Page:United States Statutes at Large Volume 78.djvu/807

 78

STAT.]

PUBLIC LAW 88-556-AUG. 31, 1964

amended to read as follows: "(ii) if such acquisition will not cause the acquiring company's aggregate cost of investments under this paragraph to exceed, in the case of a capital stock company, the amount of capital, surplus, and contingency reserves in excess of $300,000, or, in the case of a mutual company, the amount of surplus and contingency reserves in excess of $150,000, and". (b) Subsection 15 (ii) of section 35 of chapter III of such Act is amended by deleting the words "the amount of capital, surplus, and contingency reserves in excess of $150,000," and substituting therefor the following: "in the case of a capital stock company, the amount of capital, surplus, and contingency reserves in excess of $300,000 or, in the case of a mutual company, the amount of surplus and contingency reserves in excess of $150,000,". SEC. 3. The first sentence of section 9 of chapter III of the Life Insurance Act (48 Stat. 1145) is amended by striking the words "twothirds of its stockholders" and inserting in lieu thereof the words "stockholders representing at least two-thirds of the capital stock entitled to vote". SEC. 4. Section 10 of chapter III of the Life Insurance Act (48 Stat. 1145) is amended by inserting at the beginning thereof " (a) " and by adding the following subsection: " (b) Subsection (a) hereof shall not be applicable to an amendment of the articles of incorporation providing for an increase of capital stock wherein said amendment provides that said increase will be reserved for issuance for— "(1) the acquisition of the ownership or control of another insurance company as an affiliate or subsidiary subject to the limitations of subsection 10(b) of section 35 of chapter III of the Life Insurance Act (D.C. Code 35-535 10(b)): Provided, however, That no such acquisition shall be consummated until it has been approved or ratified by stockholders representing at least a majority of the capital stock entitled to vote; " (2) the granting of options to officers or employees of the company to purchase authorized but unissued shares of stock of the company, for such consideration and upon such terms and conditions as may be fixed by the board of directors: Provided, liowever^ That (a) at no time shall the number of shares reserved for this purpose exceed, in the aggregate, 5 per centum of the total authorized shares of stock of the company; (b) no more than 10 per centum of the total number of shares authorized to be optioned may be made available to any individual under any and all options issued to him by the company; (c) no option shall be promised or granted (1) to any individual employed by an insurance company authorized to do business in the District of Columbia (other than the company promising or granting the option or a subsidiary of the company promising or granting the option) while that individual is so employed, or (2) to any individual within two years following the termination of his employment with such an insurance company; (d) the option price of shares subject to any such option shall not be less than 95 per centum of the fair market value of such shares at the time the option is granted and shall be not less than the par value of such shares; (e) any such option shall not be transferable except by will or the laws of descent and distribution; (f) any such option shall not be exercisable after the expiration of 10 years from the time the option is granted; or " (3) the paying of stock dividends: Provided, That at no time shall the number of shares of reserved unissued stock exceed the number of shares of issued and outstanding shares of stock of said company." SEC. 5. This Act shall take effect on the first day of the first month which is at least ninety days after its approval. Approved August 31, 1964.

765

74 Stat. 865.

D.C. Code 35-509.

D.C. Code 35-510,

Elective date.

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