EX-99.1 3 e6681_ex24b1.txt CERTIFICATION OF RESOLUTION, MONY VAR. ACCT. A Exhibit (1) MONY LIFE INSURANCE COMPANY OF AMERICA CERTIFICATION OF RESOLUTION I HEREBY CERTIFY that the following is a true copy of the resolutions adopted by the Board of Directors of MONY Life Insurance Company of America without a meeting on written consent on March 27, 1987, that the same are in conformity with the provisions of the Articles of Incorporation and By-Laws of the Company and that they are now in full force and effect. RESOLVED the Company, pursuant to the provisions of Arizona law and subject to the approval of the Director of Insurance of Arizona, hereby establishes a separate account to be designated initially as the MONY America Variable Account A (hereinafter referred to as "Variable Account") for the following uses and purposes and subject to such conditions as are hereinafter set forth; and FURTHER RESOLVED that the Variable Account shall be established for the purpose of providing for the issuance by the Company of such variable annuity contracts (hereinafter referred to as "Contracts") of the Company as the Board of Directors may designate for such purpose and shall constitute a separate account into which are allocated amounts paid to or held by the Company under such Contracts and any dividend accumulations with respect to such contracts; and FURTHER RESOLVED that the Variable Account shall be registered as a unit investment trust under the Investment Company Act of 1940, and that the proper officers of the Company are authorized to sign and file, or cause to be filed, with the Securities and Exchange Commission ("SEC"), the following; (1) a registration statement on SEC Form N-4, on behalf of the Variable Account, as registrant, under the Investment Company Act of 1940 (Investment Company Act Registration); and (2) an application for an order under Section 6(c) of the Investment Company Act of 1940 for such exemptions from the provisions of that Act as may be necessary or desirable (Investment Company Act Application); and FURTHER RESOLVED that the proper officers of the Company are authorized to sign and file, or cause to be filed with the Securities and Exchange Commission, on behalf of the Company, as issuer, a registration statement on SEC Form N-4, including the financial statements and schedules, exhibits and form of prospectus and Statement of Additional Information required as a part thereof, for the registration of the offering and sale of such Contracts, to the extent they represent participating interests in the Variable Account under the Securities Act of 1933 (Securities Act Registration), and to pay the registration fees required in connection therewith; and FURTHER RESOLVED that the proper officers of the Company are authorized and directed to sign and file, or cause to be filed, such amendment or amendments of such Investment Company Act Registration, Investment Company Act Application or Securities Act Registration as they may find necessary or advisable from time to time; and FURTHER RESOLVED that the signature of any director or officer required by law to affix his signature to such Investment Act Company Act Registration, Investment Company Act Application or Securities Act Registration or to any amendment thereof may be affixed by such director or officer personally, or by an attorney-in-fact duly constituted in writing by said director or officer to sign his name thereto; and FURTHER RESOLVED that the proper officers of the Company may sign on behalf of and as attorneys for other officers with respect to any documents referred to in this Action by Written Consent; and FURTHER RESOLVED that the proper officers of the Company are authorized to take whatever steps may be necessary or desirable to comply with such of the laws and regulations of the several states as may be applicable to the Company's sale of the Contracts; and FURTHER RESOLVED that the proper officers of the Company and its counsel are authorized, in the name and on behalf of the Company, under its corporate seal or otherwise to execute and deliver such corporate documents and certificates and to take such further action as may be necessary or desirable, including, but not limited to, the payment of applicable fees, in order to effectuate the purposes of the foregoing resolutions or any of them, and such officers are authorized to pay such expenses, as in their judgment shall be necessary, proper or advisable in order fully to carry out the intent and accomplish the purposes of the resolutions heretofore adopted in this Action by Written Consent, and each of them. IN WITNESS WHEREOF, I have hereunto subscribed my name and affixed the seal of said Company this 8th day of September, 1998. /s/ David S. Waldman -------------------- Secretary