BANKS AND SAVINGS BANKS.

closing concerns, to make annual reports.

1817, 32, § 1.

SECT. 156. The directors of every bank authorized to settle and close Banks, &c., Its concerns, the trustees of every savings bank and institution for savings so authorized, and all receivers or trustees appointed to take possession of the property and effects of any bank, shall annually on the second Wednesday of January make a report to the legislature, stating under specific heads the liabilities and property of each corporation, and rendering a full account of their receipts, payments, and doings, in the

execution of their trusts.

SECT. 157. Directors, trustees, and receivers, neglecting to comply Penalty. with the provisions of the preceding section, shall for each and every 1847, 32, § 2. day's neglect severally forfeit twenty dollars, to be recovered by the treasurer of the commonwealth who shall sue for the same; but no payment of a forfeiture so incurred, or of expenses resulting from such forfeiture, shall be allowed as a charge against such bank or institution.

14. Companies to give notice of organization, 34. Directors to make annual statement to

SECTION

annual statement. Directors may declare
dividend of certain per cent. on premiums
and subscriptions to safety fund, and issue
certificates.

41. Six per cent. interest may be paid on cer-
tificates, and excess of profits applied to
redemption.

42. Debt due from persons entitled to certifi-
cate may be deducted.

MUTUAL AND STOCK AND MUTUAL FIRE COM-
PANIES.

43. Election of directors. Proxies.
44. President, secretary, and treasurer, cho-
sen and sworn. Secretary to keep record.
45. Quorum of directors. Vacancies. Special
meetings.

46. Choice of directors. Secretary to keep list
of stockholders of guarantee capital. Spe-
cial meetings.

47. Corporations may be represented in mutual
companies.

48. Assessments. Liability of directors.
49. Liability of treasurer,

50. When directors liable, creditors may sue.
Remedy against corporation. Liability of
members.

51. Members to share profits or losses at expi-
ration of policy.

52. Policies limited in amount, and to create
lien. Limitation, &c., to be set forth. En-
forcement of lien.

53. Directors to classify property insured.
Classes to be observed in policies; ex-
penses, assessments, and dividends.

54. Assessments and statements to be re-
corded. Statements subject to inspection.
Separate statements. Limitation on as-

69. Agent to give bond.

70. Taxes, &c., upon companies, &c., imposed
in other states, to be imposed here.
71. Foreign agents to deposit statement and
copy of charter of their companies, and
publish statement.

72. Contracts of agents not complying, valid,
but agent liable. Company not appointing
agent not to recover assessments.
73. Foreign agents to exhibit name of state on
sign, and print same and character of office
on policies, &c.

74. Persons not complying not to act as
agents. Penalty.

75. Companies chartered out of United States to make returns.

76. Penalty on foreign agent neglecting to
make returns. Exception.

77. Penalty on agents insuring contrary to law.
78. "Foreign" construed.
Forms for returns.

Insurance commissioners. Appointment, &c. 1855, 124, § 1. 1858, 177, § 1.

to visit and

examine insur

ance compa

nies on request,

&c.

1855, 124, § 5. 1858, 177, § 2. See Ch. 59, §§ 10, 11.

may examine books and

agents of for

INSURANCE COMMISSIONERS.

SECTION 1. There shall be a board of insurance commissioners consisting of two persons appointed by the governor with the advice and consent of the council for the term of three years, subject to removal at their pleasure. The present members of the board shall hold their offices according to the tenor of their respective commissions unless sooner removed.

SECT. 2. The commissioners shall visit and examine any insurance company incorporated in this state when requested in writing by five or more persons, each of whom is a stockholder or creditor, or pecuniarily interested in such company; and also whenever they deem an examination necessary. At such times they shall have free access to its books and papers, and shall thoroughly inspect and examine all its affairs, and make inquiries such as are necessary to ascertain its condition and ability to fulfil its engagements, and whether it has complied with all the provisions of law applicable to its transactions.

SECT. 3. They may at any time require the agents of any foreign insurance company to exhibit the books kept by them relating to such eign companies. agencies, and to make answer in writing and under oath to all rea sonable questions proposed by them, in order to elicit a full statement of the business done for the company represented by such agent; and any

1855, 252, § 53.

agent refusing or neglecting for thirty days to answer such interrogatories shall be deemed not to have complied with the provisions of the laws of this state; and if he continues to act as such agent, shall be liable to the penalty prescribed in section seventy-four.

value of life

may examine

SECT. 4. Upon some day in each year, designated by them, they Commissioners shall calculate the existing value of all outstanding policies of life in- to calculate surance in companies authorized to make insurance on lives in this state. policies. SECT. 5. They and each of them may summon and examine under 1858, 177, § 2. oath, which they may administer, the directors, officers, and agents, of officers, &c. any insurance company, and such other persons as they think proper, fusing to testiPenalty for rein relation to the affairs, transactions, and condition, of such company; fy. and whoever without justifiable cause refuses to appear and testify when 1855, 124, § 6. so required, or who obstructs a commissioner in the discharge of his duty, shall for each offence be punished by a fine not exceeding one thousand dollars, or by imprisonment not exceeding one year.

