Insurance Act, 1989

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Powers of Court with respect to amalgamation or transfer of insurance business.

36.—(1) Whenever the Court sanctions under section 13 of the Assurance Companies Act, 1909 , the amalgamation of two or more insurance companies or the transfer of insurance business of any class from one insurance company to another or an amalgamation or transfer as aforesaid is to be effected which does not require the sanction of the Court under that section, the Court shall, having had regard to all the liabilities of the companies, by the order granting the sanction, or where sanction under the said section is not required, upon application being made to it, provide for such of the following matters as the circumstances require:

(a) the transfer to the transferee company of the whole or any part of the undertaking and of the property or liabilities of any transferor company;

(b) the allotting or appropriation by the transferee company of any shares, debentures, policies or other like interests in that company which under the amalgamation or transfer are to be allotted or appropriated by that company to or for any person;

(c) the continuation by or against the transferee company of any legal proceedings pending by or against any transferor company;

(d) the dissolution, without winding up, of any transferor company;

(e) such incidental, consequential and supplementary matters as are necessary to secure that the amalgamation or transfer shall be fully and effectively carried out.

(2) Where any order made under subsection (1) provides for the transfer of property or liabilities, that property shall, by virtue of the order, be transferred to and vest in, and those liabilities shall, by virtue of the order, be transferred to and become the liabilities of, the transferee company, and in the case of any property, if the order so directs, freed from any mortgage or charge which is by virtue of the amalgamation or transfer to cease to have effect.

(3) Where the Court sanctions or approves an amalgamation or transfer to which subsection (1) relates, the transferee company shall, within ten days from the date on which the order is made or such longer period as the Minister may allow, deposit two office copies of the order with the Minister.

(4) In this section—

“liabilities” includes duties;

“property” includes property, rights and powers of every description;

“transferor company” means the company the whole or part of the undertaking or property of which is to be transferred under the amalgamation or transfer and “transferee company” means the company to which such transfer is to take place.