-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, O4b4SQrqeyrknaVxrM/ilHD4bNJU6EG8YnH3vKPHNiidmmpAltv7dXHiMJNLaJDv PDA2KeaDZU7S2n4ZChzySg== 0000820027-99-000678.txt : 19990902 0000820027-99-000678.hdr.sgml : 19990902 ACCESSION NUMBER: 0000820027-99-000678 CONFORMED SUBMISSION TYPE: S-1 PUBLIC DOCUMENT COUNT: 3 FILED AS OF DATE: 19990831 FILER: COMPANY DATA: COMPANY CONFORMED NAME: AMERICAN ENTERPRISE MVA ACCOUNT CENTRAL INDEX KEY: 0001093644 STANDARD INDUSTRIAL CLASSIFICATION: [] IRS NUMBER: 942786905 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: S-1 SEC ACT: SEC FILE NUMBER: 333-86297 FILM NUMBER: 99704136 BUSINESS ADDRESS: STREET 1: 80 S EIGHT STREET CITY: MINNEAPOLIS STATE: MN ZIP: 55440-0534 BUSINESS PHONE: 8003333437 MAIL ADDRESS: STREET 1: 80 S EIGHT STREET CITY: MINNEAPOLIS STATE: MN ZIP: 55440-0534 S-1 1 AMERICAN ENTERPRISE MVA ACCOUNT SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-1 REGISTRATION STATEMENT Under The Securities Act of 1933 American Enterprise MVA Account (Exact name of registrant as specified in charter) Indiana ------------------------------------------------------ (State or other jurisdiction of incorporation or organization) 63 ------------------------------------------------------- (Primary Standard Industrial Classification Code Number) 94-27-86905 ---------------------------------------------------------- (I.R.S. Employer Identification No.) 80 South 8th Street, P.O. Box 534, Minneapolis, MN 55440-0534 (612) 671-3131 ----------------------------------------------------------------- (Address, including zip code, and telephone number, including area code, of registrant's principal executive offices) Mary Ellyn Minenko, Counsel American EnterpriseLife Insurance Company IDS Tower 10, Minneapolis, Minnesota 55440-0010 (612) 671-3678 -------------------------------------------------------------- (Name, address, including zip code, and telephone number, including area code, of agent for service) If any of the Securities being registered on this Form are to be offered on a delayed or continuous basis pursuant to Rule 415 under the Securities Act of 1933, check the following box. [X]
- ---------------------------------------------------------------------------------------------------------------------- Calculation of Registration Fee - ---------------------------------------------------------------------------------------------------------------------- - ------------------------- ---------------------- ----------------------- ---------------------- ---------------------- Title of each class of Amount to be Proposed maximum Proposed maximum Amount of securities to be registered offering price per aggregate offering registration fee registered unit price - ------------------------- ---------------------- ----------------------- ---------------------- ---------------------- - ------------------------- ---------------------- ----------------------- ---------------------- ---------------------- Interests in the 359,712 $100 Guarantee Period Accounts of the American Express Wells Fargo Variable Annuitysm and the American Express Wells Fargo Extra Credit Variable Annuitysm Contracts - ------------------------- ---------------------- ----------------------- ---------------------- ----------------------
The Registrant hereby amends this Registration Statement on such date or dates as may be necessary to delay its effective date until the Registrant shall file a further amendment which specifically states that this Registration Statement shall thereafter become effective in accordance with Section 8 (a) of the Securities Act of 1933 or until the Registration Statement shall become effective on such date as the Commission acting pursuant to Section 8 (a) may determine. Registration Statement on Form S-1 Cross-Reference Sheet Pursuant to Regulation S-K, Item 501(b) Form S-1 Item Number and Caption Located in Prospectus 1. Forepart of the Registration Statement and Outside Front Cover Page of Prospectus Outside Front Cover 2. Inside Front and Outside Back Cover Pages of Prospectus Table of Contents 3. Summary Information, Risk Factors and Ratio of Earnings to Fixed Charges Summary or, as to ratio of earnings to fixed charges, Not Applicable 4. Use of Proceeds The variable accounts; The fixed accounts 5. Determination of Offering Price Not Applicable 6. Dilution Not Applicable 7. Selling Security Holders Not Applicable 8. Plan of Distribution Distribution of Contracts 9. Description of Securities to Be Registered The variable accounts; The fixed accounts 10. Interests of Named Experts and Counsel Not Applicable 11. Information with Respect to the Registrant About American Enterprise Life; Additional Information about American Enterprise Life 12. Disclosure of Commission Position on Indemnification for Securities Act Liabilities See Item 14 in Part II PART I. INFORMATION REQUIRED IN PROSPECTUS The prospectus containing information for the American Enterprise MVA Account filed electronically in American Enterprise Variable