Bill 44 (Legislature 4, Session 1)

L4 S1 9733

Alberta — Bills

BILL No. 44 of 1918.

An Act to amend The Alberta Insurance Act. (Assented to , 1918.) HIS MAJESTY, by and with the advice and consent of the Legislative Assembly of the Province of Alberta, enacts as follows: 1. The 11 lbcrla J nsttrancc Act, being

chapter 8 of the Statutes of Alberta, 1915, and amendments thereto, is hereby amended as follows:

Section 3, subsection 1 (e): By inserting the words "automobile, guarantee" after the words "plate glass" in said subsection. 2.

Section !): By repealing that portioll of 81,lbseetion 2 from the first to the word "its" in the third line thereof, inclusive, and substituting therefor the following: "

(2) A certified copy of power of attorney (in form prescribed by the Lieutenant Governor in Council, or to the like effect), with a certified copy of the duly signed consent of the party so appointed attached thereto, from the insurance corporation to a resident in the province upon whom any process in any action, suit or proceeding a,gainst the insurance corporation may be ~erved. Said power of attorney Rhall be under tLe corpm'ation's. 3. Sections 10, 11 and 12: By repealing same and sub stituting for said

section 10 the following,: "10. After such certified copies are filed as aforef"aid any process in any action against the insuraHce corporation may be served UpOll its attorney appointed pursuant to

section 9 of this Act, and such service shall be deemed service npon the insurance corpNation, and :snell attorney shall keep a record of the date and hour of the service upon him; provided, however, that nothing hereip contained shall render invalid service in nny other mode in 'which the insurance corporation may be lawfully served."

Section 17, subsection (1): By striking out all of said subsection after the ,yord "thereof" and :'>ubstituting there for the following: "sunh fce" as may be fixed by order of Lhe Lieutenant CO'.'CI'JIOr in Council." 5. By adding thereto the following secti(Jns: "CONTRACTS OF HAIL INSURANCE. "103.

The liability of a company in respect to a contract of bail insurance "llnll eommellce at noon, standard time, of the cby 011 whidl Ole application :slmll h~we been accepted by the head or brand) of nee or general ng;cllcy of the com pany in the province, nud "hall expire nt noon, standard time, on the 15t.h dny of ~cptember of the same year or on such later date in the year as may be provided by the contract. "104. Should tlje ClOp il1sured be cut before the date of expiry of the contract t.he liability of the company under the contract r:;hall ccase at the time the grain is so cut. "105.

If the application for such insurance be declined by the company it shall within forty-eight hours of the receipt of the application at its head or branch office or

2 general agency in the pH'vince so notify the assured by registered letter directed to the address given in such application, failing which thc company shaH be deemed to have accepted the application. "106. On the face of everv policy of hail insurance there shall appear- • "1. The WLlllC or th(~ immrcl'; "2. The name of the insured; "3. The name of the person or pen'oll:" to whom the insurance money is payable; "4. The prcmimll or other considemtioll fo)' t.he insurance; "5. The subject matte)' of the insurance; "G. The maximum amount or amounts which the insurer contracts to pay; "7.

The event OJl the happening of which payment is to be made; "8. The term of the insurance; "9. The name and address of the company's head or branch oHice or general agency in the provincc. "107.

Every company registered under The Alberta Insurance A ct to undertake hail insurance in Alberta shall cause to be printed, stamped or 'written in plain letters across the face of every policy, or other insuring document, covering hail lof'S issued by or on behalf of such company on crops in Alberta, or which on the face of such policy or other insuring document are stated to be in Alberta, the words 'Hcgistercd under The Alberta InslJrance Act.' "108.

Any stiJ1ulntion or term of the contract, other than those mentioned herein, if held by a court or a judge before whom a question relating thereto is tlied to be not just and reasonable, shall not be binding upon the aSflured. "109.

The eomlitiom; set forth in ~ehedule D to t,bis Act shall as against the insurer be deemed to be part of eVf'ry contract of hail insurance in force in Alberta, and [:+a11 be printed on every policy with the l~eading 'Hail lnsunmce Conditions,' and no stipulations to the contrary or pro viding for allY variation, addition or omit'sion shall 1:e binding Oil tLc gsslired unless set forth in the manller prescribed by sections 110 and 111 of tbj~; Act: "Provided that the provision herein as to printing conditiolls on the policic8 shall not be imperative until after the first (by of J ullllary, HlJ n. "110.

If the insurer desires to 1'::1] y the st.atutory condi tions or to omit allY of ihml, or to add [my new conditiOJls, there skdl hn n.ddcd il1lmediately after such conditiolls words to the i'ulluwillg effect., whieh witIi fllly kueh Y::Iriutioll, addition OJ' rd(']'cllce to ornit'siol;,,:, Hhail be printed hi eOllspi(;UOllS j.'ypc ;(I,d ill red ink: '" vAnlA'rl(~i\T 1':--; CONDI'l'lONS. '" Thir-; policy i::; issued on the aLoye statutory conditiolls with the following v:uiations, omissions and additions, which are IJY virtue of The Alberta insurance Act in force so far oniy as ti:t:,Y slmll be held to be jmt and reasonable to be exacLed by the c()mpany.' "111.

No such YH.ri8,tion, mnbsion or additioJl, twIcE'S th(' same is distinctly indicated and set fOlth in the malllH'l' above prescribed, sllall be binding upon the af'sured. "112. Any sueh Yariatiol1s, omissions or additions, unlHs held to be just and reasonable, shall be null Dud void. "113. Sectiolls 73, 74, 75 and 77 (Jf this Act shall apply to contracts of hail insurance.

