EXHIBIT 1.(A)(1)
Resolution of the Board of Directors of First Ameritas Authorizing Establishment
of the Account
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EXHIBIT 1.(A)(1)
Resolution of the Board of Directors of First Ameritas Authorizing Establishment
of the Account
RESOLUTION #7
BE IT RESOLVED, That the Board of Directors of First Ameritas Life
Insurance Corp. of New York ("Company"), pursuant to the provisions of Section
4240 of the New York Insurance Code, hereby establishes a separate account
designated "First Ameritas Variable Life Separate Account" (hereinafter
"Separate Account") for the following use and purposes, and subject to such
conditions as hereinafter set forth:
FURTHER RESOLVED, That Separate Account is established for the
purpose of providing for the issuance by the Company of variable life insurance
contracts, and shall constitute a separate account into which are allocated
amounts paid to or held by the Company under such life insurance contracts; and
FURTHER RESOLVED, That the income, gains and losses, whether or not
realized, from assets allocated to Separate Account shall, in accordance with
the life insurance contracts, be credited to or charged against such account
without regard to other income, gains, or losses of the Company; and
FURTHER RESOLVED, That Separate Account shall be divided into
Investment Subdivisions, each Investment Subdivision in Separate Account shall
invest in the shares of a designated mutual fund portfolio and net premiums
under life insurance contracts shall be allocated to the eligible portfolios set
forth in the life insurance contracts in accordance with instructions received
from owners of the life insurance contracts; and
FURTHER RESOLVED, That the Board of Directors expressly reserves the
right to add or remove any Investment Subdivision of Separate Account as it may
hereafter deem necessary or appropriate; and
FURTHER RESOLVED, That the President and Chief Executive Officer, any
Vice President, the Treasurer, the Secretary, or any Assistant Vice President,
and each of them, with full power to act without the others, be, and they hereby
are, severally authorized to invest such amount or amounts of the Company's cash
in Separate Account or in any Investment Subdivision thereof as may be deemed
necessary or appropriate to facilitate the commencement of Separate Account's
operations and/or to meet any minimum capital requirements under the Investment
Company Act of 1940; and
FURTHER RESOLVED, That the President and Chief Executive Officer, any
Vice President, the Treasurer, the Secretary, or any Assistant Vice President,
and each of them, with full power to act without the others, be, and they hereby
are, severally authorized to transfer cash from time to time between the
Company's general account and Separate Account as deemed necessary or
appropriate and consistent with the terms of the life insurance contracts; and
FURTHER RESOLVED, That the Board of Directors of the Company reserves
the right to change the designation of Separate Account hereafter to such other
designation as it may deem necessary or appropriate; and
FURTHER RESOLVED, That the President and Chief Executive Officer, any
Vice President, the Treasurer, the Secretary, or any Assistant Vice President,
and each of them, with full power to act without the others, with such
assistance from the Company's independent certified public accountants,
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legal counsel and independent consultants or others as they may require, be and
they hereby are, severally authorized and directed to take all action necessary
to: (a) Register Separate Account as a unit investment trust under the
Investment Company Act of 1940, as amended; (b) Register the life insurance
contracts in such amounts, which may be an indefinite amount, as the said
officers of the Company shall from time to time deem appropriate under the
Securities Act of 1933; and (c) Take all other actions which are necessary in
connection with the offering of said life insurance contracts for sale and the
operation of Separate Account in order to comply with the Investment Company Act
of 1940, the Securities Exchange Act of 1934, the Securities Act of 1933, and
other federal laws, including the filing of any amendments to registration
statements, any undertakings, and any applications for exemptions from the
Investment Company Act of 1940 or other applicable federal laws as the said
officers of the Company shall deem necessary or appropriate; and
FURTHER RESOLVED, That the President and Chief Executive Officer, any
Vice President, the Treasurer, the Secretary, or any Assistant Vice President,
and each of them, with full power to act without the others, hereby are
severally authorized and empowered to prepare, execute and cause to be filed
with the Securities and Exchange Commission on behalf of Separate Account and by
the Company as sponsor and depositor a Form of Notification of Registration
Statement under the Securities Act of 1933 registering the life insurance
contracts and any and all amendments to the foregoing on behalf of Separate
