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                                                                     EXHIBIT 3.1

         This is a fair and accurate English translation of the original
         By-laws of Triple-S Management Corporation which are in Spanish

                                     BY-LAWS
                                       OF
                         TRIPLE-S MANAGEMENT CORPORATION

                                    CHAPTER 1

1-1   The Incorporators of "Triple-S Management Corporation" adopt these By-laws
      which will regulate the Corporation's proceedings and will rule the
      administration of its business.

1-2   The By-laws approved herein shall be submitted to the shareholders, who
      may adopt, amend or repeal them.

                         CHAPTER 2 - BOARD OF DIRECTORS

2-1   The Board of Directors is made up of nineteen (19) members.

                          CHAPTER 3 - CAPITAL IN STOCKS

3-1   The Corporation may issue up to twelve thousand five hundred (12,500)
      shares of common stock with a par value of Forty Dollars ($40).

3-2   The Corporation will use a circular seal measuring 1-7/8 in diameter with
      the name "Triple-S Management Corporation" around its circumference.

                            CHAPTER 4 - ON THE SHARES

The Incorporators declare and agree, and is established in these By-laws, that,
the following provisions are established with the purpose of creating, defining,
limiting and managing the rights and privileges of the shareholders:

4-1   SALE OF SHARES

      A.    No person may own more than twenty-one (21) shares, or five percent
            (5%) or more, of the Corporation's voting shares issued and
            outstanding.

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      B.    The sales of shares will be exclusively limited to physicians and
            dentists. However, organizations such as hospitals, laboratories,
            and the College of Dental Surgeons of Puerto Rico, who had
            originally acquired shares of Triple-S, Inc., may continue as
            stockholders of Triple-S Management Corporation, with all the
            rights. In addition, the members of the Board of Directors who
            represent the community will be Shareholders as long as they remain
            on the Board.

      C.    The members of the Board of Directors who represent the community,
            as long as they remain as members of the Board, will receive one
            share of the Corporation, free of charge, with the single purpose of
            qualifying them for the position of Director of the Corporation.
            Said community representatives shall return the qualifying share
            that had received when their duties as Directors of the Corporation
            end.

4-2   The Corporation will have the right of first refusal in the event of a
      sale, donation, or any other sale or cession of the shares of the
      Corporation. Any Shareholder who wishes to sell, donate, or in any other
      way sell or cede his/her shares of the Corporation, must first offer
      his/her shares to the Corporation in writing. The Corporation shall then
      purchase said shares from the Shareholder for the same price he/she paid
      for them. However, in the event that the shares were donated or inherited
      through a will, or in any other way, to a person who is (1) a descendant
      of the Shareholder and (2) a physician or a dentist, then said person
      shall have the right to hold up to a maximum 21 shares.

4-3   SHAREHOLDER LISTING

      The Secretary of the Corporation shall keep, or ensure the keeping of, a
      complete and exact register, in alphabetical order, of all the
      shareholders, including their address and, the number of votes each
      Shareholder holds, in the offices of the Corporation. Said register shall
      be readily available and during working hours, and shall be available for
      inspection by any Shareholder, particularly, ten (10) days before a
      Shareholders Meeting, and when any other shareholder meeting is being
      held.

      The Corporation's register will constitute the only acceptable evidence to
      determine which Shareholders have the right to inspect the Corporation's
      Shareholders Register, the books of the Corporation, and to determine
      which Shareholders have the right to vote in person or by proxy during any
      meeting or shareholders meeting.