3 "PROVISIONS APPLICABLE TO COMPANIES HEREAFTER INCORPORATED BY THE LEGISLATURE. "114. Every special Act of the Legislature passed after the first day of January, 1918, for the incorporation of an insurance company shall be in the form of

schedule E to this Act, and shall be read as if it contained the provisions hereinafter in this

section set forth, and shall he construed having regard thereto. "

(2) The persons named as such in the special Act ::;hall be the provi::;ionnl direc\'orR of the compnny, n majority of whom shall Le a quorum for the transaction of business. They shall remain in office until replaced by directors duly elected in their stead, and they may forthwith open stock books, procure subscriptions of stock for the under taking, make calls on stock subscribed and secure payments thereon.

They shall deposit in a chartered bank in Alberta all moneys received by them on account of stock subscribed or otherwise received on account of the company and may withdraw the same for the purposes of the company only and may do generally what is necessary to organize the company. , "

(3) The directors may establish local advisory boards or agencies either within Alberta or elsewhere at such times and in such manner as they may deem expedient. "

(4) The capital stock of the company shall be divided into shares of one hundred dollars each. "

(5) The directors may, after the whole authorized capital stock of the company has been subscribed and fifty per cent. paid thereon in cash, increase the capital stock from time to time to an amount not exceeding the sum named for that purpose in the special Act; but the stock shall not be increased until a resolution of the board of directors authorizing such increase has been first sub mitted to and confirmed by two-thirds in value of the shareholders present or represented by proxy at a special general meeting of the members of the company duly called for that purpose. "

(6) As soon as the amount for that purpose mentioned in the special Act has been subscribed and ten pel' cent. of the said amount has been paid into some chartered bank in Alberta the provisional directors shall call a general meeting of the shareholders at some place to be named in the municipality where the head office of the company is situated; at which meeting the shareholders present or represented by proxy who have paid not less than ten per cent. of the amount of shares subscribed for by them shall elect the shareholders' directors in the case of a life company, and the ordinary directors in the case of a com pany other than a life company, as set forth in the next following section.

"

(7) The shares of the capital stock subscribed for shall be paid by such instalments and at such times and places as the directors appoint; the first instalment shall not exceed twenty-five per cent. and no subsequent instalment shall exceed ten per cent., and not less than thirty days' notice of any call shall be given, and no call shall be made at a less interval than thirty days from the last preceding call. "

(8) The company shall not commence business until at least the amount of stock mentioned for that purpose in the special Act has been subscribed for, nor until at least the sum named for that purpose in the said special Act

4 has been paid in cash into the funds of the company to be appropriated only for the purpose of the company under the said special Act: "Provided that stock upon which less than ten per cent. has been paid in cash by the eubscriber shall not be reckoned as part of the stock mentioned in the special Act as neces sary to be subscribed, nor shall any sum paid by any shareholder upon the shares subscribed for by him which is less than ten per cent. of the amount subscribed for by such shareholder be reckoned as part of the sum required to be paid thereon as in such special Act provided. "

(9) A general meeting of the company shall be called at its head office once in each year after the organization of the company and the commencement of business, and at such meeting a statement of the affairs of the company shall be submitted, and special general or extraordinary meetings may at any time be called by any three of the directors or by requisition of any twenty-five shareholders, specifying in the notice the object of the meeting. "

(10) The company may cause itself to be reinsured against any risk undertaken by it, and may reinsure any other company carrying on the same line of business as this company against any risk undertaken by such other company. "DIRECTORS, THEIR ELECTION, DUTIES AND POWERS. "116. (

a) There shall be in the case of life insurance companies having a capital stock, whether called by the name of capital stock, guarantee fund or any other name, two classes of directors, namely: directors· elected by the shareholders, herein called shareholders' directors, and directors elected by the policyholders, herein called policy holders' directors; but in the case of companies other than life companies having a capital stock there shall be only one class of directors, namely: directors elected by the shareholders, herein called ordinary directors. " (

b) No person shall be elected a shareholders' director of a life company or an ordinary director of a company other than a life company unless he is a shareholder owning shares in a capital stock or guarantee capital, as the case may be, absolutely in his own right and not in arrel:lors in respect of any calls thereon, and the majority of directors so elected shall at all times be persons resident in Alberta and subjects of His Majesty by birth or naturalization. "(

c) In the case of a company other than a life company there shall be elected at the first annual meeting and at each subsequent annual meeting a board of not less than nine nor more than fifteen directors, who shall hold office for one year but shall be eligible for re-election. "(

d) In the case of a life company there shall be elected at the first and second annual meetings not less than five nor more than nine shareholders' directors, who shall hold office for one year but shall be eligible for re-election. "(

e) The manager of a company may be a director, but no agent or paid officer, other than the manager, shall be eligible to be elected as a director. The words 'paid officer' in this paragraph do not include the president and vice-president, or the president and first vice-president if there is more than one vice-president elected under the provisions of paragraph (

j) of this section. "(

f) No person shall be eligible to be or become a share holders' director of a life company or an ordinary director of any other company unless he holds in his own name

5 and for his own use shares of the capital stock of the com pany to the amount of at least two thousand five hundred dollars, and has paid in cash all calls due thereon and all liabilities incurred by him to the company. "(

g) At all general meetings of a company each share h9lder present in person or represented by proxy who has paid in cash all calls due upon his shares and all liability incurred by him to the company shall have one vote for each share held by him. "(

h) In the case of a life company every person whose life is insured under a participating policy or participating policies of the company for two thousand dollars or upwards upon which no premiums are due, whether such person is a shareholder of the company or not, herein called a par ticipating policyholder, shall be a member of the company and be entitled to attend and vote at all general meetings of the company; but participatinp; policyholders, as such, shall not be entitled to vote for the election of shareholders' directors: "Provided, however, that in case of liquidation of the company, the policyholder as such member shall not be entitled to share in the distribution of the assets or be liable to b~ placed on the list of contributories.

