§ Order for Second Reading read.
§ Motion made, and Question proposed, "That the Bill be now read a second time."
§ SIR GEORGE BARTLEY (Islington, N.)rose to move "That this House is of opinion that before any further alterations are authorised in the memoranda and articles of association of life insurance companies, it is desirable that the whole subject be considered by a Select Committee with a view to safeguard the interests of policy-holders and others, who are often largely affected by proposed alterations, but who are not consulted, and are not considered to have any voice in alterations thus proposed."
§ MR. SPEAKEROrder, order! It is my duty to toll the hon. Member that this Amendment is not, in order because it proposes to raise and discuss the general question of policy with a view to the alteration of the existing law. That is not permissible, but the hon. Member may have an opportunity of arguing against the Rill on those lines.
§ SIR GEORGE BARTLEYaccordingly moved that the Bill be road a second time that day six months.
§ MR. DALZIEL (Kirkcaldy Burghs)seconded the Motion.
§
Amendment proposed—
To leave out the word 'now,' and at the end of the Question to add the words 'upon this day six months.'"—(Sir George Bartley.)
§ Question proposed. "That the word 'now' stand part of the Question.'"
§ MR. AUSTIN TAYLOR (Liverpool, East Toxteth)said that possibly there was a certain danger attaching to all companies—not merely those which had a policy-holders, but those which contained largo number of shareholders—in (the Alteration of memoranda and articles of association. It was quite possible for changes of that kind to be made where there were a large number of shareholders, without the full importance of the changes being brought within the cognisance of the shareholders; but they were dealing now with a company which did not desire to alter its memorandum and articles of association, because it did not possess them. The gigantic property of the company was regulated by private Acts of Parliament and elaborate laws and regulations, with the result that the company suffered very serious disabilities in carrying on its business. All its property and investment-, amounting to £10,000,000, were held in the name of trustees, all documents had to be signed by the directors or by persons authorised by them, and all legal proceedings by or against the company must be taken in the name of the chairman or other officer on its behalf. The consequence of this was that very great inconvenience had been from time to time experienced and heavy 1260 expense incurred by the company. Naturally those interested in the company desired that it should be modernised and its constitution brought up to date. The Bill provided for its registration under the Companies Acts, and for its incorporation with a common seal. It would get rid of its laws and regulations and of four of its five Acts of Parliament. The company would in future be regulated by a memorandum and articles of association. Ho did not think that under Clause 9 there would be that enormous extension of the company's business which the hon. Member for North Islington feared, and he directed attention to certain limiting words which had been introduced, and which would keen the agency and trust business strictly within the objects of the company generally. It was not the desire of the promoters to alter or enlarge the company's sphere of operations, but rather to endow it with a constitution which would enable it better to carry out the original objects and purposes for which it was formed. There was no intention of launching out into vast undertakings or new developments, or trenching in any way upon the reserves which had been laboriously built up over a course of years. The promoters had obtained the opinion of Mr. Palmer, probably the greatest living authority on company law, and he had expressed the opinion that the new objects were in no material degree wider than the existing objects of the company.
§ SIR GEORGE BARTLEYinterposed to say that he had discovered that during the passage of the Bill through the House of Lords, Clause 9 had been materially modified, and trust and agency business would only have to be undertaken in connection with any of the purposes of the company."
§ MR. AUSTIN TAYLORpointed out that these qualifying words were introduced by the promoters, who were anxious to prevent any misconstruction on the point. They had further shown their good faith by scheduling the memorandum and articles of association in the Bill, so that it might be submitted to the scrutiny of the House. He hoped the hon. Member would withdraw his Motion.
* THE CHAIRMAN OF COMMITTEES Mr. J. W. LOWTHER,) Cumberland, Penithsaid that he was not concerned either to support or to deny the general proposition of the hon. Member for Islington. The hon. Member said it was possible that a policy-holder might be injuriously affected by alterations made in the memorandum and articles of association; but he did not claim to show that this would be the case under this Bill. The last speaker showed that the somewhat sweeping provision of Clause 9 had been modified so as to limit and to bring the articles of association strictly within the trusts and deeds now operating with regard to the company. Under these circumstances the hon. Member would probably not deem it necessary to press his Motion. The Unopposed Bill Committee were indebted to the hon. Member for calling attention to the matter, and when the Bill came before the Committee the point he had raised would be considered, and explanations asked for from the promoters.
§ SIR GEORGE BARTLEYasked leave to withdraw the Amendment.
§ Amendment, by leave, withdrawn.