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                        CHAPTER 5 - SHAREHOLDER MEETINGS

5.1   ANNUAL MEETING

      The Annual Meeting of Shareholders of Triple-S Management Corporation will
      be held at the Corporation's main office or at any other place in Puerto
      Rico as determined by the Board of Directors from time to time, at the
      place indicated in the Notice of Meeting, at 9:00 am, on the last Sunday
      in April of each year or, as an exception, at such other date which is
      closest to the last Sunday of the month of April as determined by the
      Board due to any legal requirement applicable to the Corporation. The
      purpose of the Meeting will be to fill any vacancies of the Board of
      Directors, receive and consider reports from officials regarding the
      business of the Corporation, and resolve any other matters that are
      properly submitted for consideration. However, neither the Articles of
      Incorporation nor the By-laws may be amended unless the shareholders, who
      have the right to vote at the meeting, have been previously notified that
      among the matters that are being considered at the meeting are amendments
      to the Articles of Incorporation and By-laws.

5-2   SPECIAL MEETINGS

      The Chairman of the Board of Directors, a majority of the Board of
      Directors, or Shareholders who hold 25% of the registered voting shares
      can call special shareholders meetings to be held at the place and time
      established by the notice of meeting, and for the purposes expressed
      therein. The meetings (special shareholders meetings) should be notified
      no less than ten (10) days or more than thirty (30) days before said
      meeting. The special meetings must be notified in the same manner as
      annual meetings.

5-3   NOTICE OF MEETINGS

      The notices for every annual meeting of the Shareholders shall be given to
      each Shareholder entitled to vote, by delivering the same personally, or
      by mailing such notice to him, at the address which appears on the records
      of the Corporation during a period of no less than twenty (20) and no more
      than sixty (60) days prior to the meeting. Along with this notice, all
      Shareholders will receive copies of the Corporation and its subsidiaries'
      consolidated financial statements. The notice shall indicate the place and
      the date the meeting will be held, and the matter or matters to be
      considered during the Meeting.

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5-4   NOTICE - SUBSTITUTE

      If the directors and officers of the Corporation should refrain from
      calling and celebrating, at its designated time, an Annual Meeting, five
      Shareholders may call for and celebrate said Meeting as required in these
      By-laws. In case an officer does not attend said Meeting, one of the
      Shareholders present may be elected to substitute, provisionally, said
      officer. Decisions made at the Meeting will be valid, as if made at an
      Annual Meeting, and will be registered in the corporate books of the
      Corporation.

5-5   QUORUM

      Notice to attend annual and special meetings will be sent to all
      shareholders whose names appear in the Corporate Registry, twenty (20)
      days prior to the meeting date. At the annual or special meetings, a
      majority of the voting shares issued and outstanding shall constitute a
      quorum; and if at the appointed time quorum is not reached, the meeting
      will be postponed for a half hour, after which one third (1/3) of the
      voting shares issued and outstanding will constitute a quorum. If quorum
      is not reached, a new Meeting shall be scheduled thirty (30) days hence,
      where one-third (1/3) of the voting shares issued and outstanding will
      constitute a quorum. If a quorum is not reached pursuant to the
      regulation, as many new Meetings as necessary may be scheduled, with the
      same one-third (1/3) requirement.

                            CHAPTER 6 - VOTING RIGHT

6-1   Each shareholder shall, at every Meeting, be entitled to as many votes as
      shares are registered in his name in the books of the Corporation. The
      shareholder may vote in person or, if absent, by proxy or by certified
      mail. No vote sent by mail or by proxy will be valid unless issued with
      the shareholder's signature, and it is received before the Meeting, for
      which it is destined, begins. No proxy will be valid after its expiration
      date.

6-2   ACCUMULATED VOTE - PROHIBITION

      The accumulative vote, as states in the Puerto Rico Corporate General Law
      or any other law, regulation or provision, is expressly prohibited.

6-3   Any proxy designated by a registered shareholder must be a shareholder or
      a participating physician or dentist.

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                              CHAPTER 7 - ELECTIONS

7-1   BOARD OF DIRECTORS - ELECTION

      A.    The election of members to the Board of Directors will take place at
            the duly notified Annual Meeting of Shareholders by ballot. The
            members elected each year will be those necessary to complete the
            nineteen (19) Directors.

            The directors will be elected by a majority of votes of the shares
            issued and outstanding with the right to vote and who are
            represented in person or by proxy at the Meeting.