Annuity Account's Initial Registration Statement No. 333-85567 on Form N-4, filed on or about Aug. 19, 1999, is incorporated by reference. PART II. INFORMATION NOT REQUIRED IN PROSPECTUS Item 13. Other Expenses of Issuance and Distribution. The expenses of the issuance and distribution of the interests in the Guarantee Period Accounts of the Contract to be registered, other than commissions on sales of the Contracts, are to be borne by the registrant. Item 14. Indemnification The By-Laws of the depositor provide that the Corporation shall have the power to indemnify a director, officer, agent or employee of the Corporation pursuant to the provisions of applicable statues or pursuant to contract. The Corporation may purchase and maintain insurance on behalf of any director, officer, agent or employee of the Corporation against any liability asserted against or incurred by the director, officer, agent or employee in such capacity or arising out of the director's, officer's, agent's or employee's status as such, whether or not the Corporation would have the power to indemnify the director, officer, agent or employee against such liability under the provisions of applicable law. The By-Laws of the depositor provide that it shall indemnify a director, officer, agent or employee of the depositor pursuant to the provisions of applicable statutes or pursuant to contract. Insofar as indemnification for liability arising under the Securities Act of 1933 may be permitted to directors, officers and controlling persons of the registrant pursuant to the foregoing provisions, or otherwise, the registrant has been advised that in the opinion of the Securities and Exchange Commission such indemnification is against public policy as expressed in the Act and is, therefore, unenforceable. In the event that a claim for indemnification against such liabilities (other than the payment by the registrant of expenses incurred or paid by a director, officer or controlling person of the registrant in the successful defense of any action, suit or proceeding) is asserted by such director, officer or controlling person in connection with the securities being registered, the registrant will, unless in the opinion of its counsel the matter has been settled by controlling precedent, submit to a court of appropriate jurisdiction the question whether such indemnification by it is against public policy as expressed in the Act and will be governed by the final adjudication of such issue. Item 15. Recent Sales of Unregistered Securities None Item 16. Exhibits and Financial Statement Schedules (a) Exhibits 1. Not applicable. 2. Not applicable. 3.1 Amendment and Restatement Articles of Incorporation of American Enterprise Life dated July 29, 1986, filed electronically as Exhibit 6.1 to the Initial Registration Statement No. 33-54471, filed on or about July 5, 1994, is incorporated herein by reference. 3.2 Amended By-laws of American Enterprise Life, filed electronically as Exhibit 6.2 to the Initial Registration Statement No. 33-54471, filed on or about July 5, 1994, is incorporated herein by reference. 3.3 Consent in writing in lieu of a meeting of the Board of Directors of American Enterprise Life Insurance Company establishing the American Enterprise MVA Account dated Aug. 18, 1999, filed electronically herewith. 4.1 Form of Deferred Annuity Contract, to be filed by amendment. 4.2 Form of Roth IRA Endorsement (form 43094) filed electronically as Exhibit 4.2 to Pre-Effective Amendment No. 1 to Registration Statement No. 333-74865, filed on or about Aug. 4, 1999, is incorporated herein by reference. 4.3 Form of SEP-IRA (form 43412) filed electronically as Exhibit 4.3 to Pre-Effective Amendment No. 1 to Registration Statement No. 333-72777, filed on or about July 8, 1999, is incorporated herein by reference. 4.4 Form of TSA Endorsement (form 43413) filed electronically as Exhibit 4.4 to Pre-Effective Amendment No. 1 to Registration Statement No. 333-72777, filed on or about July 8, 1999, is incorporated herein by reference. 5. Opinion of Counsel and consent to its use as to the securities being registered, to be filed by amendment. 8. Not applicable. 9. Not applicable. 10. Not applicable. 11. Not applicable. 12. Not applicable. 15. Not applicable. 16. Not applicable. 21. Not applicable. 22. Not applicable. 23. Consent of Independent Auditors, to be filed by amendment. 24. Power of Attorney to sign this Registration Statement, dated July 29, 1999, filed electronically as Exhibit 15 to American Enterprise Variable Annuity Account's Initial Registration Statement No. 333-85567 on Form N-4, filed on or about Aug. 19, 1999, is incorporated by reference. 25. Not applicable. 26. Not applicable. 