Montgomery County sentinel. [volume] (Rockville, Md.) 1855-1974, 1897-03-26
Mutual Fire Insurance Company.
SANDY SPRING, Md, March 80, 1897.

SANDY SPRING, Md, March 80, 1897.
The undersigned committee appointed by
the Mutual Fire Insurance Company OF
Montgomery County in January, 1896, to
take the necessary steps for settling ques
tons growing out of the action of that, and
the annual meeting of the previous year,
think it advisable that all members OF the
company, as well as the general public,
should be made acquainted with the facts
OF the case.
| AT the annual meeting of January, 1896,
certain bylaws were passed by very large
majorities with the object of cutting down
the office and other expenses of the COM
pany, and securing various minor reforms
in the conduct of its affairs. The necessity
for such reforms was shown by the fact that
under the management of the officers who
had controlled the policy of the company
for long time, the salaries had been almost
doubled within period of four or five years,
although there was during that time very
slight increase in the volume of business,
and the fire losses had been exceedingly
heavy. At the same time the members at
large who had these expenses to pay were
everywhere feeling the stress OF hard times,
and the necessity for retrenchment in their
expenses OF all kinds.
The Board of Directors elected by the
meeting which passed the bylaws in ques-
ton, declared them null and void on two
grounds:
First, that notice was omitted in the
call for the meeting that bylaws would be
offered second, that the by. laws restricting
the amount to be paid in salaries and COM
pensations were violative of the charter of
the company.
On learning of this action of the Board
certain members of the company, in their
individual capacity, notified the Treasurer
that they would hold him and his bonds
men accountable for any expenditure in ex-
cess of the amounts fixed by the by laws in
controversy The Board submitted propo-
sition to these individual members TO arbi-
trate the questions at issue between the
Board of Directors and the Company, but
were informed that, as private individuals,
they had no power so to represent the COM
pany.
AT the next annual meeting, in January,
1895, the following resolution offered by
member of the Board was unanimously
passed "That committee of five members
be appointed by the chair to consider any
questions which may arise, growing out of
the action OF this meeting and the meeting
of January 7th, 1895, and If they consider 1t
necessary to employ counsel 10 take such
step AS may be deemed advisable"
Acting under the ample authority thus
conferred, We proposed that the whole ques.
ton at issue be settled by friendly suit on
an agreed statement of facts, thus ending all
dispute. We believed that the repudated
bylaws were valid, and that the reforms en-
bodied in them were necessary to the pros
perity OF the company; but certainly wished
them struck from the records if proved to
be unconstitutional.
Arbitration was again urged by the Board
as a less expensive and more friendly mode
of settlement butwas declined on the ground
that it would not be legally binding on any
future Board OF Directors that might see fit
to repudiate it; whereas the adjudication of
the points OF law involved would set the
matter at rest finally.
| 1t was claimed by some that suit against
the Treasurer of the company would cast a
stigma upon his good hame but it is obvi-
GUS from the above recital of facts that no
| fault of any kind has been attributed to that
most faithful and efficient officer. The nc
ton was brought solely to bring the whole
question under judicial review, and in &C.
cordance with the legal custom the officer
who made the disbursements was sued
rather than the Board that ordered them.
Pending the decision OF the case by the
Court, it will be OF interest to the members
of the company to know that even partial
compliance on the part of its officers with
| the reform measures embodied in the by.
laws and resolutions passed in January,
1895, and now about to be judicially passed
upon, has, within the two years since, re.
suited in u saving Of more than five thous
and dalars in salaries and other expenses,
without prejudice to the business of the
company, or over-taxing its officers and en-
ployes.
Signed Chas. f. Kirk, chairman; Henry
FL. Miller, DR.. Francis Thomas, j. Clinton
| Dorsey, James p. Staber.