      B.    The Board of Directors is divided into three groups, plus the
            President of the Corporation. The first is made up of five (5)
            directors, the second group is composed of six (6) directors, and
            the third group is made up of seven (7) directors. The terms of the
            groups will be placed at intervals, therefore, the term of the first
            group of directors will end in the Shareholders Annual Meeting in
            the year 2005; the term of the second group of directors will end in
            the Shareholders Annual Meeting in the year 2006 and the term of the
            third group of directors will end in the Shareholders Annual Meeting
            in the year 2007.

      C.    The term each group member, subsequently elected at the Shareholders
            Annual Assembly, will occupy at his elected hold office will be
            three (3) years. Every director will continue with his duties until
            his/her heir is duly elected and in possession of his office. No
            Director, except the Corporation's President, while fulfilling his
            duties, may be elected for more than three (3) terms or serve for
            more than nine (9) years. The President of the Corporation, who is
            also a member of the Board of Directors, is excluded from the before
            mentioned groups.

      D.    In order to achieve uniformity in the composition of the number of
            directors for each group, as stated herein, in April 2001 a director
            will be elected for a one year term only, from April 2001 to April
            2002. With the sole purpose of following the group intervals, the
            requirement of three (3) terms or nine (9) years may be obviated in
            order for a person to serve this single one-year term. In the case
            of the first members of the Board of Directors, the time computation
            will take into account the period in which the director fulfilled
            his duties in Triple-S, Inc. until the fusion with Triple-S Salud.

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7-2   DIRECTORS' REQUIREMENTS

      In order to be a Director in the Corporation, every person must at least
      meet the following requirements:

      A.    Never have declared fraudulent bankruptcy, voluntary or involuntary,
            nor granted a fraudulent general cession in benefit of creditors.

      B.    Should never have been convicted of a crime of moral deprivation.

      C.    Should not be a director or officer of a bank, a savings and loans
            association, an institution engaged in the business of receiving
            deposits and lending money in Puerto Rico or any entity or
            corporation in which any of the institutions referred to herein have
            a direct or indirect substantial economic interest or the
            relationship of owner, subsidiary or affiliate or any entity or
            corporation which owns, directly or indirectly, substantial economic
            interest in any of the said institutions, except that the person can
            fulfill his duties as director or officer of a financial holding
            company or a depository institution with whom an insurance company
            affiliated to the corporation has a relationship, directly or
            indirectly, as owner, subsidiary or affiliate.

      D.    In the case of directors who are physicians or dentists, they should
            be active participants in the Subsidiary of Triple-S, Inc., and have
            been so for at least two (2) years prior to their nomination as
            directors in the Corporation.

                              CHAPTER 8 - DIRECTORS

8-1   BOARD OF DIRECTORS - POWERS

      A.    The Board of Directors will be composed of nineteen (19) members
            elected by the Shareholders at the meeting, or by the Board of
            Directors in case of vacancies, and will exercise the corporation's
            powers and the management of its business in accordance with the
            Puerto Rico General Corporations Law, the Articles of Incorporation
            and By-laws of the Corporation, as well as the guidelines issued by
            the Shareholders of the Corporation.

      B.    The power to manage the Corporation's affairs may only be exercised
            when the Directors of the Corporation act as a Board, duly
            constituted, as a Committee of the Board or by express delegation
            from the Board.

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      C.    In order to become a Director of the Corporation, you must be a
            Shareholder of the Corporation.

      D.    The decisions taken by a majority of the Directors present at a
            meeting of the Board of Directors, where a quorum is constituted,
            will be considered as acts of the Board of Directors as if those
            decisions were considered and accepted by all of the Directors of
            the Board.

      E.    Of the nineteen (19) members of the Board of Directors, ten (10)
            must be representatives of the community and/or subscribers and not
            medical doctors or dentists.

      F.    Board Meetings

            1.    The Board must celebrate at least one annual meeting before
                  the Annual Meeting of Shareholders and any regular and special
                  meetings the Board determines to be necessary.

