First Meeting of the Board of Directors

Quietly and almost silently the directors gathered. The only emotion

apparent was that of the usual caution shown by men of large affairs who

meet to face a crisis. The president called the meeting to order and

stated that the object of the gathering was to inform the directors that

the company was heavily involved in the conflagration which visited San

Francisco on April 18, 19 and 20, 1906, that the amount of which

obligations was at present unknown, that they overshadowed the resources

of the company and that ways and means would have to be devised to

finance the California through this crisis.

The fire maps of the company were entirely destroyed and it was not

advisable to open the safe in which the records of the company were kept

until it was sufficiently cool to prevent danger of combustion. In light

of these facts, it was impossible to immediately ascertain the actual

amount of the company's obligations.

In response to an inquiry as to the probable extent of our liabilities,

I, as secretary of the company, ventured the statement that I believed

they would reach a total of $1,500,000 net, explaining that I based this

estimate upon the company's income and the average rate. I also knew

that the larger part of the entire liabilities in San Francisco were in

the burned area and that if the safe did not afford protection it would

mean the loss of the company's records, leaving it without means of

ascertaining the amount of the loss until claims were filed. This would

cause a delay of several months before the exact total could be

developed. I explained that the policy contract allowed sixty days for

filing claims and expressed the thought that this limit would

undoubtedly be extended by legislative action in view of the magnitude

of the disaster.

In the meantime, in the April 27 edition of the Examiner, on the first

page, extending over its entire width, had appeared the following

statement:

"The California Insurance Company Will Pay in Full."

This was discussed and the meeting began to assume a more lively

interest and the members to more actively participate. Director W. E.

Dean offered a resolution that has passed into history as being,

possibly, the most noticeable ever adopted by the directors of a fire

insurance company. It is a question whether a motion under like

conditions had ever before been put or carried or ever will be in the

future. This motion was seconded by Director Mark L. Gerstle. It was as

follows:

That the action of the president of this corporation in publicly

announcing that the California Insurance Company would pay all its

losses in full as ascertained and adjusted, be, and the same is hereby

confirmed and ratified, provided that each of the directors of the

corporation affixes his signature to the matters of this meeting. Unless

such ratification be unanimous and evidenced by the signature of each

director to the matters of this meeting, the above action of the board

be null and void.

The signature of each and every director was subsequently affixed to

this resolution and it then remained a matter of detail to find how

funds were to be procured to make this resolution possible of

fulfillment and something more than a mere matter of words.

In the absence of any specific or definite information as to the amount

of the company's indebtedness this action of the directors was a most

magnificent exemplification of nerve and integrity and a superb

testimony reinforcing the axiom that a California man's word is as good

as his bond.

The board might have instructed its secretary to make the best

compromise settlements possible and have wound up the affairs of the

corporation. The public mind was in a receptive mood to accept such

compromise settlements and such action would have resulted in extreme

financial advantage to the stockholders at the time when the resolution

was passed. No one at that time believed that the California would

discharge its obligations on a parity with the largest and strongest

insurance companies in the world. Indeed the public announcement that

the company would pay in full was regarded as ridiculous and

unbelievable and was generally considered in the light of an extremely

sagacious bluff.

The directors of the company were not bluffers; they were made of

different stuff. They did not hesitate. They were in deadly earnest and

absolutely meant to live up to their spoken word and the world knows how

they redeemed their promises.

My original estimate of $1,500,000 fell far short of the final net

payment which amounted to $1,840,000, but long before this had developed

the stockholders were too deeply involved to think of turning back even

had they desired to do so. Staunchly and loyally they stayed and paid to

the end, building a monument to their good name that turned the sneers

of welshing competitors into envy and admiration.

The Spirit of 1906 · 第 11 / 21 题