Standard Life Assurance Company Act 1991

1. Introductory Text

2. 1. Short title

3. 2. Interpretation

4. 3. Appointed day

5. 4. Repeals

6. 5. Savings for incorporation of Company, existing policies, actions, etc

7. 6. Existing directors, officers, etc., to continue in office

8. 7. Name of Company

9. 8. Head office, etc

10. 9. No policy deemed to be effected until payment of premium

11. 10. Policies to be liable for claims of Company against members

12. 11. Execution of assignations, etc., of policies

13. 12. Effect of assignation to Company of its own policies

14. 13. Liability of members

15. 14. Regulations of Company

16. 15. Special resolution

17. 16. Redemption of stock

18. 17. Ranking of claims under policies in winding up

19. 18. Surplus assets on winding up

20. 19. Service of writs and notices on Company

21. 20. Companies Clauses Acts not to apply

22. 21. General Acts to apply

23. 1. SCHEDULE

       Regulations of The Standard Life Assurance Company

       1. Interpretation

          1. 1. Definitions

       2. Objects

          1. 2. Objects of Company

       3. Powers

          1. 3. Powers of Company

       4. Trusts

          1. 4. Company not to regard trusts

       5. Members

          1. 5. Members

          2. 6. Admission of members

          3. 7. Cessation of membership

          4. 8. Duration of membership

          5. 9. Assignees, etc

       6. Notice to owner of policy

          1. 10. Owners of policies bound by notice to previous owners

       7. Meetings of members

          1. 11. Annual general meeting

          2. 12. Special general meeting

          3. 13. Special resolutions

          4. 14. Business at annual general meeting

          5. 15. Quorum

          6. 16. Absence of quorum

          7. 17. Chairman of general meetings

          8. 18. Adjournment of meeting

          9. 19. Voting

          10. 20. Taking of poll

          11. 21. Chairman’s casting vote

       8. Voting of members

          1. 22. Qualification of member to vote

          2. 23. Representatives of corporations

          3. 24. Votes of incompetents

          4. 25. Proxies

          5. 26. Form of proxies

          6. 27. Deposit of proxies and authorities to vote

          7. 28. Authority conferred by proxies

          8. 29. Validity of proxies

          9. 30. Objections to voting

          10. 31. Number of votes

       9. Directors

          1. 32. Management of Company vested in directors

          2. 33. Number of directors

          3. 34. Directors may act notwithstanding vacancy

          4. 35. Qualification of directors

          5. 36. Continuance in office of present directors

          6. 37. Vacation of office of director

          7. 38. Directors may contract with Company

          8. 39. General notice as to director’s interests

          9. 40. Disclosure of interest to officer of Company

          10. 41. Directors may hold other office except auditor

          11. 42. Directors may become members or directors of any company promoted, etc., by Company

          12. 43. Remuneration of directors

          13. 44. Additional remuneration and expenses

       10. Retirement and election of directors

           1. 45. Retirement and election of directors

           2. 46. Election of directors

           3. 47. Eligibility for election

           4. 48. Co-option of directors

       11. Committees of directors

           1. 49. Committees

           2. 50. Chairman of committees

           3. 51. Proceedings of committees

       12. Meetings of directors

           1. 52. Meetings of directors

           2. 53. Notice of meetings

           3. 54. Chairman and deputy chairman

           4. 55. Quorum

           5. 56. Voting

           6. 57. Resolution in writing

           7. 58. Validity of acts and proceedings

       13. Local directors

           1. 59. Local directors

           2. 60. Remuneration of local directors

           3. 61. Qualification of local directors

           4. 62. Meetings of local directors

       14. Minutes

           1. 63. Minutes

       15. Officers, employees, etc.

           1. 64. Chief executive, actuary and secretary

           2. 65. Professional advisers, employees, officers, agents, etc

           3. 66. Power of directors to delegate

       16. Attorneys

           1. 67. Attorneys may be appointed by directors

       17. Trustees or nominees

           1. 68. Appointment of trustees or nominees

       18. Borrowing powers

           1. 69. Power to borrow and give security

       19. Seal

           1. 70. Common seal

           2. 71. Seal for use abroad

           3. 72. Canadian seal

           4. 73. Authentication of documents

       20. Execution of deeds, etc.

           1. 74. Execution of deeds, etc

       21. Separation of funds

           1. 75. Formation and application of separate funds

           2. 76. Prospectuses for separate funds

       22. Reserve funds

           1. 77. Reserve funds

       23. Actuarial report

           1. 78. Actuarial valuation and report

       24. Distribution of profits

           1. 79. Appropriation of surplus

           2. 80. Bonus distribution

           3. 81. Encashment of bonus

           4. 82. Bonus on claims between distributions

           5. 83. Directors may by arrangement limit, postpone, restrict or commute right of participation

           6. 84. Power to declare distributable surplus not to be delegated

       25. Accounts

           1. 85. Accounts to be kept

           2. 86. Books to be kept at head office or elsewhere

           3. 87. Members' right to inspect books

           4. 88. Annual accounts and balance sheet

           5. 89. Annual report of directors

           6. 90. Copies to be sent to members, etc

       26. Auditors

           1. 91. Qualification and duties of auditor

           2. 92. Audit of separate funds

       27. Indemnity, etc.

           1. 93. Indemnity of officers, etc., of Company

           2. 94. Individual responsibility

       28. Claims in bankruptcy, etc.

           1. 95. Representative in bankruptcy, etc

       29. Surrender of assurances

           1. 96. Surrender, alteration, etc., of assurances

       30. Notices

           1. 97. Service of notices by Company

           2. 98. Service of notices upon Company