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winding up of the corporation, the assets, after payment of debts, are divisible among the stockholders. It is very plain that both these rights of stockholders, viz., the right to dividends and the right to share in the final distribution of the corporate property, may be prejudiced by its destruction. In this case the ships were the means by which profits were to be earned, and their loss would naturally, in the ordinary course of things, diminish the capacity of the corporation to pay dividends, and consequently impair the value of the stock. The same would be true in other cases which might be mentioned, as, for example, where buildings producing rent, owned by a corporation, should be burned. It is not necessary, to constitute an insurable interest, that the interest is such that the event insured against would necessarily subject the insured to loss. It is sufficient that it might do so, and that pecuniary injury would be the natural consequence: Cone v. Niagara Fire Ins. Co., 60 N. Y. 619.

The question now before us was considered by the supreme court of Iowa in the case of Warren v. Davenport F. Ins. Co., 31 Iowa, 464; 7 Am. Rep. 160. The court, in a careful opinion, reached the conclusion that a stockholder in a corporation had an insurable interest in the corporate property. In Philips v. Knox County M. Ins. Co., 20 Ohio, 174, there is an adverse dictum, but the decision went on another ground. In Wilson v. Jones, L. R. 2 Ex. 139, the action was upon a policy in favor of the plaintiff, a share-holder in the Atlantic Telegraph Company, a company organized to lay the Atlantic cable. The court construed the contract as an insurance of the plaintiff in respect to the adventure undertaken by the company to lay the cable, and it was held that his interest as shareholder was an insurable interest, and likened it to an insurance on profits. See also Paterson v. Harris, 1 Best & S. 336It is difficult to perceive any good reason why, if a stockholder could be insured on his share in a corporation against a loss happening in the prosecution of a corporate enterprise, he could not insure specifically the corporate property itself embraced in the adventure, and prove his interest by showing that he was a share-holder.

The question here is, Did the plaintiff have an insurable interest covered by the policy? The amount of damages is not in question. Except that the parties have taken that question out of the controversy, the extent of the loss would be a question of fact to be ascertained by proof, and the recovery,

up to the amount insured, would be measured by the actual loss. We are of opinion that the view that a stockholder in a corporation may insure specific corporate property, by reason of his situation as stockholder, stands upon the better reason, and also that it is in consonance with the current of authority defining insurable interests in our courts. The cases of Herkimer v. Rice, 27 N. Y. 163, Rohrbach v. Germania Fire Ins. Co., 62 N. Y. 47, 20 Am. Rep. 451, and National Filtering Oil Co. v. Citizens' Ins. Co., 106 N. Y. 535, 60 Am. Rep. 473, sustained policies upon interests quite as remote as the interest now in question. It would be useless reiteration to restate the particular facts and grounds of the decisions in these cases. It is sufficient to refer to them, and to say, in conclusion, that it seems to us, both upon authority and reason, that the insurance now in question is not a wager policy, but is a fair and reasonable contract of indemnity founded upon a real interest, though not amounting to an estate legal or equitable in the property insured.

The judgment should therefore be affirmed.

FIRE INSURANCE-WHAT CONSTITUTES AN INSURABLE INTEREST. — As to what is an insurable interest in property, see note to Strong v. Manufacturers' Ins. Co., 20 Am. Dec. 510-518. Whenever a legal connection can be shown to exist between the injury which may occur to the property insured, and the loss to the party insuring, the assured has a sufficient insurable interest: McDonald v. Black, 20 Ohio, 185; 55 Am. Dec. 448, and note. A qualified interest in property, or any interest which would be recognized by a court of law or equity, is an insurable interest: Warren v. Davenport Fire Ins. Co., 31 Iowa, 464; 7 Am. Rep. 160; Hough v. C. F. Ins. Co., 29 Conn. 10; 76 Am. Dec. 581. Compare Queen Ins. Co. v. Young, 86 Ala. 424; 11 Am. St. Rep. 51. A leasehold interest is insurable: Philadelphia T. Co. v. British etc. Assur. Co., 132 Pa. St. 236. A bailee, such as a warehouseman, may have an insurable interest in property in his possession for safe-keeping: California Ins. Co. v. Union C. Co., 133 U. S. 387. An assignee for the benefit of creditors may insure the property assigned to him: Sibley v. Prescott Ins. Co., 57

Mich. 14.

ARFF V. STAR FIRE INSURANCE COMPANY.

[125 NEW YORK, 57.]

INSURANCE. NOTICE TO AN ORDINARY INSURANCE BROKER is not notice to the insurer. INSURANCE BROKER IS ONE WHO ACTS AS A MIDDLEMAN between the assured and the company, and who solicits insurance from the public under no employment from any special company, but having secured an order, he either places the insurance with a company selected by the assured, or in the absence of any selection by him, then with a company selected by such broker. If he enters into the exclusive employment of the insurer or his agent, he loses his character as an insurance broker, and becomes a mere clerk or employee, and any notice which could be given to a clerk or employee can be given to him. INSURANCE.

NOTICE OF ADDITIONAL INSURANCE is sufficient if given to one in the employment of an agent to whom such notice might properly have been given, where such employee solicited the original insurance, occupies a desk in the office of such agent, and his duties are to solicit insurance for the exclusive benefit of such agent, and to take to him all risks secured.