Account and the Company and on behalf of and as attorneys-in-fact for the
principal executive officer and/or the principal financial officer and/or the
principal accounting officer and/or any other officer of the Company; and
FURTHER RESOLVED, That Donald R. Stading, Vice President, Secretary
and General Counsel is duly appointed as agent for service under any such
registration statement, duly authorized to receive communications and notices
from the Securities and Exchange Commission with respect thereto; and
FURTHER RESOLVED, That the President and Chief Executive officer, any
Vice President, the Treasurer, the Secretary, or any Assistant Vice President,
and each of them, with full power to act without the others, hereby is severally
authorized on behalf of Separate Account and on behalf of the Company to take
any and all action that each of them may deem necessary or advisable in order to
offer and sell the life insurance contracts, including any registrations,
filings and qualifications both of the Company, its officers, agents and
employees, and of the policies, under the insurance and securities laws of any
of the states of the United States of America or other jurisdictions, and in
connection therewith to prepare, execute, deliver and file all such
applications, reports, covenants, resolutions, applications for exemptions,
consents to service of process and other papers and instruments as may be
required under such laws, and to take any and all further action which the said
officers or legal counsel of the Company may deem necessary or desirable
(including entering into whatever agreements and contracts may be necessary) in
order to maintain such registrations or qualifications for as long as the said
officer or legal counsel deem it to be in the best interests of Separate Account
and the Company; and
FURTHER RESOLVED, That the President and Chief Executive Officer, any
Vice President, the Treasurer, the Secretary, or any Assistant Vice President,
and each of them, with full power to act without the others, be, and they hereby
are, severally authorized in the names and on behalf of Separate Account and the
Company to execute and file irrevocable written consents on the part of Separate
Account and of the Company to be used in such states wherein such consents to
service of process may be requisite under the insurance or securities laws
therein in connection with said registration or qualification of the life
insurance contracts and to appoint the appropriate state official,
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or such other person as may be allowed by said insurance or securities laws,
agent of Separate Account and of the Company for the purpose of receiving and
accepting process; and
FURTHER RESOLVED, That the President and Chief Executive Officer, any
Vice President, the Treasurer, the Secretary, or any Assistant Vice President,
and each of them, with full power to act without the others, be, and hereby is,
severally authorized to establish procedures under which the Company will
institute procedures for providing voting right for owners of the life insurance
contracts with respect to securities owned by Separate Account; and
FURTHER RESOLVED, That the President and Chief Executive Officer, any
Vice President, the Treasurer, the Secretary, or any Assistant Vice President,
and each of them, with full power to act without the others, is hereby severally
authorized to execute such agreement or agreements as deemed necessary and
appropriate (i) with Ameritas Investment Corp. ("AIC") or other qualified entity
under which AIC or such other entity will be appointed principal underwriter and
distributor for the life insurance contracts and (ii) with one or more qualified
banks or other qualified entities to provide administrative and/or custodial
services in connection with the establishment and maintenance of Separate
Account and the design, issuance, and administration of the life insurance
contracts; and
FURTHER RESOLVED, that because Separate Account will invest solely in
the securities issued by specific mutual fund corporations registered under the
Investment Company Act of 1940, the President and Chief Executive Officer, any
Vice President, the Treasurer, the Secretary, or any Assistant Vice President,
and each of them, with full power to act without the others, are hereby
severally authorized to execute whatever agreements as may be necessary or
appropriate to enable such investments to be made; and
FURTHER RESOLVED, That the President and Chief Executive Officer, any
Vice President, the Treasurer, the Secretary, or any Assistant Vice President,
and each of them, with full power to act without the others are hereby severally
authorized to execute and deliver such agreements and other documents and do
such acts and things as each of them may deem necessary or desirable to carry
out the foregoing resolutions and the intent and purposes thereof.
FIRST AMERITAS LIFE INSURANCE CORP. OF NEW YORK
ANNUAL BOARD OF DIRECTORS
MARCH 21, 2000
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