27. None. Item 17. Undertakings Registrant hereby undertakes: (1) To file, during any period in which offers or sales are being made, a post-effective amendment to this registration statement: (i) To include any prospectus required by section 10(a)(3) of the Securities Act of 1933; (ii) To reflect in the prospectus any facts or events arising after the effective date of the registration statement (or the most recent post-effective amendment thereof which, individually or in the aggregate, represent a fundamental change in the information set forth in the registration statement; (iii) To include any material information with respect to the plan of distribution not previously disclosed in the registration statement or any material change to such information in the registration statement. (iv) Registrant represents that it is relying upon the no-action assurance given to the American Council of Life Insurance (pub. avail. Nov. 28, 1998). Further, Registrant represents that it has complied with the provisions of paragraphs (1)-(4) of that no-action letter. (2) That, for the purpose of determining any liability under the Securities Act of 1933, each such post-effective amendment shall be deemed a new registration statement relating to the securities offered therein, and the offering of such securities at that time shall be deemed to be the initial bona fide offering thereof. (3) To remove from registration by means of a post-effective amendment any of the securities being registered which remain unsold at the termination of the offering. SIGNATURES Pursuant to the requirements of the Securities Act of 1933, American Enterprise Life Insurance Company, on behalf of the Registrant, has duly caused this Registration Statement to be signed on its behalf by the undersigned, thereunto duly authorized in this City of Minneapolis, and State of Minnesota on the 31st day of August, 1999. American Enterprise Life Insurance Company (Registrant) By American Enterprise Life Insurance Company By /s/ James E. Choat* James E. Choat President and Chief Executive Officer As required by the Securities Act of 1933, this Registration Statement has been signed by the following persons in the capacities indicated on the 31st day of August, 1999. Signature Title /s/ James E. Choat* Director, President and James E. Choat Chief Executive Officer /s/ Jeffrey S. Horton* Vice President and Treasurer Jeffrey S. Horton /s/ Richard W. Kling* Chairman of the Board Richard W. Kling __________________ Director Paul S. Mannweiler /s/ Paula R. Meyer* Director and Executive Vice Paula R. Meyer President-Assured Assets /s/ William A. Stoltzmann* Director, Vice President, William A. Stoltzmann General Counsel and Secretary /s/ Philip C. Wentzel* Vice President and Controller Philip C. Wentzel *Signed pursuant to Power of Attorney, dated July 29, 1999, filed electronically as Exhibit 15 to American Enterprise Variable Annuity Account's Initial Registration Statement No. 333-85567 on Form N-4, filed on or about Aug. 19, 1999, is incorporated by reference. By: _________________________ Mary Ellyn Minenko EX-99 2 EXHIBIT INDEX American Enterprise MVA Account EXHIBIT INDEX Exhibit 3.3: Consent in writing on Board of Directors dated Aug. 18, 1999 EX-99.3.3 3 CONSENT CONSENT IN WRITING IN LIEU OF MEETING OF BOARD OF DIRECTORS TO THE SECRETARY OF AMERICAN ENTERPRISE LIFE INSURANCE COMPANY By this consent in writing in lieu of a meeting of the Board of Directors of American Enterprise Life Insurance Company, an Indiana corporation, we, the Directors of said Corporation, do hereby consent to and authorize the adoption of the following resolutions to be effective immediately upon receipt by the Secretary of the Corporation: WHEREAS, This Board of Directors has determined that it is desirable for the Corporation to develop certain market-value adjusted (MVA) annuity contracts and/or combination MVA/variable annuity contracts to be issued by the Corporation. Now, therefore, be it RESOLVED, That American Enterprise MVA Account is hereby established as a separate account in accordance with Section 27-1-5-1. Class 1(c) of the Indiana Insurance Code; RESOLVED FURTHER, That the proper officers of the Corporation are hereby authorized and directed to establish any subaccounts and/or investment divisions within such separate account as they determine to be appropriate; RESOLVED FURTHER, That the proper officers of the Corporation are hereby authorized and directed, as they may deem appropriate from time to time and in accordance with applicable laws and regulations to: establish further any subaccounts and/or investment divisions; change the designation of any subaccount, investment division or the separate account to another designation; and/or deregister the separate account; RESOLVED FURTHER, That the proper officers of the Corporation are hereby authorized and directed to accomplish all filings, registrations and applications for exemptive relief necessary to carry the foregoing into effect. /s/ James E. Choat /s/ Paula R. Meyer James E. Choat Paula R. Meyer /s/ Richard W. Kling /s/ William A. Stoltzmann Richard W. Kling William A. Stoltzmann /s/ Paul S. Mannweiler Paul S. Mannweiler Received by the Secretary August 18, 1999 /s/ William A. Stoltzmann William A. Stoltzmann Page 2 of 2 -----END PRIVACY-ENHANCED MESSAGE-----