INSURANCE - WAIVER BY CLERK.

An ordinary agent of an insurance company has the power to employ clerks to discharge the ordinary business of his agency, and a waiver which the agent himself could make may be made by his clerk. The act of the clerk is the act of the agent, and, as such, binds the company. The fact that the clerk is compensated for his services by a commission does not limit his authority.

URANCE CLERKS OF AGENTS. A provision of a policy of insurance, that no one not holding a commission of the company shall be considered as its agent, does not prevent the agent's employment of the usual and necessary clerical assistants, nor does it prevent them, when employed, from exercising the powers usually incident to their position.. INSURANCE EVIDENCE. When it is claimed in an action on a policy of insurance that a notice of additional insurance was given to a clerk of an agent of the insurer, and that its being so given was sufficient to comply with the policy, evidence is admissible which tends to show that the agents employed clerks who were in the habit of attending to the details of the business and of signing consents for additional insurance.

Henry A. Merritt, for the appellant.

R. A. Parmenter, for the respondent.

PECKHAM, J. This is an action to recover upon a policy of insurance issued by the defendant upon certain personal property belonging to the plaintiff. A loss having occurred, and plaintiff having made a demand upon defendant for payment under the policy, the defendant refused to pay, because it appeared that other insurance had been taken subsequent to the issuing of the policy in question, and, as defendant claimed, no notice had been given to it of the taking of such insurance. There was a clause in the policy by which the

AM. ST. REP., VOL. XXL-46

plaintiff "agreed to notify the company if, at the making of this insurance, or at any time during its continuance, there shall be any other insurance applied to the property herein described, or any part thereof, whether the same be valid or not." It was also provided that the policy should become void if the assured neglected to comply with its terms, conditions, or covenants. There was also a provision in the policy that "only such persons as shall hold the commission of this company shall be considered as its agents in any transaction. relating to this insurance or any renewal thereof, or the payment of premium to the company. Any other person shall be deemed to be the agent of the assured, and payment of the premium to such person shall be at the sole risk of the assured."

The plaintiff claimed upon the trial that he had given the notice required by the company. He had in fact given it to one Werner Strecker, and whether or not that notice is sufficient is the only question in the case.

The plaintiff was nonsuited on the ground that he had not given the notice as required by the policy; and that judgment of nonsuit has been affirmed by the general term, and the plaintiff appeals here.

It appeared in evidence that Macdonald and Van Alstyne were the duly commissioned agents of the company in the city of Troy at the time when this policy was issued. Mr. Van Alstyne swore that his firm had authority, as agents of the defendant, to give permits for additional insurance, and to consent to assignments for transfers of insurance. He also stated that their authority as agents of the defendant was to do a general insurance business for the company, collect premiums, give receipts and consents and indorsements on insurance policies. They had been agents of the defendant for five or six years at the time in question. When this policy was issued, and up to the time of the occurrence of the loss, this firm had been doing business in the city of Troy for the defendant as general insurance agents, and during that time Mr. Van Alstyne said that they "had in their employ, among others, this Werner Strecker," and he designated the manner of his employment as "working for us as a broker; I mean soliciting insurance on commission; he was soliciting insurance for our firm, and our firm only, on a commission; his compensation was regulated by certain commission on business he brought. He did not do other fire insurance that I

know of; what he would do would be to go and solicit insurance, and bring it to our office; if we approved it, we would take it and pay him his commission; that was all. He was not soliciting fire insurance for any one else. His arrangement about his working for us in the way of fire insurance was, that he was employed by us to solicit insurance for our office exclusively, upon which we paid him a commission upon the business he brought in." He also said that Strecker had a desk in their office during this time, "not one of his own, but he used one that was in the office, the same as any person; when he happened in, he came in and used a desk there the same as any broker; he had a desk that he used pretty much all the time for himself."

Mr. Strecker himself testified that he was "in the insurance business, principally, in 1884; fire and life both; working for Macdonald and Van Alstyne, and for no one else not in fire insurance; I was paid according to the business I brought in; if I did a great deal of business I got a great deal of money, and if I did n't, I got less; during that year, I do not know whether it could be called working under a salary or not; it was always regulated by the amount of business; there was a desk in the office I usually occupied; the nature of my employment was soliciting."

He solicited from Mr. Arff an application for the policy in question, and it was after the issuing of the policy that the plaintiff informed Mr. Strecker that other insurance had been taken through Mr. Fromann.

It was also stated by Mr. Van Alstyne that, under their agreement with Mr. Strecker, "he was at liberty to work for any other insurance company, if he pleased; he could place his business with other insurance companies, if he chose; he could place such business as he solicited with other companies, if he chose, with other agents; he had, for some considerable period anterior to 1884, acted for us in the matter of soliciting fire insurance; his office was located with us; he had a desk in our office; prior to this, he had been in our employ since 1880, doing business exclusively for our company, and having a desk in our office during that time."

There was thus evidence from which the jury could infer that Mr. Strecker was solely in the employ of these agents, and that the kind of employment in which he was engaged was the soliciting for them of policies of insurance, and for them exclusively, and that his compensation for the services per

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