Sec.[Section] 1. Be it enacted by the people of the State of Illinois, represented in the General Assembly, That there shall be established in the town of Mount Carmel an Insurance

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Company, to be called the “Mount Carmel Marine and Fire Insurance Company.

Sec. 2. All such persons as shall hereafter be stockholders of said company, shall be, and they are hereby declared to be, a body politic and corporate, by the name and style of the “Mount Carmel Marine and Fire Insurance Company,” and to continue for thirty years from and after the passage of this act, and by that corporate name and style shall be competent to contract and be contracted with, and be capable in law and equity to sue and be sued, to plead and be impleaded, answer and be answered unto, defend and be defended, in all courts and places, and in all matters whatsoever.

Sec. 3. The said corporation may have and use a common seal, which they may alter, change, or break, at pleasure; and may also make and establish, and put into execution, such by-laws, ordinances and regulations, as shall in their opinion be necessary for the good government of the said corporation; the prudent and efficient management of its affairs; the election and regulation of the duties of its several officers, and such other matters as may be necessary and proper; Provided, That said by-laws shall in no wise be contrary to this act of incorporation, or the constitution of this State, or of the United States.

Sec. 4. The capital stock of the said company shall be one hundred thousand dollars, to be divided into shares of one hundred dollars each, to be paid in such instalments as the directors chosen under this act, may from time to time direct, under such penalties as the said directors may, in their discretion, appoint and order. The said capital stock may hereafter be increased to an amount not exceeding five hundred thousand dollars, in the discretion of a majority of the directors of the said corporation, to be subscribed for and taken under the direction and superintendence of the president and directors of said corporation, or a majority of them, by any person choosing to subscribe for the same, in the manner to be provided for by the by-laws of the corporation. The stock of the said corporation shall be deemed personal estate, and shall be assignable and transferrable according to such rules and regulations as shall be adopted by the directors in that behalf, in the by-laws and ordinances thereof.

Sec. 5. The corporation hereby created shall have power and athority to make marine insurance upon vessels, boats, rafts, goods and merchandize, produce, freight, moneys, bottomry, respondentia, interest, and on all marine risks, and inland navigation and transportation, and against all losses by fire, of any buildings or houses whatsoever, and vessels, and boats on stocks, bridges and oth-

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er mechanical structures; and they may cause themselves to be re-insured against any maritime and other risks upon which they have made insurance; and upon the interest which said corporation may have in any vessel, boat, goods, merchandize, produce or houses, or other buildings, in virtue of any loans, made upon such property, whether on bottomry and respondentia, or otherwise, on such terms and conditions as may be agreed upon by the parties; and to fix the premiums and terms of payment, and demand, collect, and receive the same.

Sec. 6. All policies of insurance made by the corporation shall be subscribed by the president, or in case of his death or absence, by the vice president, 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 president and board of directors.

Sec. 7. The said corporation, by the president and directors, may, at their option, vest the capital stock of the said corporation in the capital stock of any State, or incorporated bank, trust company, or public funds of the United States, or of any State of the Union; or they may loan the same to companies or individuals, on bottomry, bond, note, mortgage of real estate, or other satisfactory security, at their discretion, at a rate of interest not exceeding that now allowed by law.

Sec. 8. The said corporation may purchase and hold such real estate as may be deemed necessary for the transactions of its business, the purchase money of which shall not exceed, in the whole, twenty thousand dollars; and to take and hold any real estate as securities mortgaged and pledged to the said corporation, to secure the payment of any debt, in any manner due, or to become due to the said corporation; and also to purchase on sales made by virtue of any judgment at law, or any decree of a court of equity, or otherwise to take and receive any real estate in payment, or towards satisfaction of any debt previously contracted or due the said corporation, and to hold the same until it can be conveniently and advantageously disposed of without loss to the said corporation; and shall have power to lease, sell and convey, said real estate, or any part thereof.

Sec. 9. Hiram Bell, Joshua Beall, William T. Page, Thomas S. Hinde, Abner Armstrong, William Eldridge, Moses Bedell, Ezra Baker Jr. M. D., Powhatan H. Bogwell, Philip W. Quinton and Scoby Stuart, are hereby appointed commissioners for superintending subscriptions to said capital stock; and the said commissioners, or a majority of them, shall open one or more subscription books for

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said stock, on the first Monday in April next, or as soon thereafter as practicable and convenient, at the court house in Mount Carmel, and shall receive subscriptions from all persons desirous of subscribing to said stock, and shall continue the said books open from time to time, until the whole amount shall be subscribed, when the same shall be closed. One dollar on each share shall be paid to the commissioners, or satisfactorily secured, to be paid to the board of directors at the time of subscribing, when a certificate of such subscription and payment shall be given to the person subscribing, signed by at least three of said commissioners; Provided, however, That if the books for subscriptions to stock shall not be opened on the said first Monday in April, ten days notice shall be given by a majority of the said commissioners, of the time and place of opening the same.

Sec. 10. The stock, property, and concerns, of the said corporation, shall be managed and conducted by thirteen directors, who shall hold their offices for one year and until others shall be chosen and qualified, and no longer, and shall at the time of their election, be citizens of this State, and holders respectively of not less than ten shares of the capital stock of the said company.