SECT. 6. If upon examination the commissioners are of opinion that a company is insolvent, or that its condition is such as to render its further proceedings hazardous to the public or to those holding its policies, they shall apply to a justice of the supreme judicial court to issue an injunction restraining such company, in whole or in part, from further proceeding with its business until after a full hearing can be had. Such justice shall forthwith issue the injunction, and after a full hearing of all parties interested may dissolve or modify the same or make it perpetual. And he may make such orders and decrees as may be needful to suspend, restrain, or prohibit, the further continuance of the business of the company; and may appoint agents or receivers to take possession of the property and effects of the company, subject to such rules and orders as are from time to time according to the course of proceedings in equity prescribed by the court or a justice thereof in vacation.

SECT. 7. They shall annually in September furnish to the insurance companies in this state, and to the agents known to them of foreign insurance companies doing business in this state, two or more printed copies of the forms of returns to be made by them.

shall apply for injunction in

case of insol

vency, &c. Proceedings.

1855, 124, 8

to furnish forms.

1855, 124, § 10. 1856, 252, $8.

1858, 170, §2.

to report violations of law.

SECT. 8. When in their opinion an insurance company, its officers or agents, have violated any law of the state relative to such company, Attorney-gen they shall forthwith report the facts with such statements and remarks eral to proseas they deem expedient to the secretary of the commonwealth, and he cute, &c. shall give notice of the same to the attorney-general, who shall at once 1 prosecute said company, officer, or agent, therefor.

SECT. 9. They shall keep and preserve in a permanent form a full record of their proceedings, including a concise statement of the condition of each company visited or examined by them.

1855, 124, §§ 9,

to keep record

of proceedings,

&c.

1855, 124, §3.

to make anContents of. 1855, 124, § 9.

nual report, &c.

1856, 252, §§ 8,

1858, 177, § 2.

40, § 8.

SECT. 10. They shall annually at the earliest practicable date after the returns are received from the several insurance companies, make a report to the legislature of the general conduct and condition of the corporations visited by them since their last annual report, with such 56. suggestions as they deem expedient, and shall include therein an aggregate of the calculated values of all outstanding policies of life insurance; and in connection therewith shall prepare an abstract of all the returns and statements made to them by insurance companies and agents. Such report shall be printed on or before the first Wednesday of January.

SECT. 11. They shall receive an annual salary of fifteen hundred Salary. dollars each.

GENERAL PROVISIONS.

1858, 177, § 1. See Ch. 15 § 36..

SECT. 12. Insurance companies incorporated in this state may exer- Insurance comcise the powers and shall be subject to the duties and liabilities panies, general vided in this chapter so far as consistent with their respective charters. 1856, 252, § 1.

pro

powers, &c.

Companies, first

called.
1856, 252, § 2.

SECT. 13. The first meeting of such companies hereafter organized meeting of, how shall be called by a notice signed by one or more of the persons named in the act of incorporation, setting forth the time, place, and purposes, of the meeting, which shall seven days at least before the meeting be delivered to each member, or published in some newspaper of the county in which the company is established, or if there is no such paper, in some newspaper of an adjoining county.

to give notice

SECT. 14. Every such company shall give notice in writing to the of organization, secretary of the commonwealth, of the acceptance of its charter and 1856, 252, §3. organization under the same, within one year from the date thereof, or the same shall be void.

&c.

call for meet

ings.

1856, 252, § 9.

by-laws; ve

limitation of
suits.
1856, 252, § 9.

SECT. 15. All matters proposed to be acted upon at any meeting of such companies shall be specified in the call for the same.

SECT. 16. Such companies may adopt by-laws for conducting their nue of actions; business, not repugnant to their respective charters or the laws of the state, but no such company shall by any condition, restriction, or stipu lation, in its by-laws or policies, designate the county in which any suit shall be brought against the company, or limit the term of commencing such suit to a less period than two years from the time when the right thereto accrues.

secretary and treasurer to give bond. 1856, 252, § 9.

office for

business; cards,

location.

SECT. 17. The secretary and treasurer of such companies shall give bond in such sum as may be required by the directors, for the faithful discharge of their respective duties.

SECT. 18. Such companies shall have their office in the city or town &c., to specify specified in their charter; and when they establish agencies in other cities or towns, all signs, cards, pamphlets, and advertisements, exhibited or issued by them, shall specify the city or town where the company they represent is located.

1856, 252, § 5.

liable to taxation; to furnish statements

SECT. 19. Such companies shall be liable to be taxed by any general law taxing insurance companies; and the directors shall when required of their affairs. furnish to the legislature, or to a committee thereof, or to the insurance 1856, 252, §7. commissioners, a statement of their affairs signed by the president and secretary and sworn by them to be correct according to their best knowledge and belief, and shall submit to an examination on oath concerning the same.

funds of, how

1856, 252, § 35.

