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CHAP. II.

statements.

fund.

thereof shall not be less than two hundred thousand dollars), constitute the capital stock of such company for the further conduct of its business, as hereinbefore provided, and the sum so retained by said superintendent shall thenceforth constitute the special reserve fund of such company, to which additions may be made, as herein provided, and shall be held in the same manner, and for the same purposes, and under the same condition as the original special reserve fund of such company was held. Such company Annual shall, in its annual statement to the insurance department of this state, set forth the amount of such special reserve fund and of its guar- surplus

Guaranty anty surplus fund. If at any time, in consequence of the payment of losses by fires, or of the expenses of the business, or of the interest payable under the provisions of this act to stockholders, or from any other cause, the guaranty surplus fund shall be reduced in amount below the amount of the special reserve fund, the directors of such company shall have the right at their option, at the time of making any division of the net profits as herein provided, to carry a larger sum to the guaranty surplus fund than to the special reserve fund; but this privilege shall cease as soon as the said two funds are made equal in amount. The policy registers,

Books, etc., insurance maps, books of record and other books in actual use by not assets. such company in its business, are not to be considered as assets, but shall be held by the company for its use in the protection of its policy-holders not claimants for losses at the time of such general conflagration. [As amended by Laws of 1878, chap. 282, § 4.]

§ 8. If at any time after said special reserve fund shall have been accumulated by any company, it shall appear, upon examina-ital stock tion by the said superintendent, that the capital of such company impaired, has, in the absence of any such extensive conflagration, become made up. impaired so as to cause him to order a call upon the stockholders to make up such impairment, the board of directors of such company may either comply with such order, and require the necessary payment by the stockholders, or, at their option, they may apply for that purpose so much of said special reserve fund as will make such impairment good. No company doing business under this act shall insure any larger amount upon any single risk than is permitted by law to a company possessing the same amount of insurance capital, irrespective of the funds hereby provided for. So much

Interpreand such parts of existing laws as are inconsistent with this act are tation. hereby made and declared to be inapplicable to insurance companies doing business under and in conformity with this act. [As amended by Laws of 1878, chap. 282, $ 5.]

When cap

has become

Limit on

CHAP. II.

False statement of

What advertisement etc., to contain,

L. 1877, Chap. 241 – An Act to prevent the making and

publication of false or deceptive statements in relation to the business of fire insurance.

Passed May 8, 1877. SECTION 1. It shall not be lawful for any company, corporaassets pro- tion, association, individual or individuals now transacting or now hibited.

or hereafter authorized, under any existing or future laws of this State, to transact the business of fire insurance within this State, to state or represent, either by advertisement in any newspaper, magazine or periodical, or by any sign, circular, card, policy of insurance or certificate of renewal thereof, or otherwise, any funds or assets to be in possession of any such company, corporation, association, individual or individuals, not actually possesse by such company, corporation, association, individual or individuals and available for the payment of losses by fire, and held for the protection of holders of policies of fire insurance.

§ 2. Every advertisement or public announcement, and every sign, circular or card hereafter made or issued by any company, corporation, association, individual or individuals, or any officer, agent, manager or legal representative thereof, now or hereafter authorized by any existing or future laws of this State to transact the business of fire insurance within this State which shall purport to make known the financial standing of any such company, corporation, association, individual or individuals, shall exhibit the capital actually paid in in cash and the amount of net surplus of assets over all liabilities of such company, corporation, association, individual or individuals actually available for the payment of losses by fire and held for the protection of holders of their policies of fire insurance, including in such liabilities the fund reserved for reinsurance of outstanding risks; and shall correspond with the verified statement made by the company, corporation, association, individual or individuals making or issuing the same to the insurance department of this State next preceding the making or issuing of the same.

§ 3. Nothing in this act shall be construed to prohibit any inCapital set

surance company or association from publishing in any policy or

certificate of renewal thereof a single item showing the amount policy, etc. of their capital as set forth in their charter, act of incorporation,

deed of settlement or articles of association, under which they are authorized to transact the business of insurance.

forth in charter

may be

stated in

CHAP. II.

Penalties,

§ 4. Any violation of any provision of this act shall, for the first offense, subject the company, corporation, association, individual or individuals guilty of such violation to a penalty of five hundred dollars, to * sued for and recovered in the name of the people, with costs and expenses of such prosecution by the district-attorney of any county in which the company, corporation, association, individual or individuals shall be located or may transact business, or in any county where such offense may be committed, and such penalty, when recovered, shall be paid into the treasury of such county for the benefit of the poor of said county. Every subsequent violation shall subject the company, corporation, association, individual or individuals guilty of such violation to a penalty of not less than one thousand dollars, which shall be sued for, recovered and disposed of in like manner as for the first offense. (See Laws of 1882, chap. 235, post, p. 133.)