            2.    The Board will meet each month, unless special circumstances
                  force the Chairperson of the Board to change it. The Secretary
                  will notify the Directors in writing the date of said
                  meetings.

            3.    The Chairperson of the Board of Directors may convene
                  extraordinary meetings of the Board to be held at the place,
                  date, and time established in the notice to the meeting and
                  for the purposes expressed therein.

            4.    In addition, the Chairperson of the Board of Directors will
                  have the obligation to convene the Board of Directors when
                  requested by five (5) members of the Board, ten (10) days
                  after such request is made.

      G.    A majority of the total number of Directors will constitute a
            quorum.

8-2   VACANCIES IN THE BOARD - PROCEDURE TO FILL THE VACANCIES

      The vacancies of the Board due to resignation, death, disability which
      impedes the execution of their functions, or destitution of any director
      before the expiration of their term, will be filled by the vote of the
      majority of the Directors present in a Board meeting, convened for these
      purposes, after the quorum is constituted. The person elected to fill the
      vacancy will serve the rest of the term of the person who is being
      substituted and may be reelected for two (2) additional successive terms.

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8-3   ACTS OF THE BOARD OF DIRECTORS - REFERENDUM

      Except for a provision stating the contrary in the Articles of
      Incorporation or the General Corporations Law, any action or agreement
      required or permitted to be taken in any meeting of the Board of Directors
      or any of its committees, may be executed without the need of a meeting if
      all of the members of the Board of Directors or the Committee, as the case
      may be, approve of it in writing and said written approval or approvals
      are submitted and incorporated in the minutes of the meetings of the Board
      of Directors or the Committee.

8-4   OFFICERS

      The officers will be a Chairperson, a Vice Chairman, a Treasurer, an
      Assistant Treasurer, a Secretary and an Assistant Secretary. The Board of
      Directors will elect these officers, which will meet the requirements,
      will have the powers and duties and will serve during the terms
      established herein.

8-5   THE CHAIRPERSON OF THE BOARD OF DIRECTORS

      The Chairperson of the Board of Directors will preside over the
      Shareholders Meetings, the meeting of the Board of Directors, and will
      assume the duties and responsibilities conferred by the Board of
      Directors. Among the main duties and responsibilities of the Chairperson
      are the following:

      A.    Represent the Corporation in the name of the Board of Directors in
            those official acts which he/she will have to attend and will
            maintain the relationships with the Shareholders of the Corporation
            and the governmental authorities as part of his/her duties.

      B.    Appoint the Directors who are to be members of the Finance
            Committee, except for its Committee Chair, and the Resolutions and
            Regulations Committee of the Board of Directors, unless otherwise
            provided in these By-laws.

      C.    Be a member of all of the Committees of the Board of Directors, if
            he/she complies with the independence criteria adopted and approved
            by the Board of Directors.

      D.    Represent the Corporation at the Shareholders Meetings of the
            Subsidiary Corporations.

      E.    Recommend to the Board of Directors for their consideration, the
            creation of committees which are not expressly recognized in the
            By-laws and Regulations, according to the needs of the Corporation.

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      F.    Inform the Board of Directors about his/her official affairs by
            virtue of his/her duties and responsibilities.

      G.    Assume all other duties and responsibilities that from time to time
            are conferred by the Board of Directors.

      H.    Convene any extraordinary meetings of the Board of Directors that
            he/she may deem necessary.

8-6   THE VICE CHAIRMAN

      In the absence of the Chairman, or if the Chairman is unable to act as
      such, the Vice Chairman will assume the duties and faculties of the
      Chairman.

8-7   THE SECRETARY

      The Secretary will take an oath to loyally carry out the duties of his/her
      office and will make sure that the minute books of the Corporation are
      duly maintained and will note or cause to be noted the actions of the
      Board of Directors and the Shareholders Assemblies and the voting therein.
      He/she will issue the necessary certificates and will be responsible for
      the corporate seal. He/she will be responsible for making sure that the
      registry of all of the shareholders and the Articles of Incorporation, the
      By-laws and the certified Regulations are safely kept at the principal
      offices of the Corporation. In addition, he/she will certify the official
      acts of the Board of Directors.