Every holder of a participating policy or policies of the company for four thousand dollars or upwards, exclusive of bonus additions, upon which no premiums are due, who is not a shareholder and who has paid premiums on such policy or policies for at least three full years, shall be eligible for election as a policyholders' director. The policyholders' directors shall meet with the shareholders' directors and shall have a vote on all business matters. "(

i) The election of directors shall be by ballot. "(

j) The directors shall elect from among themselves a president and one vice-president or more. "(lc) At all meetings of directors for the transaction of business a majority of the board shall be a quorum. "(

l) The company shall have a fixed time in each year for its annual meeting, and due notice of same shall· be given at least fifteen days before in two or more daily newspapers published at or near the place where the head office of the company is situated and in the case of a life company such time shall be printed in prominent type on each renewal receipt issued by the company.

"(rn) At the allnual meeting no shareholder of the com pany other than a life company shall vote for more than the number of ordinary directors to be elected, and in the ease of a life company no shareholder shall vote for more than the number of shareholders' directors to be elected, and no participating policyholder shall vote for more than the number of policyholders' directors to be elected. "(

n) Every proxy representing a shareholder must be himself a shareholder and entitled to vote, and an instru ment of proxy shall not be valid unless executed within three months of the date of the meeting at which it is to be used, and unless filed with the secretary of the company at least ten days before such meeting, and shall be used only at such meeting or any adjournment thereof, and may be revoked at any time prior to such meeting. "

(0) Vacancies occurring in the board of directors may be filled for the remainder of the term by the directors from among the qualified shareholders or policyholders as the case may be.

6 II (

p) If at any time an election of directors is not made, or does not take effect at the proper time, the company shall not be held to be thereby dissolved, but such election may take place at any general meeting of the company duly called for that purpose, and the retiring directors shall continue in office until their successors are elected. "116. The directors may, in all things, administer the affairs of the company, and may make or cause to br' made for the company any description of contract which the company mny, hy ]n,w, ent.er illin. "BY-LAWS. "117. The directors may make by-laws not contrary tCl law, or to a special Act, or to this Act, for- "(

a) The regulating of the allotment of stock, the' making of calls thereon, the payment thereof. the issue and registration of certificates of stock, the forfeiture of stock for nonpayment, the dif posal of forfeited stock and the proceeds thereof, and the transfer of stock; "(

b) The declaration and payment of dividends; "(

c) The appointment, functions, duties and remov~ I of all agents, officers and servants of the con pany, the security to be given by them to tl e company and their remuneration; "(

d) The time and place for the holding of the annu: 1 meeting of the company, the calling of meetin~;:) regular and special of the directors and of tJ (' company, the requirements as to proxies, al (' the procedure in all things at such meetings; "(

e) The imposition and recovery of all penalties a1 (~ forfeitures admitting of regulation by by-law; "(

f) The conduct in all other particulars of the affai,; of the company. "118. The directors may, from time to time, repE: L amend or re-enact any such by-law: II Provided that every by-law, appeal, amendment (, re-enactment, unless in the meantime confirmed at :, general meeting of the company duly called for that purP( : ( , shall only have force until the next annual meeting (.' the company, and in default of confirmation thereat sl nil from the time of such default cease to have force L. (~ effect. "CAPITAL STOCK AND CALLS THEREON. "119.

The stock of the company shall be personal esktc . and shall be transferable in such manner only, and sub,i(, i to such conditions and restrictions as are prescribed by "[1 :., Act, or by the special Act or the by-law of the company. "120. If the special Act makes no other definite provisi(, . the stock of the company shall be allotted at such t ij, ,. and in such manner as the directors, by by-law or otl ( wise prescribe . . "121.

The directors of the company may call in :' i' demand from the shareholders thereof respectively all ~ l J of money by them subscribed at ~ch times and places ~' in such payments 01' instalments as the special Act or,. Act requires or allows. "

(2) Interest shall accrue and fall due at the rate five per cent. per annum upon the amount of any Ul}: ,. call, from the day appointed for payment of such cui. "122. If, after such demand or notice as by the Sf ( Act or the by-laws of the company is prescribed, : . call made upon any share or shares is not paid within~: ! time as by such special Act or by-laws is limited in -,1 ;,

7 behalf, the directors, in their discretion, by resolution to that effect, reciting the facts and duly recorded in their minutes, may summarily declare forfeited any shares where on such payment is not made. "

(2) Such shares shall thereupon become the property of the company, and shall be disposed of as the directors by by-law or otherwise prescribe. "123. No share shall be transferable until all previous calls thereon have been fully paid, or until it is declared forfeited for nonpayment of a call or calls thereon. "124.

No salary, compensation or emolument shall be paid to any director of a provincial life insurance company for his services as such director unless authorized by a vote of the members, in the case of a mutual company, and by a vote of the shareholders and other members, if any, in the case of a company having capital stock.

