An act to Incorporate the Springfield Marine and Fire Insurance Company.
Sec[Section] 1st Be it enacted by the People of the State of Illinois represented in the General assembly, That there shall be established in the City of Springfield an Insurance Company to be called the Springfield Marine and Fire Insurance Company.
Sec 2nd. All such persons as shall hereafter be stockholders of said Company shall be, and they are hereby declared to be a body corporate and politic by the
name and style of the Springfield Marine and Fire Insurance Company, and to continue thirty years from and after the passage of this act, and by that
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 in all matters whatsoever.
Sec 3rd 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
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put in execution such bye laws ordinances and regulations as Shall in their opinion
be necessary for the good government of said Corporation and the prudent and efficient management of its affairs no bye-laws ordinances and
regulations of the same shall be in any-wise contrary to the constitution and laws
of the United States or of this State.
Sec 4th. The capital stock of said company shall be One hundred thousand Dollars to be divided into Shares of Fifty 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 President and 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 said incorporation to be subscribed for and taken under the direction and superintendance of the President and Directors aforesaid or by any person or persons duly appointed
by a majority of said Directors, in the same manner as is provided for the subscription
to the original capital Stock. The Stock of said Corporation shall be assignable and transferable according to such rules as shall be adopted
in that behalf by the bye-laws and ordinances
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thereof
^X^ Sec 5th. The Corporation hereby created shall have power and authority to make Marine Insurance upon vessels,
goods and merchandise, freight, monies, bottomry, respondentia, interest and on all
marine risks and inland navigation and transportation, and against all losses by fire
of any building or houses whatsoever, and vessels on the stocks and also to receive
monies on deposite and to loan the same on bottomry and respondentia or otherwise at such rates of interest
as may now, or hereafter be done by the existing laws of this State, and they may also cause themselves to be reinsured against any maratime risks upon which they have made insurance, and upon the interest which they may have,
in any vessels goods or merchandise or houses in virtue of any such insurance whether
on bottomry, respondentia or otherwise on such terms or conditions as may be agreed
upon by the parties and to fix the premiums and terms of payment.
Sec 6the. All policies of Insurance by them made shall be subscribed by the President
or in case of his death or absence, by the Vice President and
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countersigned and sealed by the Secretary, of said Company, and all losses arising under any policies so subscribed and sealed may be adjusted
and settled by the President and board of Directors.
Sec 7th The said corporation shall not take any risk nor subscribe any policy by virtue of this act until one
fourth part of the Capital stock thereof shall have been actually paid in. The said
Company shall not directly nor indirectly deal or trade in buying or selling any goods, wares
or merchandi[se] whatsoever, but the President and Directors may at their option vest the Capital
stock of Said Corporation in the Stock of any incorporated Bank, Trust Company or public funds of the United
States or any State in the Union. They shall have power also to loan to any citizen
of this State any portion of the Capital Stock not exceeding ten thousand Dollars to one individual
on bottomry bond mortgage of real estate or other satisfactory security at their discretion,
at such rate of interest or discount, (according to Bank usage ) of discounts) as any individual is now or may hereafter be authorized to loan by
contract.
Sec 8 The said Corporation may purchase and
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hold such real Estate as may be deemed necessary for the transaction of its business,
and an amount at any time not exceeding thirty thousand Dollars and to take and hold
any Real Estate or securities mortgaged or ^X^ pledged of the said Corporation to secure the payment of any debt due or to become due, to it. 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 to the Corporation and to hold the same until they can conveniently, and advantageously sell and convert
the same into money or other personal property, and to sell and convey said real Estate
or any part thereof
Sec 9. John Taylor, Robert Irwin, James Adams, John Williams, S. R. Opdycke, are hereby appointed Commissioners for superintending subscriptions to said Capital
Stock and the said commissioners are or a majority of them shall open one or more subscription books for said stock on
the Monday of in the year of our Lord one thousand Eight hundred and forty one, in the City of
Springfield, (and such other places as they may think
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proper) or any other time and place by giving twenty days notice of the time and place,
in the news-papers published in the City of Springfield, and the sum of two Dollars on each share subscribed for shall be paid to said commissioners
at the time of making such subscriptions; the books may be closed whenever the whole
of said, Stock shall be subscribed and whenever a Board of Directors shall be duly
Elected, the said Commissioners shall deliver over to said Board of Directors said
books and shall pay over to said board the whole amount of money by them respectively
or jointly received except so much as shall be retained for the expenses incurred
by them in executing the duties imposed on them by this act, Provi
Sec 10. In case of the death, resignation or absence of any of the Commissioners named
in this act of incorporation it shall and may be lawful for any three of them to form a quorum, and proceed to
business whose duties shall be the same in the premises as those prescribed to the
whole of said Commissioners by this act of incorporation named and their acts as such
shall be legal.