L. 1878, Chap. 98 – An Act to authorize the merging of

corporations organized under the act entitled “ An act to provide for the incorporation of fire insurance companies,” passed June twenty-fifth, eighteen hundred and fifty-three, and of the acts amending or extending the same.

Passed April 1, 1878. SECTION 1. Any two corporations heretofore, or that may here- Merger of after be, organized under the act entitled “An act to provide for the incorporation of fire insurance companies, passed June twenty-fifth, eighteen hundred and fifty-three, or of the acts amending or extending the same, are hereby authorized to merge one of such companies into the other of them in manner following: The directors of any two such corporations may enter into and make an agreement under their respective corporate seals, for the merger of one of said companies into the other of them, prescribing the terms and conditions thereof; the mode of carrying the same into effect; the amount of capital and number of shares of the stock into which the same is to be divided, which capital shall not be larger in amount than the aggregate amount of capital of the two companies, with such other particulars as they may deem necessary, not inconsistent with the provisions of the said last-named act, and the acts amending and extending the same; and which agreement

corporations.

*So in the original.

by directors and stockholders,

When merger effected.

CHAP. 11. shall be subject to the approval of the superintendent of the insur

ance department. Ratification § 2. Such agreement of the directors shall not be deemed to be

the agreement of the said corporations so proposing to merge one into the other, unless assented to by a majority of the number of directors of each one of said corporations prescribed by the charters of said two corporations, until the assent of one-half of the stockholders owning two-thirds of the stock of each of said companies so proposing to become merged into one be obtained. And when such agreement of the directors has been sanctioned and approved by one-half of the stockholders of each of said companies, owners of two-thirds of the stock thereof, in the manner hereinbefore prescribed, then such agreement of the directors shall be deemed to be the agreement of the said corporations; and such assent in writing, or a duplicate thereof, attached to the said agreement, shall be evidence of the assent of such stockholders.

§ 3. Upon the making, sanctioning and approving of the said agreement in the preceding sections mentioned in the manner therein required, and the filing of the duplicates or counterparts thereof, and of the assent in writing mentioned in the preceding section, with the approval of said superintendent, in the office of the clerk of the county where the principal office of said corporation is located, and in the office of the superintendent of the insurance department; then and immediately thereafter the said corporation shall be merged in the corporation provided for in said

agreement, and the details of such agreement shall be carried into Return of effect as provided therein, and it shall be lawful for said corpora. certificates tion to require the return of the original certificates of stock held

by each stockholder in each of the companies, and in lieu thereof to issue new certificates for such number of shares of its own stock as the said stockholders may be entitled to receive.

§ 4. Upon the merger of any corporation in the manner herein provided all and singular the rights, franchises and interests of the said corporation so merged, in and to every species of property, real, personal and mixed, and things in action thereunto belonging, shall be deemed to be transferred to and vested in such corporation, as the other of them has become merged, without any other deed or transfer; and said last-named corporation shall hold and enjoy the same, and all rights of property, franchises and interests in the same manner, and to the same extent as if the said corporation so merged should have continued to retain the title

Effect of merger.

CHAP. II.

creditors.

and transact the business of such corporation; and the title and real estate acquired by the said corporation so merged shall not be deemed to revert by means of such merger or any thing relating thereto.

$ 5. The rights of creditors of any corporation that shall be so Rights of merged shall not in any manner be impaired by any such merger, nor shall any liability or obligation for the payment of any money now due, or hereafter to become due, to any person or persons, or any claim or demand, in any manner, or for any cause existing against any such corporation, or against any stockholder thereof, be in any manner released or impaired, but such corporation into Liabilities. which the other shall become merged is declared to succeed to such obligations and liabilities, and to be held liable to pay and discharge all such debts and liabilities of the merged corporation in the same manner as if such corporation into which the other shall become merged had itself incurred the obligation or liability to pay such debt or damages, and the stockholders of the respective corporations so entering into such agreement shall continue, subject to all the liabilities, claims and demands existing against them as such at or before such merger, and no suit, action or other proceeding then pending before any court or tribunal in which any corporation may be so merged is a party shall be deemed to have Pending abated or discontinued by reason of any such merger, but the same may be prosecuted to final judgment in the same manner as if the said corporations had not entered into the said agreement; or the said last-named corporation may be substituted in the place of any corporation so merged, as aforesaid, by order of the court in which such action, suit or proceeding may be pending.

L. 1879, Chap. 489- An Act to regulate the issuance of

policies and the reinsurance thereof by fire insurance companies transacting business in this State.

PASSED June 7, 1879. SECTION 1. Hereafter it shall not be lawful for any fire insurance Limits as

to risks. company, organized or incorporated under the laws of this State, to issue any policy or policies on any one risk in excess of ten per centum of its paid-up capital stock and net surplus.

§ 2. No fire insurance company organized under the laws of any Limits as other State shall issue any policy or policies in this State, or on taken by risks located in this State on any one risk, in excess of ten per centum companies.

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