EXHIBIT 1.A.(1)
JOHN HANCOCK MUTUAL LIFE INSURANCE COMPANY
BOSTON, MASSACHUSETTS
VOTE OF BOARD OF DIRECTORS
Meeting of February 12, 1996
VOTED: Except as otherwise specifically provided by vote of this Board, to
authorize the Committee of Finance to establish, independent of the
Company's General Account, such pooled or non-pooled separate
investment accounts and such investment classes within such separate
investment accounts as may be necessary for the investment of funds
received under contracts with group benefit plans or under contracts
with other entities or persons which hold pools of assets.
SUPERSEDES the Vote of this Board, dated September 10, 1979, regarding the
establishment of certain separate investment accounts
/s/ Bruce E. Skrine
SECRETARY
JOHN HANCOCK MUTUAL LIFE INSURANCE COMPANY
MEETING OF APRIL 8, 1998
PROPOSED COMMITTEE OF FINANCE VOTE REGARDING THE
ESTABLISHMENT OF GROUP BENEFIT SEPARATE INVESTMENT
ACCOUNTS OF THE COMPANY FOR PRODUCTS OF
BUSINESS INSURANCE OPERATIONS
VOTED: In accordance with the authority delegated to this Committee by the
Board of Directors at its meeting of February 12, 1996, with respect
to separate investment accounts of the Company for group benefit plans
and other entities or persons holding pools of assets,
(1) to authorize any two of that group consisting of the Chairman of
this Committee, the heads of the Investment and Pension Sector,
Investment Strategy Management and Business Insurance Operations,
and Senior Vice President John M. DeCiccio, acting jointly
("Authorizing Officers"):
(a) to authorize the establishment pursuant to Sections 123F and
132G of Chapter 175 of the Massachusetts General Laws, as
amended, of such pooled or nonpooled separate investment
accounts and such investment classes within any separate
investment account as may be necessary for the investment of
funds and the management of assets received by the Company
under products provided by the Company under products
provided by Business Insurance Operations ("BIO Products"),
which BIO Products may provide values and/or benefits on a
guaranteed or variable basis, or both;
(b) to authorize the registration of (i) such separate accounts
and such investment classes as investment companies under
the Investment Company Act of 1940 (the "40 Act"), and (ii)
the BIO Products related to such investment companies under
the Securities Act of 1933 (the "33 Act");
(c) to approve the investment policy and guidelines for each
such separate investment account or investment class; and
(d) to approve the appointment and termination of the
appointment of one or more sub-investment managers
for the Company ("Sub-Investment Managers") for any such
separate investment account or any investment class;
provided that if a Sub-Investment Manager which has been so
appointed is not an investment manager whose officers have
been previously authorized by this Committee to acquire or
dispose of investments of the Company between meetings of
this Committee, then such Sub-Investment Manager and such
officers must be so authorized by this Committee before such
Sub-Investment Manager and such officers take any action
with respect to the investments of such separate investment
account or investment class;
provided that the legal details regarding the actions described
above shall be subject to Law Sector approval.
(2) to authorize any Authorizing Officer or any Senior Vice
President, Vice President or Second Vice President of Business
Insurance Operations to execute and deliver such agreements or
other documents as may be necessary to establish any separate
investment account of the Company for the investment of funds and
the management of assets received under BIO Products and for any
registration under the 40 Act and the 33 Act, and to enter into
and to execute and deliver any other agreement or document,
including, without limitation, investment management agreements
with each Sub-Investment Manager, in furtherance thereof on
behalf of the Company and to take such other action with respect
to any such agreements or other documents (including any
amendment thereto) and with respect to any actions taken by
Authorizing Officers pursuant to the subject matter of this vote,
as such person shall determine to be in the best interests of the
Company with respect to such separate investment account or
investment class, provided that the legal details regarding the
agreements and other documents described above shall be subject
to Law Sector approval.
(3) to require that the Chairman of this Committee report to this
Committee not less frequently than quarterly:
(a) the establishment of any separate investment account or
investment class within any separate investment account
pursuant to this vote;
(b) the authorization of any registration under the 40 Act and
33 Act;
(c) the approval of the investment objectives of and guidelines
for any such separate investment account or investment class
thereof and any material modifications or amendments with
respect thereto; and
(d) the appointment or termination of appointment of Company
personnel as investment manager and/or the appointment or
termination of appointment of any Sub-Investment Manager for
any such separate investment account or investment class
thereof.
[LETTERHEAD OF JOHN HANCOCK MUTUAL LIFE INSURANCE COMPANY]
April 15, 1998
Memorandum to: Foster L. Aborn
Vice Chairman of the Board
Re: Separate Investment Account G
Group Variable Universal Life Insurance (GVUL)
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The purpose of this memorandum is to obtain your approval, pursuant to vote
of the Committee of Finance dated April 8, 1998, to (1) create new Separate
Investment Account G, effective April 15, 1998, and (2) adopt for such Account
Investment Objectives, Policy and Operating Guidelines attached as Exhibit A.
Separate Investment Account G is being established exclusively for assets
which will support the new group variable universal life insurance product.
Monies allocated to this Account will be further allocated to one or more
sub-accounts, each of which will correspond to one of the several investment
options offered to covered individual certificate holders under group variable
universal life insurance policies. As stated in the attached investment
guidelines, and as will be stated in the Prospectus to be filed shortly with the
Securities and Exchange Commission, monies received must be invested as directed
by such individuals. Consequently, the Account will not require an investment
manager. Initially, the only investment options offered will be in the
portfolios of the John Hancock Variable Series Trust I. In time, however, other
investment options may be added, at which time the attached investment
guidelines will be amended.
If the foregoing is acceptable to you, please sign below.
/s/ Nancy F. Bern
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Nancy F. Bern
Senior Vice President
Business Insurance Operations
Approved: /s/ Foster L. Aborn
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Foster L. Aborn
Vice Chairman of the Board
EXHIBIT A
JOHN HANCOCK MUTUAL LIFE INSURANCE COMPANY
SEPARATE INVESTMENT ACCOUNT G
(GROUP VARIABLE UNIVERSAL LIFE INSURANCE)
INVESTMENT OBJECTIVE, POLICY & OPERATING GUIDELINES
The Account shall invest all monies received under group variable universal life
insurance policies in one or more portfolios of the John Hancock Variable Series
Trust I, as directed from time to time by certificate holders under and in
accordance with the terms of such group policies, the prospectus and the
registration statement filed with the Securities and Exchange Commission.