Exhibit 3.51
FORM l
COMPANIES ACT OF BARBADOS
(Section 5)
ARTICLES OF INCORPORATION
Name of Company | Company No: 17327 |
DRUMHEATH INDEMNITY LTD.
2. The classes and any maximum number of shares that the Company is authorized to issue
The Company is authorised to issue an unlimited number of shares of one class designated Common Shares
3. Restriction if any on share transfers
No share in the capital of the Company shall be transferred without the approval of the directors of the Company or of a committee of such directors, evidenced by resolution. The directors may, in their absolute discretion and without assigning as reasons therefor, decline to register any transfer of any share.
4. Number (or minimum and maximum number) of Directors
There shall be a minimum of 2 and a maximum of 10 Directors.
5. Restrictions if any on business the Company may carry on
The Company shall be restricted to engaging in insurance business within the meaning of the Insurance Act, 1996-32 (as amended) of the laws of Barbados or any statutory modifications thereof or substitutions therefor, from time to time in force.
6. Other provisions if any
1. At least ninety percent (90%) of the gross revenues of the company from insurance premiums, shall originate outside of the Common Market (as such term is defined in section 2(1) of the Insurance Act).
2. At least ninety percent (90%) of all risks insured by the Company shall originate outside of the Common Market,
7. Incorporators | Date July 29, 1999 | |||
Names | Address | Signature | ||
Vivian V. Boyce | Bagatelle, St. Thomas, Barbados |
FORM 4
COMPANIES ACT OF BARBADOS
(Section 169(1) and (2))
NOTICE OF ADDRESS
OR
NOTICE OF CHANGE OF ADDRESS
Of REGISTERED OFFICE
1. Name of Company | 2. Company No. 17327 | |
DRUMHEATH INDEMNITY LTD. | ||
3. Address of Registered Office | ||
Chancery House | ||
High Street | ||
Bridgetown | ||
Barbados | ||
4. Mailing Address | ||
Chancery House | ||
High Street | ||
Bridgetown | ||
Barbados | ||
5. If change of address, give previous address of Registered Office. |
N/A | ||||||
/s/ Vivian V. Boyce Vivian V. Boyce | ||||||
July 29, 1999 | Incorporator |
For Ministry use only | ||||||
Company No. 17327 | Filed 1999-07-29 | REGISTERED Corporate Affairs and Intellectual Property Office | ||||
FORM 9
COMPANIES ACT OF BARBADOS
(Sections 66 & 74)
NOTICE OF DIRECTORS
OR
NOTICE OF CHANGE OF DIRECTORS
1. Name of Company | 2. Company No. 17327 |
DRUMHEATH INDEMNITY LTD.
3. Notice is given that on the day of 19
the following persons) was/were appointed director(s):
Mailing Address Occupation
N/A
4. Notice is given that on the day of
the following persons) ceased to hold office as director(s):
Name | Mailing Address |
NIA
5. The directors of the company as of this date are:
Name | Mailing Address |
The annexed Schedule is incorporated into this form.
REGISTERED Corporate Affairs and
Intellectual Property Office
6. | Date | Signature | Title | |||
July 29, 1999 | /s/ Vivian V. Boyce | Incorporator | ||||
Company No. 17327 | Filed 1999-07-29 |
FORM 9
THE COMPANIES ACT OF BARBADOS
(Sections 66 & 74)
SCHEDULE OF NOTICE OF DIRECTORS
Name of Company: | Company No: | |||
DRUMHEATH INDEMNITY LTD. | 17327 |
The directors of the company as of this date are:
Name | Mailing Address | Occupation | ||
Andrew M. Archibald | 110 E Montee de Liesse | Business Executive | ||
St. Laurent | ||||
Quebec | ||||
Canada H4T I N4 | ||||
Gordon R Cunningham | 110 E Montee de Liesse | Business Executive | ||
St. Laurent | ||||
Quebec | ||||
Canada H4TIN4 | ||||
Trevor A. Carmichael | Staple Grove House | Attorney-at-Law | ||
St. Davids | ||||
Christ Church | ||||
Barbados | ||||
Neville LeR. Smith | Sunset Drive | Trust Manager/ | ||
Pine Gardens | Attorney-at-Law | |||
St Michael | ||||
Barbados | ||||
Paul W. Haddy | 94 Atlantic Shores | Business Executive | ||
Christ Church | ||||
Barbados | ||||
Date | Signature | Title | ||
July 29, 1999 | /s/ Vivian V. Boyce | Incorporator |
DRAWN AND PREPARED BY | ||
/s/ | ||
Dr. Trevor A. Carmichael | ||
Attorney-at-Law | ||
Chancery Chambers | ||
High Street | ||
Bridgetown | ||
COMPANIES ACT CAP. 308 | ||
(Section 4(3)) | ||
DECLARATION | ||
DRUMHEATH INDEMNITY LTD. | ||
Name of Company |
I, Trevor Austin Carmichael of Chancery Chambers, High Street, Bridgetown,
Barbados, Attorney-at-Law, DECLARE to the best of my knowledge and belief.-
1. No signatory to the Articles of Incorporation of the above-named Company is an
individual described in Section 4(2) of the Companies Act of Barbados.