Sec 11 The Stock, property and concerns of said
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incorporation shall be managed and conducted by seven Directors, who shall ^be^ chosen by the stock holders of said Company1 under the superintendance of the commissioners or a majority of them, and who shall hold their offices for
one year and
until
the
same
or
^unless^ others shall be chosen, ^before the expiration of that time^ and who 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 said
Company.
Sec 12 The Directors for every subsequent year shall be Elected on the first Monday of
May in Each year at such time of the day and at such place within the City of Springfield, 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 seven 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 have been duly Elected
shall proceed by
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ballot and by a plurality determine 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 for the office of President, or Vice President or directors from death or other cause such vacancy shall be filled
for the remainder of the year in which it shall happen by the Directors for the time
being or a majority of them. The said commissioners as provided for by this Act to
superintend Elections, shall certify under their hands and seals the persons Elected,
and deliver such certificates to the persons so Elected or to some one of them, and
if through any unavoidable accident said Directors should not be chosen on the first
Monday as aforesaid it shall be lawful to choose them on any other day in the manner
herein provided.
Sec 14. The Directors when chosen shall meet as soon as may be after every election and
shall choose out of their number a President who shall be sworn or affirmed faithfully
to discharge the duties of the office and shall preside for one year
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and until another person is chosen in his stead; and also a Vice President for the
same time; they shall have power to appoint a Secretary and all subordinate officers
of said corporation, fix their compensation, define their power and prescribe their duties. who shall
give such bond and in such penal sums with such conditions and with such securities
as the Directors shall prescribe, and hold their several officers during the pleasure
of a majority of said directors.
Sec 15. The President or Vice President and four of the Directors shall be compete[n]t to the transaction of business and all questions shall be decided by a majority
of votes
Sec 16. The President and Directors of said Company shall previous to subscribing any Polic[y], and once in each year publish in two of the news papers printed in this State the amount of the Capital Stock.
Sec 17. The Legislature of this State shall never pass any law retarding or obstructing or in any wise suspending the collection
of any debt or debts due said Corporation.
Sec 18. It shall be the duty of the Directors of
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said Company at such times as the bye laws thereof shall prescribe to make dividends of so much
of their interest and profits arising from the capital stock of said Company as to them shall appear advisable, and in case of any loss or losses whereby the
Capital stock of said Company shall be lessened before all instalments are paid in, each proprietors or stockholders
Estate shall be held accountable for the instalments that may remain unpaid on his
^or her^ 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
additional instalments on the Capital stock sh[a]ll be paid said Company Equal to such diminution, and once in every three years and oftener if required by
a majority of the votes of the Stockholders, the Directors shall lay before the stockholders
at a general meeting an exact and particular statement of the profits if any there
be, after deducting losses and dividends
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Sec 19. This act is hereby declared to be a public ^act^ and shall take effect from and after its passage, and shall be liberally construed
for every purpose herein contained.
Sec 20. Nothing in this act contained shall confer on said corporation the privilege of issuing notes similar to Bank notes for the purpose of a circulating
medium but nothing herein shall be so construed as to prohibit buying and selling
Bills of Exchange.
Sec 21. 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 hav[ing] taken place shall subscribe to any policy of Insur[a]nce, 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 stockholders
as aforesaid shall be liable for 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.
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Sec 22. This charter shall be void and of no effect unless the Stock be subscribed and
the company shall commence operations agreeably to the Provisions thereof within two years after
the passage of this act.
Sec 23. The said Corporation shall pay one fourth of one per cent, on its Capital [St]ock paid in, into the State Treasury, annually [a]fter commencing business, which sum shall be in lieu of all other taxes.
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[ docketing
]
No
128
[ docketing
]
[01]/[22]/[1841]
[01]/[22]/[1841]
2 Incorpt[Incorporation]
Handwritten Document, 14 page(s), Folder 326, SB 130, GA Session 12-2,
Illinois State Archives (Springfield, IL),