No salary, compensation or emolument shall be paid to any officer or trustee of any such company unless authorized by a vote of the directors, nor shall any salary, compen sation or emolument amounting in any year to more than five thousand dollars be paid to any agent or employee unless the contract under which such amount becomes payable has been approved by the board of directors. "BOOKS OF THE COMPANY. "125. The company shall cause a book or books to be kept by the secretary, or by some other officer specially charged with that duty, wherein shall be kept recorded "(

a) The names, alphabetically arranged, of all persons who are or have been shareholders; " (

b) The address and calling of every person while such shareholder; . "(

c) The number of shares of stock held by each shareholder; "(

d) The amounts paid in and remaining unpaid, respectively, on the stock of each shareholder; "Ce) All transfers of stock, in their order as presented to the company for entry, with the date and particulars of each transfer, and the date of the entry thereof; and "(

f) The names, addresses and calljngs of all persons who are or have been directors of the company, with the several dates at which each became or ceased to be such director, and distinguishing, in the case of a life company, between share holders' directors and policyholders' directors. "126. The directors may allow or refuse to allow the entry in any such book or books of any transfer of stock whereof the whole amount has not been paid. "127.

No transfer of stock, unless made by sale under execution or under the decree, order or judgment of a court of competent jurisdiction, shall be valid for any purpose whatsoever until entry there.of has been duly made in such book or books, except for the purpose of exhibiting the rights of the parties thereto towards each other. "128.

Such books shall during reasonable business hours of every day, except Sundays and holidays, be kept open for the inspection of shareholders and creditors of the company and their personal representatives, and in the case of life companies, of the participating policyholders, at the head office or chief place of business of the company,

8 and every shareholder, creditor or personal representative and participating policyholder may make extracts there from. "OFFENCES AND PENALTIES. "129. Every director, officer or servant of the company who knowingly makes or assists in making any untrue entry in any book required by this Act to be kept by such company, or who refuses or wilfully neglects to make any proper entry therein, or to exhibit the same to the persons mentioned in

section 128 hereof, or to allow the same to be inspected and extracts to be taken therefrom by such persons, is guilty of an indictable offence and liable to imprisonment for any term not exceeding two years. "SHAREHOLDERS' LIABILITY. "130. Every shareholder shall, until the whole amount of his stock has been paid up, be individually liable to the creditors of the company to an amount equal to that not paid up thereon; but shall not be liable to an action therefor by any creditor until an execution against the company at the suit of such creditor has been returned unsatisfied in whole or in part. "

(2) The amount remaining unpaid by the shareholder on his stock shall be the maximum amount recoverable with costs from such shareholder. "131. The shareholders of the company shall not, as such be held responsible for any Act, default or liability whatsoever of the company, or for any engagement, claim, payment, loss, injury, transaction, matter or thing what soever, relating to or connected with the company, beyond the amount of their respective shares in the capital stock thereof. "132.

No person holding stock in the company as an executor, administrator, tutor, curator, guardian or trustee shall be personally subject to liability as a shareholder; but the estate and funds in the hands of such person shall be liable in like manner and to the same extent as the testator, or intestate if living, or the minor, ward or inter dicted person or the person interested in such trust fund if competent to act and holding such stock in his own name, Would be liable. "

(2) No person holding stock in the company as collateral security shall be personally subject to liability as a share holder; but the person pledging such stock shall be con sidered as holding the same and shall be liable as a share holder accordingly. "MEETINGS AND VOTING. "133.

In the absence of other provisions in that behalf in the special Act or in the by-laws of the company or in this Act, notice of the time and place for holding general meetings of the company shall be given at least ten days previously thereto in some newspaper published at the place in which the head office or chief place of business of the company is situated, or if there is no newspaper there published, then in the newspaper published nearest thereto. "134:. No shareholder who is in arrear in respect of any call shall vote at any meeting of the company. "

(2) In the absence of other provisions, in manner aforesaid, every shareholder shall be entitled to as many votes at all general meetings of the company as he owns shares in the company, and may vote by proxy.

9 1/135. Every executor, administrator, tutor, curator, guardian or trustee shall represent the stock in his possession in his fiduciary capacity at all meetings of the company, and may vote as a shareholder} and every person who pledges his stock may, notwithstanding such pledge, repre sent the said stock at all such meetings, and vote as a shareholder. "136. Shareholders who hold one-fourth

part in value of the subscribed stock of the company may at any time by written requisition signed by them call a special general meeting of the company for the transaction of any business specified in such requisition, and in the notice made and given for the purpose of calling such meeting. "137. Every contract, agreement, engagement or bargain made, and every bill of exchange drawn, accepted or en dorsed, and every promissory note and cheque made, drawn or endorsed on behalf of the company by any agent, officer or servant of the company, in general accordance with his powers as such under the by-laws of the company, shall be binding upon the company. "

(2) In no case shall it be necessary to have the seal of the company affixed to any such contract, agreement, engagement, bargain, bill of exchange, promissory note or cheque, or to prove that the same was made, drawn, accepted or endorsed, as the case may be, in pursuance of any by-law or special vote or order. "

(3) The person so acting as agent, officer or servant of the company shall not be thereby subjected individually to any liability whatsoever to any third person therefor. "TRUSTS. "138. The company shall not be bound to see to the execution of any trust, whether express, implied or con structive, in regard to any share. "

(2) The receipt of the shareholder in whose name any share stands in the books of the company shall be a valid and binding discharge to the company for any dividend or money payable in respect of such share, and whether or not notice of such trust has been given to the com pany. "

(3) The company shall not be bound to see to the application of the money paid upon such receipt. "LIABILITY OF DIRECTORS. "139.