8-8   THE ASSISTANT SECRETARY

      The Assistant Secretary will assume, in the absence or if the Secretary is
      unable to perform his/her duties, all of the duties and faculties
      conferred upon the Secretary.

8-9   THE TREASURER

      The Treasurer will make sure that the securities and the money of the
      Corporation is duly received and guarded, and that the disbursements are
      only made according to duly approved and certified resolutions of the
      Board of Directors. He/she will make sure that the investment policies of
      the Corporation observe the security, liquidity and yield criteria, in
      that order. He/she will preside over the Finance Committee of the Board.
      In addition, the Treasurer will make sure that the accounting books and
      registers are located in the principal offices of the Corporation. The
      Corporation's accounting will follow general accepted accounting
      principles.

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8-10  THE ASSISTANT TREASURER

      The Assistant Treasurer will assume, in the absence or if the Treasurer is
      unable to perform his/her duties, all of the duties and faculties
      conferred upon the Treasurer.

8-11  COMMITTEES

      The permanent Committees of the Board of Directors will be classified
      according to their nature and the importance of their duties, as well as
      the responsibilities delegated to each Committee, and the impact of its
      tasks in the operation and results of the Corporation. In compliance with
      the above, the "Core Committees" will be the Corporate Governance
      Committee, the Audit Committee, the Nominations Committee, the
      Compensation Committee, and the Finance Committee.

      A.    CORPORATE GOVERNANCE COMMITTEE

            The Board of Directors shall appoint at least five (5) Directors to
            this Committee, one of which shall be the Chairperson of the Board,
            who shall be the Committee's Chair.

            Each Director that is a member of the Committee shall comply with
            the independence requirements that have been adopted and approved by
            the Board of Directors.

            The members of the Committee shall meet at least once a year and as
            many times as deemed necessary. The decisions of the Corporate
            Governance Committee shall be by a majority of the Directors present
            at each meeting.

            The Committee's main responsibilities will be to:

            1.    Examine the best practices of good corporate governance and
                  ensure that the Corporation complies with said practices. The
                  corporate governance structure:

                  a.    Establishes the distribution of the rights and
                        responsibilities among the different constituents of the
                        Corporation: the Board of Directors, Management,
                        Shareholders, and any other constituent.

                  b.    Sets up the rules and procedures in order to make
                        corporate decisions.

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            2.    Advise the Boards of Directors of the Corporation and its
                  Subsidiary Corporations, as well as their respective Chairs,
                  about the best practices of corporate governance and the
                  conduct of the Directors.

            3.    Provide to the Directors of the Corporation with orientation
                  and educational mechanisms that are relevant and pertinent to
                  their duties and responsibilities in the Corporation.

      B.    AUDIT COMMITTEE

            The Board of Directors shall appoint at least five (5) Directors to
            this Committee.

            Each Director that is a member of the Committee shall comply with
            the independence requirements that have been adopted and approved by
            the Board of Directors.

            The Chair of this Committee shall be appointed by the Directors that
            are members of the Committee.

            This Committee shall meet at least once every three months and as
            many times as deemed necessary. The decisions of the Audit Committee
            shall be by a majority of the Directors present at each meeting.

            The Committee's main responsibilities will be to:

            1.    Review and ensure that the Corporation and its Subsidiary
                  Corporations have an adequate internal control structure to
                  safeguard the assets, generate reliable financial information,
                  and assure the compliance with applicable laws and
                  regulations.

            2.    Review the activities performed by the Internal Audit Office
                  of the Corporation.

            3.    Appoint or terminate the engagement with the external
                  auditors.

            4.    Review the results of the audits performed by the regulatory
                  agencies.

            5.    Review the consolidated financial reports of the Corporation
                  to be issued or filed with regulatory agencies.