SECT. 20. Investments of the funds of an insurance company shall to be invested. be made in its corporate name; and funds of such companies as classify their risks, shall be kept and invested separately, so as to designate the assets belonging to each class.

investing offi

row.

1858, 48.

SECT. 21. No member of a committee or officer of a mutual marine, cers not to bor- mutual fire, or mutual life, insurance company, charged with the duty of investing its funds, shall borrow the same, or be surety for such loans to others, or directly or indirectly be liable for money borrowed of the company.

mortgages

taken on execu-
tion.
1856, 252, § 6.

SECT. 22. Mortgages on real estate, held by an insurance company, held by, may be shall be liable to be attached and taken and sold on execution, in the manner provided in sections seventy-five, seventy-six, and seventyseven, of chapter fifty-seven, in respect to mortgages held by banks. And the secretary shall perform the duties therein required of cashiers and clerks.

not to trade, except. 1856, 232, § 4.

to conduct

business in cor

porate name

only; term of

policies.

1856, 252, §§ 5,

21.

SECT. 23. No company shall deal or trade in buying or selling goods, wares, merchandise, or other like property, excepting such articles as have been insured by such company, on which losses are claimed by the insured. SECT. 24. Every insurance company doing business in this state shall conduct the same in the proper and corporate name of said company, and not by various and different names; and the policies and contracts of insurance issued by any company shall be headed or entitled only by the corporate name or title of said company. No policy shall be issued for a term exceeding seven years.

transmit to

SECT. 25. Every such company doing business in this state shall Companies to annually before the fifteenth day of November transmit to the insurance commissioners commissioners a statement of its affairs on the first day of said month, annual statein the form appended to this chapter, adapted to the business done by 1856, 252, § 8. such company, which shall be signed and sworn to by the president and secretary.

ment.

penalty for

making false

SECT. 26. Any company doing business in this state, neglecting to make the returns required under this chapter, shall forfeit one hundred neglect and dollars for each day's neglect, and every company that wilfully makes returns. false statements shall be liable to a fine of not less than five hundred nor more than five thousand dollars.

1856, 252, § 8.

COMPANIES HAVING SPECIFIC CAPITALS.

choose direct

to accept in

rum; vacancies; evidence of clec

proxies; record

1856, 252, § 11.

SECT. 27. Every insurance company with a specific capital shall with specific annually choose by ballot from the stockholders of the company resi- capite dir dent within this state, not less than five directors, who shall hold office ors; directors for one year and until others are chosen and qualified in their stead. writing; quoSuch directors when elected and notified shall before they are qualified to act declare their acceptance in writing to the secretary of the company. Not less than four directors shall constitute a quorum; and all questions shall be decided by a majority of those present. Vacancies in any office may be filled by the directors or by a meeting of stockholders called for the purpose. Each share shall be entitled to one vote. Proxies may be authorized in writing. No officer shall vote as proxy, and no stockholder shall either in person or by proxy cast more than thirty votes. The record of the votes, whether cast in person or by proxy, made by the secretary or clerk of the company, shall be evidence of all such elections.

secretary, who duties of secre

SECT. 28. The directors shall annually by ballot choose a president, secretary, and such other officers as the rules direct. The president president and shall be chosen from the board of directors. The president and secre- shall be sworn; tary shall annually be sworn. The president shall preside at all meetings tary of the stockholders and directors, but when absent a president pro tem. 1856, 252, § 12. may be chosen as the meeting determines. The secretary shall keep a record of the votes of the stockholders and of the directors; a list of the stockholders and number of shares standing in the name of each; a record of all transfers of shares; of all policies issued by the company, and of all assignments and transfers thereof; and such additional books as the president and directors require.

SECT. 29. Special meetings of the stockholders may be called by the Special meetings, how directors when they think proper; and they shall call such meetings on called. the written application of the owners of one-fifth part of the capital, or 1856, 252, § 13. of twenty stockholders, setting forth the purposes of the meeting.

sue, until, &c.

SECT. 30. The capital stock, unless otherwise specially provided, shall Capital stock, be paid in cash within twelve months from the date of the charter. No how and when paid in; policertificates of full shares or policies shall be issued until the whole cap- cies not to isital is paid in; nor shall any policy be issued until a certificate from the 1856, 262, § 14. insurance commissioners has been obtained authorizing such company See §§ 37, 56, CO. to issue policies. The insurance commissioners shall examine the capital, and a majority of the directors shall make oath that the money has been paid in by the stockholders towards payment of their respective shares, and not for any other purpose, and that it is intended that the same shall remain as the capital of the company, to be invested as required by the provisions of this chapter.

how invested

bility of direct

SECT. 31. The capital stock shall be invested in the stocks of the United States, or of this state, or of any city or town in this state, or in and loaned; liaany of the banks thereof, or in any railroads thereof which are com- ors upon loans. pleted and paid for and the franchises of which are not pledged or