If the directors of the company declare and pay any dividend when the company is insolvent, or any dividend the payment of which renders the company insolvent, or diminishes the capital stock thereof, they shall be jointly and severally liable, as well to the company as to the individual shareholders and creditors thereof, and, in the case of a life company, to the participating policyholders, for all the debts of the company then existing, and for all thereafter contracted during their continuance in office respectively: "Provided that if any director present when such dividend is declared does forthwith, or if any director then absent does, within fourteen days after he becomes aware of such dividend being declared, publish a protest in at least three issues of any newspaper published at the place in which the head office or chief place of business of the company is situated, or if there is no newspaper there published, in at least three issues of the newspaper published nearest thereto, such director may thereby, and not otherwise, exonerate himself from the liability aforesaid.

10 "140. If any loan is made by the company to any director or officer of the company in violation of the provisions of this Act, all directors and other officers of the company who make the same or assent thereto shall be jointly and severally liable to the company for the amount of such loan, and also to third persons to the extent of such loan, with lawful interest for all debts of the company contracted from the time of the making of such loan to that of the repayment thereof. "14:1.

The directors of the company shall be jointly and severally liable to the clerks and servants thereof for all debts, not exceeding six months' wages, due for services performed for the company whilst they are such directors respectively: "Provided that no director shall be liable to an action therefor, unless the company is sued therefor within one year after the debt became due, nor unless such director is sued therefor within one year from the time when he ceased to be such director, nor unless an execution against the company at the suit of such clerk or servant is returned unsatisfied in whole or in part. "

(2) The amount unsatisfied on such execution shall be the amount recoverable with costs from the directors. "USE OF FUNDS. "142. The company shall not loan any of its funds to any director or officer thereof, except that a life insurance company may lend to any director or officer thereof on the security of the company's own policies. " PROCEDURE. "143. The company may enforce payment of all calls and interest thereon, by action in any court of competent juris diction. "144.

In such action it shall not be necessary to set forth the special matter, but it shall be sufficient to declare that the defendant is a holder of one share or more, stating the number of shares, and is indebted to the company in the sum of money to which the calls in arrear amount, in respect of one call or more, upon one share or more, stating the number of calls and the amount of each call, whereby an action has accrued to the company under this Act. "145.

Service of any process or notice upon the company may be made by leaving a copy thereof at the head office or chief place of business of the company, with any adult person in charge thereof, or elsewhere with the president or secretary of the company. "

(2) If the company has no known office or chief place of business, and has no known president or secretary, the court may order such publication as it deems requisite to be made in the premises for at least one month, and in at least one newspaper, and such publication shall be deemed to be due service upon the company. "146. Any description of action may be prosecuted and maintained between the company and any shareholder thereof. "147. The company shall be subject to the provisions of 3;ny general Act for the winding-up of joint stock com pallIes. " EVIDENCE. "148.

A copy of any by-law of the company, under its seal, and purporting to be signed by any officer of the company, shall be received as prima facie evidence of such by-law in all courts of Alberta.

11 "149. All books required by this Act to be kept by the secretary or by any other officer of the company charged with that duty shall, in any suit or proceeding, be, as against the company or against any shareholder, prima facie evidence of all facts purporting to be therein stated. "150.

In. any action by any company to enforce payment of any call or interest thereon a certificate under the seal of the company and purporting to be signed by any officer of the company to the effect that the defendant is a share holder, that the call or calls have been made, to enforce payment of which or of any interest thereon such action has been brought, and that so much is due by him and unpaid thereon, shall be received in all courts as prima facie evidence. "COSTS OF INCORPORATION. "151.

The entire cost of procuring the incorporation and subscription for stock shall be charged directly to the account of the shareholders and the amount thereof fixed by percentage on the capital stock or fixed in bulk and shown on the face of the form of the stock subscription contract, and shall not form a charge upon or be paid out of the paid-up capital nor from the insurance funds, nor be in any way chargeable directly or indirectly against the policyholders. " INVESTMENTS. "152.

The surplus insurance funds and the reserve fund of a provincial insurance company shall be loaned or invested in the name of the company- "(

a) In any securities in which, under The Trustee Ordinance trustees may invest trust funds; " (

b) In first mortgages on improved farm lands in Canada up to sixty per cent. of their cash value, provided that the total amount so invested shall not exceed twenty per cent. of the total amount of funds invested by the company; "(

c) In debentures of any municipal or school corpor ation in Canada; "(

d) Subject to the approval of the Lieutenant Governor in Council, in terminating debentures of incor- . porated companies which have, in the Dominion of Canada, for the last preceding five consecutive years, been actually supplying gas, water, heat, light, power or electricity to the public or to any municipal corporation; or of steam, electric or street railway or telegraph or telephone com panies in actual operation in Canada, but loans upon the security of or the investment in debentures of any of the companies mentioned in this clause shall not in the aggregate exceed one-fifth of the paid-up capital of the company; and "(

e) In the case of a life company, in life or endowment policies or contracts issued by the company or by any other life company licensed to transact business in Canada. "

(2) Any uninvested money shall be kept on deposit in the name of the company in a post office savings bank or in a chartered bank of Canada. "153. Any insurance corporation incorporated or regis tered under this Act may hold absolutely for its own use and benefit such real estate as is necessary for the trans action of its business, and when so authorized by the

12 Lieutenant Governor in Council, may acquire or construct a building larger than is required for the transaction of its business, and may lease any part of such building not so required and may hold such real estate as is acquired by it by foreclosure or in satisfaction of a debt, and may sell, mortgage, lease or otherwise dispose of the same; but the corporation shall sell any such last mentioned real estate within seven years after it has been so acquired, otherwise it shall be forfeited to His Majesty for the uses of Alberta. tt INVES'fMENTS-ANNUAL HEPORT. "154. In his annual report prepared for the Treasurer under the provisions of

section 53 of this Act, the super intendent shall allow as assets only such of the investments of the several companies as are authorized by this Act, or by their Acts of incorporation, or by the general Acts . applicable to such investments. "