            6.    Review and judge the annual report prepared by the external
                  auditors.

            7.    Appoint or terminate the Director of the Internal Audit
                  Office.

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      C.    NOMINATIONS COMMITTEE

            The Board of Directors shall appoint at least seven (7) members of
            the Board of Directors to this Committee, one of which shall be the
            Chairperson of the Board.

            Each Director that is a member of the Committee shall comply with
            the independence requirements that have been adopted and approved by
            the Board of Directors.

            The Chair of this Committee shall be appointed by the Directors who
            are members of the Committee.

            The Committee shall meet at least once a year and as many times as
            deemed necessary. The decisions of the Nominations Committee shall
            be by a majority of the Directors present at each meeting.

            The Committee's main responsibilities will be to:

            1.    Recommend to the Board of Directors the best qualified
                  candidates that can be members of the Board of Directors and
                  fill any vacancy that arises therein.

            2.    Develop and periodically review the qualities that any
                  candidate to be named to the Board of Directors should have.

            3.    Recommend to the Board of Directors the best qualified
                  candidates to occupy the position of President of the
                  Corporation.

            4.    Evaluate annually, or as often as deemed appropriate, the
                  Directors' performance pursuant to the criteria and objectives
                  that, from time to time, the Board of Directors establishes.

      D.    COMPENSATION COMMITTEE

            The Board of Directors shall appoint at least five (5) Directors of
            the Board of Directors to this Committee.

            Each Director that is a member of the Committee shall comply with
            the independence requirements that have been adopted and approved by
            the Board of Directors.

            The Chair of this Committee shall be appointed by the Directors who
            are members of the Committee.

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            The Committee shall meet at least once a year and as many times as
            deemed necessary. The decisions of the Compensation Committee shall
            be by a majority of the Directors present at each meeting.

            The Committee's main responsibilities will be to:

            1.    Develop, recommend, and review the compensation policies for
                  the Executive Officers of the Corporation and its Subsidiary
                  Corporations.

            2.    Recommend to the Board of Directors the compensation for the
                  Executive Officers of the Corporation and its Subsidiary
                  Corporations.

            3.    Recommend to the Boards of Directors of the Corporation and
                  its Subsidiary Corporations those changes to the compensation
                  levels of the Directors of the Corporation and its Subsidiary
                  Corporations that are deemed necessary.

            4.    Develop an annual report regarding the compensation of the
                  Board of Directors and the Executive Officers of the
                  Corporation and its Subsidiary Corporations, pursuant to the
                  applicable laws and regulations.

      E.    FINANCE COMMITTEE

            The Chairperson of the Board of Directors shall appoint to this
            Committee at least four (4) Directors of the Board. In addition to
            those Directors, the other members of this Committee shall be the
            Chairperson of the Board, the President of the Corporation, and the
            Treasurer of the Board, who shall be the Committee's Chair.

            The Committee shall meet at least once every two months, and as many
            times as deemed necessary. The decisions of the Finance Committee
            shall be by a majority of the Directors present at each meeting.

            The Committee's main responsibilities will be to:

            1.    Monitor all the financial activities of the Corporation.

            2.    Provide guidance to the Board of Directors in all matters that
                  are related to the finances of the Corporation.

            3.    Study all recommended changes to the economic structure of the
                  Corporation.

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            4.    Evaluate the financial procedures of the Corporation.

            5.    Develop the investments policy of the Corporation, and review
                  and recommend amendments to the policy, as deemed necessary.

      F.    RESOLUTIONS AND REGULATIONS COMMITTEE

            The Chairperson of the Board of Directors shall appoint at least
            five (5) Directors of the Board of Directors to this Committee. In
            addition to those Directors, the other members of this Committee
            shall be the Chairperson of the Board and the President of the
            Corporation.

            The Chair of this Committee shall be appointed by the Chairperson of
            the Board of Directors from among the members of the Committee.

