in on the stock subscribed, and the residue of said subscriptions secured as above provided.

§ 7. All the corporate powers of said company shall be Election of direcexercised, performed and conducted by a board of directors, tors. consisting of nine persons, who shall be stockholders of said corporation, and citizens of said city. They shall, after the first year, be elected on the first Tuesday of March in each year, at such time and place in said city, as the board of directors for the time being shall appoint, and shall hold their offices for one year and until others shall be chosen to supply their places. Ten days' public notice of said election shall be previously given, and the election shall be held under the inspection of three stockholders, to be appointed by the meeting for that purpose, and shall be made by ballot, by plurality of the stock represented, allowing one vote for

Officers.

Regulations to be

rectors.

every share; and stockholders not personally present, may vote by proxy in writing, directed to the person representing them at each election. In case that it shall happen at any time that an election shall not be made on the day when, pursuant to this act, it ought to have been made, the said corporation shall not, for that cause, be deemed to be dissolved, but it shall and may be lawful, on any other day to make and hold an election of directors, in such manner as shall be regulated by the by-laws and ordinances of said company.

§ 8. The directors of said company shall, as soon as may be, after their election, in each year, elect from their own body a president and vice president, who shall each, respectively, hold office during the aforesaid time, and until others are elected; and in case of the death or resignation of the president, vice president or any director, the vacancy may be filled by the board of directors. In case of the absence of the president, the vice president, and in case of his absence, a president pro tem., appointed by the board, shall have all the power and perform all the duties of the president regularly chosen.

89. The directors may, by the ordinances or by-laws made by the di- of said company, order what number of directors shall constitute a board or quorum and be competent for the transaction of the business of the corporation; and they shall have power, subject to said by-laws, to appoint from their own body one or more persons to act and assist in the performance of the business of the company, with such salaries and allowances as they may think proper, and also to appoint a secretary and such clerks and other servants as they may deem expedient. They shall have power to declare and make dividends of the profits arising from the business of said corporation. But all contracts, certificates, and other instruments in writing, of said company, shall be signed by the president, or in his absence from the city, by the vice president and secretary thereof, or either of them, as may be provided by the by-laws of said company.

Purchase and sale of real estate.

10. The stock of said corporation shall be considered personal property, and shall be assignable and transferable according to such rules and restrictions as the board of directors shall, from time to time, make and establish.

§ 11. The said corporation may purchase, hold, sell and convey, at their pleasure, all such real estate as may be deemed necessary for the transaction of its business, not exceeding at any one time fifty thousand dollars, and to take and hold any real estate, mortgaged or pledged as security for the payment of any debts due or that may become due to it; and also, to purchase and sell, by virtue of any judgment at law, or decree of a court of equity or any trust deed or power of sale or otherwise, and to take and receive any real estate or other property in payment or towards satisfaction of any debt previously due to said corporation and

to hold the same until they can conveniently sell and convert the same into money or other property.

§ 12. The expenses incurred by the commissioners in Expenses. executing duties required by this act shall be paid out of moneys received by them of the subscribers to the capital stock, and may be retained by them for that purpose, and the balance so received shall be paid over to the directors, after they shall have been chosen.

§ 13. All policies of insurance of said company shall be Policies. subscribed by the president, or in case of his absence or death, by the vice president or such other person as may be authorized by the by-laws, and countersigned and sealed by the secretary of said company; and all losses arising under any policy, so subscribed and sealed, may be adjusted and settled by the board of directors or such other person or persons as the board of directors may appoint for such purpose.

§ 14. In case of any loss or losses, whereby the capital Losses. stock of said company may be lessened, before all the installments are paid in, each proprietor or stockholder's estate shall be held accountable for the installments that may remain unpaid on his share or shares at the time of such loss or losses taking place; and no subsequent dividend shall be made until the sum arising from the profits of the business, or by advance of the stockholders to make good said capital stock shall have been added thereto: Provided, that the stockholders shall not be individually liable beyond the amount of stock held by them respectively.

§ 15. The business of the company shall be carried on at Place of business such place in said city of Chicago as the directors shall appoint, or at such places and by such agents, in this and other states, as said company may from time to time appoint.

izing.

§ 16. This charter shall be void and of no effect, unless Time of the company shall organize under it and agreeable to its provisions within ten years after the passage of this act; and this act shall take effect and be in force from and after its passage, and shall continue in force for the term of fifty years, but may, at any time, be altered, amended or repealed by the legislature of the state of Illinois; and after the expiration of the time for which the said corporation is created it shall be lawful to use the corporate name, style and capacity for the final settlement and liquidation of its affairs and accounts, in all cases, and for the sale and disposition of its estate, real and personal.