(2) In his said report the superintendent shall make all necessary corrections in the annual statements made by the companies as herein provided and shall be at liberty to allow or disallow any asset other than an investment authorized by law to increase or diminish the liabilities of such companies to the true and correct amounts thereof as ascertained by him in the examination of their affairs at the head office thereof in Canada, or otherwise. "

(3) The superintendent may request any provincial company to dispose of and realize any of its investments acquired after the passing of this Act and not authorized by this Act, and the company shall within sixty days after receiving such request absolutely dispose of and realize the said investments, and if the amount realized therefrom falls below the amount paid by the company for· the said invest ments, the directors of the company shall be jointly and severally liable for the payment to the company of the amount of the deficiency; provided that if any director present when any such investment is authorized does forthwith, or if any director then absent does, within eight days after he becomes aware of such investment, give notice of his protest by registered letter to the superin tendent, such director may thereby, and not otherwise, exonerate himself from such liability.

"

(4) An appeal shall lie in a

summary manner from the ruling of the superintendent as to the admissibility of any asset not allowed by him, or as to any item or amount so added to liabilities, or as to any correction or alteration made in any statement, or as to any other matter arising in the carrying out of the provisions of this Act, to the Lieutenant Governor in Council, who shall have power to make all necessary rules for the conduct of appeals under this section. "

(5) For the purpose of such appeal the superintendent shall at the request of the company interested give a certi ficate in writing setting forth the ruling appealed from and the reasons therefor, which ruling shall, however, be binding upon the company unless the company shall within fifteen days after notice of such ruling serve upon the superintendent notice of its intention to appeal therefrom, setting forth the grounds of appeal, and within fifteen days thereafter file its appeal with the Lieutenant Governor in Council and with due diligence prosecute the same, in which case action on such ruling shall be suspended until the Lieutenant Governor in Council has rendered judgment thereon.

13 "REDUC'l'ION AND SUBSEQUENT INCREASE OF CAPITAL. "155.

The directors of any provincial company may, subject to the proviso hereinafter contained, in the event of its paid-up capital being impaired, at any time and from time to time after being duly authorized and empowered by a resolution approved by the voks of shareholders representing at least two-thirds of all the subscribed stock of the company fit a Rpecial general meeting duly called for considering Ruch resolution, pass a by-law for writing off the said paid-up capital filly amount which they have been so authorized and empowered by the shareholders as aforesaid to write off such paid-up capital, but no part of its assets shall be distributed to its shareholders; pro vided, however, that the paid-up capital shall not be reduced- "(

a) Below the minimum amount fixed by the com pany's Act of incorporation as necessary to be paid-up before the company can commence business; or "(

b) Below the amount required by

section 7 for the classes of insurance which the company under takes. "

(2) The capital of a company shall be .deemed to be impaired when its assets, exclusive of an amount equal to its paid-up capital are less than its liabilities calculated according to the requirements of this Act. "

(3) Such by-law shall declare the par value of the shares of the stock so reduced and the capital stock of the company shall be reduced by the amount of the reduction in the paid-Up portion thereof. "

(4) The liability of the shareholders shall remain the same as if no reduction had been made in t.he paid-up capital stock of the company. "AMALGAMATION AND TRANSFER. "156.

Any company incorporated by the Legislature may amalgamate its property and business with those of any other such company, or may transfer all or any portion of its contracts of insurance to or reinsure the same in any other such company, or any other company, and may transfer its property and business or any part thereof to any other such company, or any other company, and such companies are hereby authorized to enter into all contracts and agreements necessary to amalgamation, transfer or reinsurance upon compliance with the conditiom; hereinafter set forth. "

(2) Any sudl company may reimml'c the contracts of insurance or any lJortion thereof of any other such company or any other company, or may purchase and take over the business a:nd property or any portion thereof of any other such company or of any other company. "(3) "Then au agreement for such amalgamation, transfer, reinm:rance or punlm:-::e h2,S been entered into by any such company, such cumpttlly ph aU apply by petition to the Treasurer to sanction and confirm the same. "

(4) Notice of such company's intention to apply for sanction and confirmation of such amalgamation, transfer, reinsurance or purchase shall be given in The Alberta Gazette at least thirty days before the application is made. . "

(5) When such application is made, the companies which are parties to the agreement shall file with the Treasurer the following documents:

14 "(

a) Certified copies of the statement of the assets and liabilities of the companies concerned in such amalgamation, transfer, reinsurance or pur chase; "(

b) A statement of the nature and terms of the amalgamation, transfer, reinsurance or purchase; "(

c) A certified copy of the agreement under which such amalgamation, transfer, reinsurance or pur chase is effected; "(

d) Certified copieR of tho actuarinl or other reports upon which such agreement is founded; "(

e) A declaration under the hands of the president and manager of each company that to the best of their knowledge and belief every payment made or to be made to any person whomsoever on account of the said amalgamation, transfer, reinsurance or purchase is therein fully set forth and that no other payments beyond those set forth have been made or are to be made either in money, contracts of insurance, bonds, valuable securities or other property, by or with "the knowledge of any of the parties to the amalga mation, transfer, reinsurance or purchase. "

(6) No such company shall amalgamate with another company, transfer its business to, reinsure its business in or purchase and take over the business and property, or any part thereof, of another company unless such amalga mation, transfer, reinsurance or purchase is sanctioned by the Treasurer in accordance with the provisions of this Act. "157. Any provincial company may by by-law, passed and approved of by the votes of the shareholders, repre senting at least two-thirds in value of the subscribed capital of the company, present or represented at a special general meeting duly called for considering the by-Iaw- "(

a) Change the head office of such company from any plac~ in the province to any other place in the provmce; "(

b) Change the date for holding its annual general meeting."