            This Committee shall meet at least once a year, and as many times as
            deemed necessary. The decisions of the Resolutions and Regulations
            Committee shall be by a majority of the Directors present at each
            meeting.

            The Committee's main responsibilities will be to:

            1.    Review the Articles of Incorporation and By-laws of the
                  Corporation, and propose and prepare those resolutions to
                  amend the Articles of Incorporation and By-laws or any other
                  resolution related with other institutional issues.

            2.    Evaluate and judge all resolutions that are presented by the
                  Shareholders at the Shareholders Meetings.

            3.    Follow up on the status of all resolutions approved by the
                  Shareholders at the Shareholders Meetings.

      G.    GENERAL PROVISIONS FOR ALL COMMITTEES

            1.    Each of the Committees established by these By-laws shall
                  adopt a Charter in order to govern its actions and to
                  discharge its duties and responsibilities. The Committees
                  shall periodically review their respective Charters, in order
                  to make the necessary changes to achieve its purposes. The
                  Charters, as well as any amendment thereto, shall be approved
                  by the Board of Directors.

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            2.    All Committees shall keep records of their meetings.

            3.    The Chair of each Committee may convene special meetings, as
                  deemed necessary.

            4.    The Chairperson of the Board of Directors may, from time to
                  time, request the advice of any of the Committees of the
                  Board, as needed.

            5.    The President of the Corporation shall be a member of all
                  Committees, except the Audit Committee and those Committees
                  where he/she does not comply with the independence
                  requirements that have been adopted and approved by the Board
                  of Directors.

      H.    The Board of Directors or its Chairperson may create any other
            Committee which they deem necessary for the proper operation of the
            Corporation's business.

8-12  DISBURSEMENTS

      The Corporation will not make any disbursement of $25 or more without
      evidencing such disbursement with a voucher correctly describing the
      reason for the payment and backed by an endorsed check or receipt signed
      by the person receiving the payment, or in the name of the same person if
      the payment is for services or as a refund. The voucher must describe the
      services performed and detail the expenses by classification.

8-13  INTERESTS OF THE DIRECTORS

      None of the members of the Board of Directors will accept, nor will
      benefit from any fee, broker's fee or commission, donation or other
      emolument in relation to any investment, loan, deposit, purchase, sale,
      exchange, service or other similar transaction of the Corporation; nor
      will it have any financial interest in said transactions in any capacity,
      except in representation and for the benefit of the Corporation and under
      the previous authority of the Board of Directors.

      However, travel and representation expenses or expenses incurred as a
      result of the attendance to the Board of Directors or Committee meetings
      may be paid to the Directors; as well as for those professional services
      performed as a medical doctor or dentist to the insurers of Triple-S,
      Inc., or any other health subsidiary in its capacity as a participating
      provider of the health insurance plan or plans.

      No ex-director may be part of the Administration of the Corporation or its
      Subsidiaries nor perform any type of professional services in its capacity
      as a private citizen or as part of any business, until after three (3)
      years after the end of his/her term as a member of the Board of Directors.

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Triple-S Management Corporation
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8-14  CAUSES FOR REMOVAL OF DIRECTORS AND EXECUTIVE OFFICERS NAMED TO THE BOARD
      OF DIRECTORS

      The following will be considered just cause for the removal of officers:

      1.    Act with gross negligence in the performance of his/her duties.

      2.    Receive or give a bribe.

      3.    Convicted of a felony or grave misdemeanor, which involves
            depravation by a competent court.

      4.    Act immorally or improperly.

      5.    Have personal interests incompatible with the interests of the
            Corporation.

      6.    Embezzle or fraudulently or negligently use or dispose of funds of
            the Corporation.

      7.    Improperly use his/her position for personal benefit.

      8.    To be absent without any justification for three (3) consecutive
            ordinary meetings of the Board properly notified or to be absent
            from six (6) ordinary meetings during the period of one year with or
            without justification.