Sec. 11. The first election of directors under this act shall be held at such time and place, in the town of Mount Carmel, as a majority of the said commissioners shall direct, or in default of such direction, then it shall be competent for the subscribers to fix upon the time of said election, at the court-house in Mount Carmel, by a majority of shares subscribed for. Any three or more of the said commissioners, are hereby appointed inspectors of said election, if the said commissioners shall be present, and if not, then any three subscribers may be chosen to act as said inspectors; and the directors elected at the first election shall hold their offices until the first Monday in January thereafter, and until their successors are elected and qualified.

Sec. 12. The directors for every subsequent year shall be elected on the first Monday in each year, at such time in the day, and at such place in Mount Carmel, and under the direction of such persons as a majority of the directors for the time being shall appoint, by a resolution, to be entered on their minutes.

Sec. 13. All elections shall be by ballot, allowing one vote to each share of the capital stock; and the thirteen persons who shall have the greatest number of votes shall be directors; and if at any election two or more persons shall have an equal number of votes, so as to leave their election undecided, then the directors who shall have been

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duly elected, shall decide by lot which of said persons, so having an equal number of votes, shall be director or directors, so as to complete the whole number; and whenever any vacancy shall happen in the office of directors, president or vice president, the same shall be filled in such manner as shall be provided by the by-laws; and if by reason of any neglect or accident, the said election shall not be held on the day herein prescribed, the same may be held on some other day, within six months thereafter, in such manner as the by-laws shall direct. Absent stockolders, at any election, may vote by proxy authorized in writing; and each share shall entitle the holder to one vote.

Sec. 14. The directors, when elected, shall meet as soon as may be after the election, and by a majority of the whole board, shall choose out of their number a president, who shall be sworn or affirmed faithfully to discharge the duties of his office, and shall preside for one year, and until another person shall be chosen in his stead, and also a vice president, for the same term. They shall have power to appoint a secretary, and all subordinate officers of the said corporation; fix their compensation; define their powers, and prescribe their duties; who shall give such bond, in such penal sum, with such condition, and with scuh security, as the directors shall prescribe, and hold their offices during the pleasure of a majority of said directors.

Sec. 15. The president or vice president, and any six of the directors, shall be a board competent to the transaction of business, and all questions shall be decided by a majority of the votes, to be given viva voce.

Sec. 16. The president and directors shall cause the capital stock of the said corporation to be paid in, or secured to be paid in by instalments, whenever the transactions of the company shall or may, in the opinion of the board, require the same to be done; and all such securities for the payment of instalments on the capital stocks, shall be by mortgage on real estate worth double the amount of the sum to be secured, exclusive of perishable improvements thereupon, which said payment of instalment shall be paid, or secured to be paid, as the case may require, in such manner, and at such time, as the president and directors shall agree upon and direct; and in default of any such payment being paid, or secured to be paid, as may be demanded by the president and directors, the person so refusing or neglecting to pay, or secure to be paid, the said instalment, shall forfeit all former payments, made or secured to be made, on the share or shares so neglected, for the use of the corporation; and the president and directors may proceed to sell said share or shares, to the

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highest bidder thereof, under such regulations as the by-laws may direct.

Sec. 17. The books of the corporation, exhibiting the situation of the affairs thereof, shall be opened at the regular office of the company, during office hours, for the inspection of any person who shall have been insured in any manner by the said corporation.

Sec. 18. It shall be the duty of the directors of said company, at such time as the by-laws thereof shall prescribe, to make dividends of so much of their interest, arising from their capital stock, and the profits of the said company; but the money received, and notes and bonds taken for premiums on risk, which shall be undetermined and outstanding at the time of making such dividends, shall not be considered as a part of the profits of the said company; Provided, That no stockholder who shall be in arrears to the said company, for any instalment or otherwise, shall not be entitled to receive his dividend of the profits, but the same shall be retained and passed to the credit of the said stockholder, or the share or shares of capital stock upon which any such arrearages are unpaid; and in case of any loss or losses, whereby the capital stock of said company shall be lessened, no subsequent dividend shall be made until the sum arising from the profits of the business of the said company, equal to such diminution, shall have been added to the capitol stock; and once in every three years, and oftener if required by a majority of the votes of the stockholders, allowing one vote for each share; the directors shall lay before the stockholders, at a general meeting, an exact and particular statement of the affairs of the company, and of the profits, if any there be, after deducting losses and dividends.

Sec. 19. No one risk taken by the said corporation shall exceed one-tenth of the amount of their capital stock paid in or secured to be paid in, as provided for by this act; and in case of there being any one risk or risks, so taken by the corporation, over and above one-tenth of the amount of capital stock paid in or secured to be paid in, as aforesaid, the directors under whose administration the same were taken, shall be liable, jointly and severally, in their individual capacity, for all losses which may happen on account of such risks.

Sec. 20. That in case of any loss or losses taking place which shall be equal to the amount of the capital stock of the said company, paid in or secured to be paid in, and the president and directors, after knowing of such loss or losses having taken place, shall subscribe to any policy of insurance, their estate, jointly and severally, shall be accountable for any and every loss which shall take place under policies so subscribed.

Sec. 21. This act is hereby declared to be a public act, and shall be liberally construed for every purpose herein contained, and shall be in force from and after its passage.

Approved 2d March, 1837.