SCHEDULE D. HAIL INSURANCE CONDITIONS. (Section 109.) 1. If any person insures his crop and causes the same to be described W:i to location and acreage otherwise than as it really is, to the prejudice of the company, or misrepre sents or omits to' communicate any circumstance which is material to be made known to the company in order to enable it to judge of the risk it undertakes, such insurance shall be of no force with respect to the item of the appli cation in regard to which there has been such misdescrip tion, misrepresentation or omission. 2.

A policy sent or delivered to the insured upon an application in writing shall be deemed to be intended to be in accordance therewith, unless the company forthwith gives notice to the insured in writing of the particulars where in such policy and application differ. A policy issued on

15 a verbal applicntion or verbal instructions shall be deemed to be ill acCOrdml(~() therewith un]ci:-u,,; the ilUllIrcd notifies the company in writing, before any leSt; is incurred under the policy, of the particulars wherein the said policy and application or im;tructions differ. 3. No condition of the policy, either in whole or in part., shall be deemed to have brPll waived by the company, unlcsR the waiver iH clearly (,XIJt'c~~:("(1 ill writing, Hi!!;lled hy or on behalf of the company at itr, bead office or general agency from which the poliey was j:,;sucd. 4.

Any authorized officer or general agent of the com pany who, on behalf of the company, enters into a written agreement reInting to any matter connected wit.h an in surance shall be deemed prima facie to be t.he agent of the company for the purpose. 5. The compnny Ahallnot be liable for the losAes following, that. is t.o say: (

a) Loss from hail on any part of t.he acreage insured which is found to be less than five per cent. of the amount of insurance per acre, and in no caEe for any 10Rs less than ten dollars, except where the acreage insured is forty acres or less; (

b) Loss occasioned to the crops insured by causes other than hail, and where other causes than hail have contributed to the damage the company shall be liable only for so much of the loss as is directly att.ributable t.o hail; (

c) LOSR from hail to any port.ion of the insured crop which has been so injured by causes other t.han hail, or by being over-ripe, that such port.ion would not yield profit over and above the actual cost of cutting, threshing and marketing; (

d) LOSR arising from the neglect of the assured to cut, after it has been damaged by hail, any portion of the insured crop which is fully matured. 6.

In the event of damage to the crops insured, the assured or his agent shall notify the company of the less by registered letter mailed within three days of the occur rence of such damage and addressed to t.he company at its head office or general agency froHl which t.he policy waR issued, stating the Humber of the policy, the day and hour of the st.orm and the estimat.ed damage t.o each plot. or item of the crop insured; provided that such notification may be delivered at. such head office or general agency by the assured or his agent within such specified time. 7.

A person claimillg under a policy shall within thirty days after the o('Gurrence of the less, unless such time iR ext.ended in writing by the company, furnish a statutory declaration, hereinafter called proof of loss, setting forth the dat.e and number of the policy, a description of the land upon which the grain was damaged, the dat.e of t.he damag,e and the est.imated percentage of damage sust.ained by each portion of the rrop insured. if the insured fails t.o fumir-h proof of loss he shall forfeit [my claim under the poliey.

No- denial of liability or other act on the part of the ocm pany, save as hereunder mentioned shall be de€mcd t.o waive or dispense with proof of loss: Provided that if the company ,,,it.hin the said thirty days has adjusted the loss accept.ably to the claimant and such adjustment has been duly signed by him, or if the amount of the loss has been determined by appraisal as

16 hereinafter provided, the company shall be deemed to have waived proof of loss, unless the same is requested by the company in writing. S. Any fraud or false material statement in a statutory declaration in relation to any of the above particulars shall vitiate the claim of the person mnking the declaration. \). Subject to condition 10, proof of loss must be made by the assured, although the loss is payable to a third person. 10.

Proof of loss may be made by the agent of the assured, in case of the absence or inability of the assured himself to make the sfLme, such absence or inability being satis factorily accounted for, or in the like case or if the assured refuses to do so, by a person to whom any part of the insurance money is payable. 11.

In the case of partial damage by hail the company shall pay the ;same percentage of the amount insured per acre as the portion of t.he crop destroyed or damaged bean; to what 'would have been the amount of the whole crop had no damage by hail occurred, no account to be taken of the cost of cutting or threshing the portion not destroyed or damaged. On the remaining portion of the insured crop the residue of the insurance shall remain in force. 12.

If the assured in his notice of loss calls for an adjust ment and it is found that the company is not liable for any loss according to the conditions of his policy, the assured shall pay the expense incurred in the investigation of his claim. 13.

If any portion of the crops insured herein is injured from causes other than hail, the assured may obtain a rebate of a pro rata proportion of the premium paid for the insurance on such portion, calculated as from the first day of June to the fifteenth day of 8eptember in clusive, provided notice of intention to plough tinder such crop is mailed by the assured to the company at its head office or general agency in the province, by registered letter accompanied by his policy not later than the twentieth day of July, specifying the acreage of the insured crop to be ploughed down, which shall be done not later than the tenth day of August next following the date hereof.

