Sec.[Section] 1. Be it enacted by the People of the State of Illinois, represented in the General Assembly, That Hart Fellows, Edward Doyle, Adams Dunlap, Joseph Burton, James McCroskey, Josiah Parrott, Daniel V. Dawley, and G. W. P. Maxwell, and their associates, successors and assigns, are hereby incorporated as a body corporate and politic, by the name and style of the “Rushville Insurance Company,” to have continuance for and during the term of fifty years from and after the passage of this act, and by such corporate name and style shall be for the time aforesaid, capable in law and equity, to sue and be sued, plead and be impleaded, answer and be answered unto, defend and be defended in all manner of suits, actions, please, causes, matters, and demands whatsoever, in as full and effectual a manner as any person or persons, bodies corporate and politic may or can do, and may have a common seal, which they may alter or break at pleasure; and may purchase, hold, and convey any real or personal estate for the use of said company: Provided, That said company shall not at any one time hold real estate exceeding the value of five thousand dollars, excepting such as may be taken for debt, or held as collateral security for money due to said company.

Sec. 2. That said company shall have full power and lawful authority to insure all kinds of property against loss or damages by fire or any other cause or risk, to make all kinds of insurance against loss and damages on goods, merchandize, and produce, in the course of transportation or otherwise, whether by land or water, and any vessels or boats wherever they may be; also, to make all kinds of insurance on life or lives, to loan any part of their capital stock on respondentia and bottomry, or on mortgage of real or personal security, and receive such premiums or interest on such loans or mortgages therefore as is provided in this act. Said company may cause themselves to be insured against any loss or risk they may have incurred in the course of their business, and against any maritime or other risk they may have in any vessel, boat, goods, merchandize, or other property by means of any loan or loans which they may have made on respondentia or bottomry, and generally to do and perform all other necessary matters and things connected with and proper to promote the objects of this incorporation: Peovided, That when said company shall loan on mortgage of real estate any portion of their capital stock, they shall not be authorised to charge a higher rate of interest therefor than twelve per cent. (12 per cent.) per annum.

Sec. 3. The capital stock of said company, exclusive of premiums, notes, and profits arising from business shall be fifty thousand dollars, and shall be divided into shares of fifty dollars each, fifty per centum of which shall be paid in money within six months after the directors of said company shall have been chosen, and the residue in money to be paid twenty-five per centum in twelve months, and twenty-five per centum in eighteen months from and after said first meeting, under such penalties as the president and directors may, in their discretion, order and appoint.

Sec. 4. The capital stock of said company may hereafter be increased to any amount not exceeding five hundred thousand dollars, should a majority of the stockholders deem it advisable. And the additional stock so subscribed, and fifty per centum thereof, paid in within six months after the said capital stock shall have been so increased. The stock of said company shall be deemed personal property and assignable and transferrable on the books of the incorporation, but no stockholder indebted to the corporation shall be permitted to make a transfer until such debt be paid or secured to the satisfaction of the directors.

Sec. 5. That Hart Fellows, Edward Doyle, A. Dunlap, Joseph Burton, James McCroskey, Daniel V. Dawley, and J. Parrott, are hereby appointed commissioners to receive subscriptions to the capital stock of said company. Said commissioners, or a majority of them, shall open one or more subscription books for said stock, on such days and at such places as they may deem proper, and keep the same open until the whole of said capital stock shall be subscribed, giving at least twenty days notice of the time and place where such subscription books will be opened. The sum of one dollar shall be paid to said commissioners on each share that may be subscribed; and whenever the whole amount of the capital stock shall be subscribed, said commissioners, or a majority of them, shall call a meeting of the stockholders by giving public notice in some newspaper published in this state, at least fifteen days for the purpose of choosing a board of directors in pursuance of this act, which meeting shall be held in the town of Rushville. And so soon as a board of directors shall be chosen and organized, said commissioners shall deliver the subscription books and the whole amount they may have received on such subscriptions, to the board of directors.

Sec. 6. The stock, property, and all the transactions and business of said company shall be conducted by nine directors, who shall be chosen by the stockholders, by ballot or authorised proxies (each share shall be entitled to one vote,) and shall, at the time of their election and during the time they shall hold the office of directors, be citizens of this state, and holders respectively, of not less

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than ten shares of the capital stock of said company.— Said directors shall hold their office for one year from their election and until their successors shall be elected and qualified. They shall elect one of their own body president, and in case of the death or resignation of any of the said board of directors whereby a vacancy shall occur, it shall be lawful for a majority of the surviving or remaining directors to call a meeting of the stockholders to fill such vacancy.

Sec. 7. The president and four of the directors or five of the directors in the absence of the president shall be a board competent to the transaction of business, and shall have power to make such rules, regulations and by-laws, as to them may seem proper, touching the management and disposition of the property, stock, and effects of said company, and the transfer of stocks, and touching the duties of the several officers and clerks employed by them, and the election of directors and all such matters as appertain to the business of insurance, and shall also have power to appoint a secretary, and to regulate the salaries and wages of all persons in their employ: Provided, Such by-laws and rules are not repugnant to the constitution and laws of this state or of the United States.

Sec. 8. It shall be the duty of the directors of said company at such times as the by-laws thereof shall prescribe, to make dividends of the profits and interest accruing from the business of said company, as to them shall seem meet and proper, and shall lay before the stockholders a particular statement of the profits, if any there be, after deducting losses and dividends, and also such other information relative to the affairs of said company whenever a majority of the stockholders shall require it. And said corporation shall not take any risk, nor subscribe any policy by virtue of this act, until one moiety of the capital stock of said company shall have been actually paid in.

Sec. 9. Said company shall not, directly or indirectly, deal or trade in buying or selling any goods, wares, merchandise, or commodities whatever; and the capital stock of said company, collected at each instalment shall, within six months thereafter, be invested either in real estate of loaned and secured by mortgage of real estate, or on personal security in this state, at such rates of interest as are lawful for individuals to charge and receive in this state: Provided, That it shall not be lawful for any body corporate, bank, or company without the limits of this state to hold any portion of the capital stock of said company; nor shall any body corporate, bank, or company in this state, holding stock of said company, be entitled to vote at any election for directors of said company.

Sec. 10. That in case of any loss or losses taking place which shall be equal to the amount of the capital stock of said company, and the president and directors after knowing of such loss or losses having taken place, shall subscribe to pay any policy of insurance, their estates, jointly and severally shall be accountable for any and every loss which shall take place under policies so subscribed and the estates of the stockholders aforesaid, shall be liable to any losses equal to the amount of said capital stock subscribed and not actually paid in, in all cases of losses exceeding the means of said company, whether they consist of stock paid in, or profits not divided.

Approved 2d March, 1837.