Pre-Effective Amendment to Registration Statement for a Separate Account (Unit Investment Trust) — Form N-4
Filing Table of Contents
Document/Exhibit Description Pages Size
1: N-4/A Pre-Effective Amendment to Registration Statement 75 374K
for a Separate Account (Unit Investment
Trust)
2: EX-1 Underwriting Agreement 3 12K
3: EX-3 Articles of Incorporation/Organization or By-Laws 5 17K
4: EX-4 Instrument Defining the Rights of Security Holders 46 217K
5: EX-5 Opinion re: Legality 6± 24K
6: EX-8 Opinion re: Tax Matters 20 56K
7: EX-9 Voting Trust Agreement 2± 10K
8: EX-15 Letter re: Unaudited Interim Financial Information 1 10K
EX-1 — Underwriting Agreement
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AMERICAN MATURITY LIFE INSURANCE COMPANY
UNANIMOUS WRITTEN CONSENT
OF THE
BOARD OF DIRECTORS
THE UNDERSIGNED, being all of the members of the Board of Directors of
AMERICAN MATURITY LIFE INSURANCE COMPANY (the "Company"), hereby adopt the
following resolutions in accordance with Section 33-749 of the Connecticut
Business Corporation Act, such resolutions to have the same force and effect as
if duly adopted at a meeting of the Board of Directors duly called and held for
such purpose.
ESTABLISHMENT OF SEPARATE ACCOUNT ONE:
WHEREAS, Section 38a-433 of Connecticut General Statutes permits a
domestic life insurance company to establish one or more separate
accounts; and
WHEREAS, the Company desires to establish a separate account pursuant
to the aforementioned Section 38a-433 in connection with the offer and
sale of certain flexible premium variable annuity contracts (the
"Contracts");
NOW, THEREFORE, BE IT
RESOLVED, that the Company hereby establishes a separate account, to be
initially designated "Separate Account One" (hereinafter, the "Separate
Account"), to which the Company will allocate such amounts as may be
required in connection with the Contracts in accordance with Section
38a-433 and such other laws and regulations as may be applicable; and
be it further
RESOLVED, that consistent with the provisions of Section 38a-433, the
income, gains and losses, realized or unrealized, from assets allocated
to the Separate Account shall be credited to or charged against the
Separate Account, without regard to income, gains or losses of the
Company; and be it further
RESOLVED, that each Contract issued by the Company shall provide, in
effect, that the portion of the assets of the Separate Account equal to
the reserves and other contract liabilities with respect to such
account shall not be chargeable with liabilities arising out of any
other business the Company may conduct; and be it further
RESOLVED, that the appropriate officers of the Company, and each of
them, with full power to act without the others, be and hereby are
severally authorized and directed to take all actions that, in their
sole discretion, may be necessary or desirable from time to time: (i)
to establish and designate one or more investment divisions of the
Separate Account; (ii) to redesignate or eliminate any such investment
division; (iii) to change or modify the designation of the Separate
Account to any other desirable and appropriate designation; (iv) to
establish, amend, modify or change in accordance with applicable law
and regulation the terms and conditions pursuant to which interests in
the Separate Account will be sold to contract owners; (v) to establish,
amend, modify or change such procedures, standards and other
arrangements as may be necessary or appropriate for the operation of
the Separate Account; and (vi) with advice of counsel, to comply with
the requirements of such laws and regulations as may be applicable to
the establishment and operation of the Separate Account; and be it
further
RESOLVED, that the Company be, and hereby is, authorized to submit one
or more Applications for Orders of Exemption (the "Application") or any
similar application, along with any amendments thereto, to the United
States Securities and Exchange Commission requesting exemption from
certain provisions of the Investment Company Act of 1940, as amended,
and be it further
RESOLVED, that the appropriate officers of the Company, and each of
them, with full power to act without the others, be and hereby are
severally authorized and directed to prepare, execute, deliver and
file, in the name of and on behalf of the Company, any and all such
agreements, applications, certificates and other documents and
instruments, including, but not limited to, the Application, and to
take such further action as they may deem necessary or desirable to
carry out the purposes and intent of the foregoing resolutions; and be
it further
RESOLVED, that this Consent may be executed in any number of
counterparts, and each counterpart hereof shall be deemed to be an
original instrument, and all such counterparts shall constitute but one
Consent.
IN WITNESS WHEREOF, the undersigned have executed this Consent as of
July 19th, 2002, the effective date of this Consent.
/S/ David T. Foy /S/ Stephen T. Joyce
------------------------------------ ------------------------------------
David T. Foy Stephen T. Joyce
/S/ Thomas M. Marra /S/ Joseph J. Noto
------------------------------------ ------------------------------------
Thomas M. Marra Joseph J. Noto
/S/ Christine Hayer Repasy /S/ John C. Walters
------------------------------------ ------------------------------------
Christine Hayer Repasy John C. Walters
/S/ David M. Znamierowski
------------------------------------
David M. Znamierowski
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