A statement of crop acreage so ploughed under shall be furnished the company by the assured not later than the twentieth day of August in the current year, on such form as may be required by the company. The insurance on the portion specified to be ploughed under shall terminate at 12 o'clock noon, standard time, of the day on which the first notice was mailed. to the company. No rebate shall be granted if the assured fails to observe the foregoing conditions, nor shall any rebate of premium be granted llpon any portion of the crop that may be harvested. 14.

In the event of a disagreement as to the percentage of damage by hail to any of the crop insured, whether the right to recover on the policy is disputed or not, such percentage shall, when so required by either party, be ascertained by an appraisal which shall be conducted as follows:

(1) The party desiring appraisal shall deliver or came to be delivered by mail or otherwise to the other part.y a notice in writing requiring an appraisal to be made and appointing

17 a competent and disinterested appraiser who is a tax payer in the province, who shall act either alone or with an appraiser chosen by the other party to estimate the percentage of the damage.

(2) Not later than three days after receipt of such notice the other party shall, if he disagrees, appoint an appraiser to represent him and, within the said period, shall notify the first party of such appointment by notice in writing RO dclinmxl as aforcRaid.

(3) In the Iat.ter ('·m~e the appraiscrs shall together esti mate the percentage of damage, and failing to agree shall submit their differences t.o an umpire, and the award in writing of any two shall determine the percentage of such damage. Such umpire shall be chosen by the appraisers, or in case they cannot ap;ree, then on the l1pplication of either appraiser, by a judge of the District Court of the judicial district within which the crop acreage insured lies.

(4) If one appraiser has been chosen both parties shall share equally his expenses, if two, each party shall pay the expense of the appraiser chosen by him; both parties shall bear equally the expense of the umpire if an umpire is required.

(5) Should either party after receipt of written notice from the other, neglect or refuse to choose an appraiser within the time above specified, the percentage of damage shall be estimated and determined by the appraiser chosen by the party giving notice.

(6) The actual appraisal of such damage shall be com menced '>vithin hvo days after both appraisers have been chosen, or after the expiration of the time herein allowed for such choice. 15. The loss shall be payable within sixty days after completion of proof of loss, unless a shorter period is provided for by the contract of insurance. lG. Every actioll or proceeding agaimit t.he company for the recovery of any claim under or by virtue of this policy shall be absolutely bnrred, unless commenced within twelYc months after the loss or damage OCC\lrS. 17.

If the crop insured or the interer;t of the assured in such crop is assigned without the wrii,i,en permission of the head offiC'c or general agew'j' of the company from which the poliC'y was issued, such assigmncnt shall not be binding on the company; but this (,Ol!dition does not apply to change of title by succession or by operation of the law, or by reaSOIl of death.

18 f4CHEDULE K (Section 114.) MODEL BILL. For incorporation of Insurance Company.

An Act to incorporate the (state name of the company).

Wlwrea~ th() p()r~OllH ]wreillafter llUlllC(\ have by their petition prayed that it be enacted as hereinafter ~et forth, and it is expedient to grant the prayer of the said petition; Therefore His IVlajesty, by and with the adyice and consent of the Legislative Assembly of the Province of Alberta, enacts O-R follows: 1. (Insert names of not less than five person.s of the full age of twenty-one years applyinU for incorporation) tog,ether with snch persons as become shareholder~ in the company, are incorporated under the name of (81,0,[e lIame of company), hereinafter called « the. company." 2.

The persons named ill sectioll 1 of thifi Act (or as the case may be) ~1hall be the provisional dircetors of the company (the name, address and addition oj each director must be fj1:ven). 3. 'lhe capital stock of the company shall he. ..... dollars, which may be increased to. . ... dollars. 4. 'I'h() amount to be subseribcd before the general meeting for the cledion of directon; is called shall be . dollars. S. The company fih,!ll llOt commence business until the alllount of the capit a1 stork required by sertioll 7 of The Alberta Insnrancr /l cl haR be('l] fillhscl'ihed nl\(1 paid. G.

The head oili('(' \.f Ill(' C0I11Jlai\~' shall he in t.he .of. .il1 the Province of :\Iherta. 7.

The compaJlY may make coutmets of immranee (state particulars oj the kinds of insurance 1'utended 10 be carn:ed on). 8. ~~ections 5[j to GO, both inclusive, of The Companies ()rd'£nance and all amendments and alterations thereof Cihall be alld the same :!l'(~ horeby ineorporated ,vith and shall be deemed a part of this Act and shall apply to the ~;aid company, excepting so far as the same may be ir.con ~istent with the express enactments hereof, and the cx prcssion "this Act" when used herein shall he understood to i nclnde the ~if)ction:~ of the ~:;nid 'l'hc Compam:cs Ord'inancc as aforesaid. 9.

The Alberta Insurance Act and amendments thereto shall apply to the company.

No. 44. FIRST SESSION FOURTH LEGISLATURE 8 GEORGE V 1918 BILL

An Act to amend The Alberta Insurance Act. Received and read the First iime .............. . Second time. . ........ , ... . Third time ............... . HON. MR. MITCHELL. EDMONTON: J. W. J ..... y. KdIa'. PmInIIa A.D. 11118 Title: 1918 (4th, 1st) Bill 44,

An Act to amend The Alberta Insurance Act

Document details

Collection	Alberta — Bills
Citation	L4 S1 9733
Type	bill
Volume / chapter	L4 S1 9733
Language	en
Format	json
Source	PROVINCIAL
Identifier	05c582af5f35bade7fe1863115c28ed4eafb449c

Source file is stored in the law ingest library (json).