First Previous (PART VII Miscellaneous.) Next (SECOND SCHEDULE. Additional Particulars of Industrial Assurance Valuations.)

45 1936

INSURANCE ACT, 1936

FIRST SCHEDULE.

Conditions Affecting Amalgamated Companies Under Part III of this Act.

1. The memorandum and articles of association of every amalgamated company shall be subject to the approval of the Minister for Finance after consultation by him with the Minister.

2. The memorandum of association of every amalgamated company shall provide—

(a) that the registered office of such company shall be situate in the county borough of Dublin;

(b) that the principal objects of such company shall include the carrying on of life assurance business or the carryon of industrial assurance business or the carrying on of both such businesses, but not the carrying on of any other class of assurance business;

(c) that the liability of the members of such company shall be limited.

3. The articles of association of every amalgamated company shall specify the number of directors (including the chairman) of such company and the number so specified shall not be less than five and shall not be more than seven.

4. The articles of association of every amalgamated company shall provide—

(a) that, so long as the Minister for Finance holds not less than one half (in nominal value) of the issued shares of such company,—

(i) in case the number of the directors of such company is seven, four of the said directors shall be nominated by the Minister for Finance from time to time, as occasion requires,

(ii) in case the number of directors of such company is less than seven, three of the said directors shall be nominated by the Minister for Finance from time to time as occasion requires,

(iii) the chairman of the directors shall be nominated from time to time by the Minister for Finance from amongst the directors nominated by him;

(b) that there shall be a managing director of such company, and, subject to the next following paragraph, the directors of such company shall from time to time appoint one of their body to be managing director of such company;

(c) that the first managing director of such company shall be such one of the directors of such company as the Minister for Finance may appoint and shall hold the office of managing director for such period, not exceeding five years, on such terms, and subject to such conditions as the said Minister shall direct;

(d) that such company shall have power for the purposes of such company to raise money by means of debentures subject to the restrictions imposed by this Act and to the following restrictions, that is to say:—

(i) the amount so raised shall not exceed at any time the paid up share capital of such company, and

(ii) the said power shall not, without the consent of the Minister for Finance, be exercisable at any time while the said Minister holds more than one fifth (in nominal value) of the issued shares of such company;

(e) that, so long as the Minister for Finance holds any shares in such company, no person shall be capable of being appointed auditor of such company unless the said Minister has approved of the appointment of such person to such office.