The name of the signatory to the said Articles of Incorporation is;
(a) Vivian V. Boyce
DECLARED by the said | ||
TREVOR AUSTIN CARMICHAEL ) | ||
at Bridgetown, Barbados this ) this 29th day of July ) 1999 | /s/ Trevor Austin Carmichael | |
Before me: | ||
/s/ | ||
Justice of the Peace |
FORM 1
COMPANIES ACT OF BARBADOS
(Section 5)
ARTICLES OF INCORPORATION
Name of Company | Company No: 17327 |
DRUMHEATH INDEMNITY LTD.
2. The classes and any maximum number of shares that the Company is authorized to issue
The Company is authorised to issue an unlimited number of shares of one class designated Common Shares
3. Restriction if any on share transfers
No share in the capital of the Company shall be transferred without the approval of the directors of the Company or of a committee of such directors, evidenced by resolution The directors may, in their absolute discretion and without assigning any reasons therefor, decline to register any transfer of any share.
4. Number (or minimum and maximum number) of Directors
There shall be a minimum of 2 and a maximum of 10 Directors.
5. Restrictions if any on business the Company may carry on
The Company shall be restricted to engaging in insurance business within the meaning of the Insurance Act, 1996-32 (as amended) of the laws of Barbados or any statutory modifications thereof or substitutions therefor, from time to time in force.
6. Other provisions if any
1. At least ninety percent (90%) of the gross revenues of the Company from insurance premiums, shall originate outside of the Common Market (as such term is defined in section 2(1) of the Insurance Act).
2. At least ninety percent (90%) of all risks insured by the Company shall originate outside of the Common Market.
7. Incorporators | Date | July 29, 1999 | ||||
Name | Address | Signature | ||||
Vivian V. Boyce | Bagatelle, St. Thomas, Barbados | /s/ Vivian V. Boyce | ||||
Company No.17327 |
BARBADOS.
I, CHRISTOPHER FITZGERALD BIRCH, Deputy Registrar of the Corporate Affairs and Intellectual Property Office. Clarence Greenridge House, Keith Bourne Complex, Belmont Road in the parish of Saint Michael and Island of Barbados, and as such a Notary Public do hereby CERTIFY as follows:
As Deputy Registrar of Corporate Affairs and Intellectual Property, I have custody of all records relating to the registration of Companies on this Island.
The Company DRUMHEATH INDEMNITY LTD. was incorporated on the 29th day of July, One thousand nine hundred and ninety-nine as a Qualifying Insurance Company under the Companies Act Chapter 308 of the Laws of Barbados and is registered in the Companies Register.
Given under my hand as Deputy Registrar and Seal of Office as Notary Public of this Island this 22nd day of July Two Thousand and Four. | ||
/s/ | ||
Deputy Registrar and as such a Notary Public in and for the Island of Barbados. |
[Note: The Registrar’s Certificate is limited to this company’s current state of compliance with theCompanies Act Cap. 308 and should not be taken as a warranty or representation by the Registrar concerning the company’s compliance with other laws of Barbados which the Registrar does not administer.]