APPROVED February 20, 1861.

organ

In force February AN ACT to incorporate the Fort Dearborn Insurance Company of the City 20, 1861. of Chicago.

SECTION 1. Be it enacted by the People of the State of Illinois, represented in the General Assembly, That Van H. Higgins, Charles V. Dyer, Fernando Jones, Sylvester Lind, Charles Leib and George Manniere, and their assigns and associates, be and are hereby created a body corporate and Corporate name politic, under the name and style of "The Fort Dearborn Insurance Company," situated at the city of Chicago; and by that name shall have and enjoy all the rights, privileges and immunities that other like incorporations have, and be recognized in all courts of law and equity in this state. The privileges contained and conferred by this act shall continue for twenty years and no longer.

and powers.

§ 2. When the said parties and their associates shall have subscribed one hundred thousand dollars, and shall have paid in, as a company fund, fifty thousand dollars, and organized, by choosing five directors, and those directors shall have chosen one of their number president and appointed a secretary and treasurer, it shall be deemed fully organized, and enjoy the powers herein conferred.

§ 3. The said company shall have power to make insurance and take risks on all kinds of property, both marine and fire, and all such risks as any company have, and charge and receive such premium therefor as may be agreed by and between the parties, either upon mutual or stock principles, or both.

§ 4. The company shall have power to use, invest and loan its surplus funds in or upon stocks, bottomry and respondentia, in or on bonds and mortgages on personal security, at such rates as private persons may legally do by the laws of this state, and may increase its capital stock to five hundred thousand dollars.

5. Said company may establish agencies and do all acts not inconsistent with the constitution and laws of this state and the constitution of the United States, necessary to and for the full use and enjoyment and to carry out the full objects of this bill.

§ 6. Every shareholder in the corporation hereby created, shall be individually liable to the extent of his unpaid stock, for all debts created or made during the time he was such shareholder and for six months after the transfer of his shares, notwithstanding such transfer.

§ 7. This act shall be deemed a public act, and be liberally construed for the purposes therein contained; to take effect from and after its passage.

APPROVED February 20, 1861.

AN ACT to incorporate the Farmers' and Merchants' Insurance Company. In force February

22, 1861.

and powers.

SECTION 1. Be it enacted by the People of the State of Illinois, represented in the General Assembly, That Levi C. Howell, Warren P. Cook, David E. Head, Coleman C. Sympson and W. N. Cline, and all other persons who shall hereafter become members of the corporation hereby created, in the manner herein prescribed, shall be a body politic and corporate, by the name and style of "The Farmers' Corporate name and Merchants' Insurance Company," for the purpose of insuring their farm buildings, dwelling houses, stores, shops and other buildings, household furniture, merchandise and other personal property against loss or damage by fire; and by that name may contract and be contracted with, sue and be sued, appear, prosecute and defend, in any court of record or other court or place whatsoever; and may have and use a common seal; may purchase and hold such real and personal estate as may be necessary to effect the object of their association, and may sell and convey the same at pleasure: Provided, such real estate shall not exceed one Purchase hundred and sixty acres; may make, establish and put in sale of real esexecution such by-laws, ordinances and resolutions, not being contrary to the laws of this state or of the United States, as may be necessary or convenient for their regulation and government, and for the management of their affairs; and do and execute all such acts and things as may be necessary to carry into full effect the provisions of this

act.

§ 2. That all persons who shall at any time be insured in this company, and also their executors, administrators and assigns, shall be members thereof, during the continuance in force of their respective policies, and no longer, and shall at all times be bound by the provisions of this act.

tate.

3. The affairs of this company shall be managed by a Directora board of directors, to consist of not less than five nor more than nine members, as may be regulated by the by-laws of said company. The said directors shall be chosen by ballot, from among the members of this company, and shall hold their respective offices for one year, and until others are chosen; and a majority of the whole board shall constitute a quorum for the transaction of business.

4. The board of directors shall elect a president, vice- oficers. president, secretary and general agent, who shall hold their respective offices for two years, and until others are chosen and have accepted the trust in their stead. The board of directors may also appoint an executive committee, from among their own members; and such committee, when the board is not in session, may exercise all the powers invested in the company, except where the company has, by its bylaws, otherwise provided. The board of directors may also appoint examiners, agents, and such subordinate officers as Agents.

and