Limited Power of Attorney for Section 16 Reporting Obligations
STATE OF MISSOURI
COUNTY OF GREENE
Know all by these presents, that the undersigned hereby makes, constitutes
and appoints Timothy A. Walsh, Michelle A. Gage, and J. Mark Flippin as the
undersigned's true and lawful attorneys-in-fact, with full power and authority
as hereinafter described on behalf of and in the name, place, and stead of the
undersigned to:
(1) Prepare, execute, acknowledge, deliver, and file Forms 3, 4 and 5
(including any amendments thereto) with respect to the securities of
American National Group, Inc. (the "Company"), with the United States
Securities and Exchange Commission, any national securities
exchanges, and the Company, as considered necessary or advisable
under Section 16(a) of the Securities Exchange Act of 1934 and the
rules and regulations promulgated thereunder, as amended from time to
time (the "Exchange Act");
(2) Seek or obtain, as the undersigned's representative and on the
undersigned's behalf, information on transactions in the Company's
securities from any third party (including without limitation
brokers, employee benefit plan administrators and trustees), and the
undersigned hereby authorizes any such person to release any such
information to such attorneys-in-fact and approves and ratifies any
such release of information; and
(3) Perform any and all other acts which in the discretion of such
attorneys-in-fact are necessary or desirable for and on behalf of the
undersigned in connection with the foregoing.
The undersigned acknowledges that:
(1) This Limited Power of Attorney authorizes, but does not require, such
attorneys-in-fact to act in their discretion on information provided to
such attorneys-in-fact without independent verification of such
information;
(2) Any documents prepared and/or executed by such attorneys-in-fact on
behalf of the undersigned pursuant to this Limited Power of Attorney
will be in such form and will contain such information and disclosure
as such attorneys-in-fact, in their discretion, deem necessary or
desirable;
(3) Neither the Company nor such attorneys-in-fact assume (i) any liability
for the undersigned's responsibility to comply with the requirements of
the Exchange Act, (ii) any liability of the undersigned for any failure
to comply with such requirements, or (iii) any obligation or liability
of the undersigned for profit disgorgement under Section 16(b) of the
Exchange Act; and
(4) This Limited Power of Attorney does not relieve the undersigned from
responsibility for compliance with the undersigned's obligations under
the Exchange Act, including without limitation the reporting
requirements under Section 16 of the Exchange Act.
The undersigned hereby gives and grants the foregoing attorneys-in-fact
full power and authority to do and perform all and every act and thing
whatsoever requisite, necessary, or appropriate to be done in and about the
foregoing matters as fully to all intents and purposes as the undersigned might
or could do if present, hereby ratifying all that such attorneys-in-fact of, for
and on behalf of the undersigned, shall lawfully do or cause to be done by
virtue of this Limited Power of Attorney.
This Limited Power of Attorney revokes any previous Power of Attorney
granted by the undersigned with respect to the subject matter hereof, and shall
remain in full force and effect until the undersigned is no longer required to
file Forms 4 or 5 with respect to the undersigned's holdings of and transactions
in securities issued by the Company, unless earlier revoked by the undersigned
in a subsequently executed Power of Attorney or a signed writing delivered to
the foregoing attorneys-in-fact.
IN WITNESS WHEREOF, the undersigned has caused this Limited Power of
Attorney to be executed this 2nd day of March, 2021.
/s/ James L. Flinn
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James L. Flinn