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 Pekin, in the county of Tazewell, an insurance company, to be called “The Tazewell Commercial and Fire Insurance Company.”

Sec. 2. All such persons as shall become stockholders, their successors and assigns, are hereby incorporated as a body corporate and politic, by the name and style aforesaid, to have continuance for and during the term of twenty-five years from and after the passage of this act; and 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, pleas, causes, matters, and demands whatsoever, in as full and effectual a manner as any person, body corporate or 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 estate or personal property for the use of said company: Provided, That the said company shall not, at any one time, hold real estate exceeding the sum of twenty thousand dollars, excepting such as may be taken for debt, or held as collateral security for money due to said company.

Sec. 3. The said company shall have full power and lawful authority to insure all kinds of property against loss or damage by fire or any other cause or risk; to make all kinds of insurance against loss and damage on goods, merchandize, and produce, in the course of transportation or otherwise, whether by land or water, and on any vessel or boats whatever they may be; to loan any part of their capital stock on respondentia or bottomry, or on mortgage of real estate, and to receive such interest therefor as is provided for by 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 upon the interest they may have in any vessels, boats, goods, merchandize, or other property, by means of any loan or loans which they may have on respondentia or bottomry; and generally to do and perform all other necessary matters and things connected

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with, and to promote the objects of their incorporation: Provided, That where said company shall loan out, on mortgage of real estate, any portion of their capital stock, they shall not be authorized to receive a higher rate of interest than ten per centum per annum.

Sec. 4. The capital stock of said company, exclusive of 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 good and lawful currency of the United States, or of this State, within the first six months after the directors and company shall have been chosen; and the residue at such times and in such instalments as the president and board of directors may call for the same, under such penalties and forfeitures as the president and directors may order and direct.

Sec. 5. The capital stock of said company may hereafter be increased to an amount not exceeding two hundred thousand dollars, should a majority of the stockholders deem it advisable; which additional stocks shall be subscribed for under the direction of the president and directors of said company; fifty per centum of such increased capital stock shall be paid in within the first six months after the same has been subscribed: Provided, however, That the capital stock of said company shall not be increased until the whole of the original stock is paid in. The stock of said company shall be deemed personal property, assignable and transferable on the books of the corporation; but no stockholders, 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. 6. David C. Alexander, Oliver Lindley, Spencer Field, Samuel Pilsberry, and Charles Oakley, are hereby appointed commissioners to receive subscriptions to the capital stock of said company. Said commissioners shall open one or more books for subscription to said stock, on such days and at such places as they may deem proper, and keep the same open until the whole of the capital stock of said company shall have been subscribed for, giving at least twenty days’ notice of the time and place when such subscription books will be open. The sum of one dollar on each share shall be paid to the said commissioners at the time of subscribing; and whenever the whole amount of capital stock shall be subscribed for, 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, of at least thirty days, for the purpose of choosing a board of directors in pursuance of this act; which meeting shall be held in the town of Pekin: Provided, That each share of stock shall be entitled to one vote, which may be given either in person or by proxy; and so soon as a board of directors are elected and organized, the said commissioners shall deliver over the subscription books,

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and the whole amount of money they may have received on subscription, to the said board of directors.

Sec. 7. 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. Said directors, at the time of their election and during their continuance in office, shall be citizens of this State, and holders, respectively, of capital stock of said company. Said directors shall hold their office for one year from the time of their election, and until their successors are elected and qualified. They shall elect one of their own body president; and, in case of the death or resignation of any one of said board, whereby a vacancy shall occur, it shall be lawful for a majority of the surviving directors to appoint some person from among the stockholders of said company to fill such vacancy, who shall hold their office until the next annual election.

Sec. 8. The president and four other directors (or five of the directors during the absence of the president) shall constitute a board competent to do and transact business, and shall have power to make such rules, regulations, and by-laws as to them may seem needful and proper, touching the management and disposition of the property, stock, and effects of said company, and the transfer of stock, 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 salary and pay of such persons as shall be in their employment: Provided such by-laws are not repugnant to the laws of this State or the United States.

Sec. 9. 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 company shall not take any risk, nor subscribe any policy by virtue of this act, until one-half of the capital stock of said company shall have been paid in.

Sec. 10. Said company shall not, directly nor indirectly, deal or trade in buying or selling any goods, wares, or merchandize, or other commodities whatever. The capital stock of said company collected at each instalment shall, within six months thereafter, be invested either in bank stock of the State Bank of Illinois or Bank of Illinois, or loaned on bond, and secured by mortgage on real estate in this State, at such rates of interest as is lawful for individuals to charge in this State.

Sec. 11. In case of any loss or losses taking place which shall be equal to the capital stock of said company, and the president and directors, after knowing of said loss or losses having taken place, shall subscribe any policy of insurance, their estate, jointly or severally, shall be accountable for any and every loss which shall take place under policies so subscribed; and the estate of the stockholders as aforesaid shall be liable to any losses, equal to the amount of said stock subscribed and not paid in, in all cases of losses exceeding the means of said company, whether they consist of stock paid in or profits not divided.

Sec. 12. The said company shall not be permitted to insure on any one risk an amount exceeding ten per centum of the capital actually paid in, and secured to be paid in upon the call of the president and directors of said company; nor shall they be permitted to loan to any one individual or company an amount exceeding eight per centum of the capital so paid in.

Sec. 13. So soon as the capital stock of this company shall have been paid in according to the terms of this charter, it shall be the duty of the president and directors thereof to make oath, before some justice of the peace, that said money is paid in as the capital stock of said company, and for no other purpose whatever; and the oath, certified by said justice of the peace, shall be filed in the office of the clerk of the county commissioners’ court of Tazewell county.

Approved, March 2, 1839.