      9.    Provide confidential or sensitive information of the Corporation
            without the proper authorization or when it damages the interests of
            the business.

      10.   Lose the Board's confidence when a minimum of three fourths of the
            total number of directors which comprise the Board concur in voting
            for the removal of a director.

      11.   Violate in a consistent manner the Articles of Incorporation or the
            By-laws and Regulations of the Corporation, as well as the General
            Corporations Law of Puerto Rico and/or the agreements approved in
            the Shareholders Meeting or by the Board of Directors.

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By-laws of
Triple-S Management Corporation
Page 17

                             CHAPTER 9 - AMENDMENTS

9-1   AMENDMENTS

      A.    In order to amend these By-laws, the Board of Directors must
            consider and approve the proposed amendments, then the resolution to
            amend the By-laws must be notified and included in the notice for
            the shareholders' meeting, and, lastly, at said meeting, the
            shareholders must approve the amendments pursuant to the voting
            requirements set forth herein:

            1.    By the affirmative vote of a majority of the issued and
                  outstanding common shares with the right to vote present at a
                  validly constituted meeting of shareholders, except for those
                  cases set forth below.

            2.    By the affirmative vote of three-fourths (3/4) of the issued
                  and outstanding common shares with the right to vote, in the
                  case of Section "A" of Article 4-1 (that no person may hold
                  five percent (5%) or more of the voting common shares of the
                  Corporation), Article 6-2 (that prohibits cumulative voting),
                  and Section "B" of Article 7-1 (that establishes that the
                  Board of Directors will be divided into three staggered
                  groups).

            3.    By the affirmative vote of a majority of the issued and
                  outstanding common shares with the right to vote, in the case
                  of Article 3-1 regarding authorized capital.

            4.    By the affirmative vote of such amount of votes or percentage
                  of votes required by the Articles of Incorporation if the
                  requirements established therein are greater than those
                  established in this Article 9-1 for any particular matter that
                  is contained in the Articles of Incorporation as well as in
                  the By-laws.

      B.    The approved amendments will be certified by the President and the
            Secretary, in triplicate, with the seal of the Corporation.

      C.    The amendments to the By-laws approved by the shareholders at a
            meeting or by referendum will be distributed to the shareholders.

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By-laws of
Triple-S Management Corporation
Page 18

                           CHAPTER 10 - ADMINISTRATION

10-1  NAMING OF THE PRESIDENT OF THE CORPORATION AND HIS/HER FACULTIES

      The Board of Directors will name a President to the Corporation who will
      be in charge of the general administration, superintendence, and
      management of the business of the Corporation, subject to the orders and
      regulations of the Board of Directors, who will fix his salary. The
      President of the Corporation will assume all other duties and
      responsibilities that are imposed upon him/her at the Shareholders
      Assemblies or by the Board of Directors.

10-2  ADMINISTRATION

      The Board will have the faculty to name any other officers that they deem
      convenient and necessary.

10-3  BONDS

      The President of the Corporation, as well as any officer or employee that
      collects, receives, manages or is responsible for or guard funds or
      securities of the Corporation, will have to give a fidelity bond in the
      amount set forth by the Board of Directors.

10-4  BUDGET FOR EXPENSES

      The President of the Corporation will prepare each calendar year the
      budget for the administrative expenses of the Corporation, which will be
      submitted to the Board of Directors on or before November 15 for their
      consideration. The Board of Directors will approve the budget on or before
      December 31, and it will become effective the 1st of January of the next
      calendar year. In the event that the budget is not approved by the stated
      date, the corporate operations will continue based on the budget for the
      previous year until the Board approves a new budget for the administrative
      expenses of the Corporation. The budget will be available for inspection
      by the Shareholders at the principal offices of the Corporation, after
      January 15 of the corresponding year.

By-laws were effective on April 14, 1998.

Revised on December 7, 1998; April 25, 1999; April 30, 2000; April 29, 2001;
      April 28, 2002; April 27, 2003; April 25, 2004; April 24, 2005.