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SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
FORM 10-Q
QUARTERLY REPORT UNDER SECTION 13 OR 15 (d)
OF THE SECURITIES EXCHANGE ACT 0F 1934
For the Quarterly Period Commission File Number
Ended March 31, 2000 33-01079,33-58482
and 333-09141
SUN LIFE INSURANCE AND ANNUITY COMPANY OF NEW YORK
(Exact name of registrant as specified in its charter)
New York 04-2845273
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(State or other jurisdiction of (IRS Employer I.D. No.)
incorporation or organization)
122 East 42nd Street, Suite 1900 New York, NY 10017
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(Address of Principal Executive Offices) (Zip Code)
(212) 922-9242
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(Registrant's telephone number, including area code)
NONE
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(Former name, former address, and former fiscal year, if changed since last
report.)
Indicate by check mark whether the Registrant (1) has filed all reports required
to be filed by Section 13 or 15 (d) of the Securities Exchange Act of 1934
during the preceding 12 months (or for such shorter period that the Registrant
was required to file such reports), and (2) has been subject to such filing
requirements for the past 90 days.
(1) Yes |X| No |_|
(2) Yes |X| No |_|
THE REGISTRANT MEETS THE CONDITIONS SET FORTH IN GENERAL INSTRUCTIONS H (1) (a)
AND (b) OF FORM 10-Q AND IS THEREFORE FILING THIS FORM WITH THE REDUCED
DISCLOSURE FORMAT PERMITTED BY INSTRUCTION H.
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ITEM 6. Exhibits and Reports on Form 8-K
The following exhibits are incorporated by reference unless otherwise indicated:
EXHIBIT NO.
(3)(i) Declaration of Intent (filed as Exhibit 6 to Post-Effective Amendment
No. 2 to the Registration Statement of Sun Life (N.Y.) Variable
Account C on Form N-4 (File No. 333-05037))
Charter, amended as of January 13, 2000 (filed herewith)
(3)(ii) By-laws, amended effective as of January 1, 2000 (filed herewith)
(27) Financial data schedule (filed herewith)
(b) On April 7, 2000, the Company filed a report on Form 8-K describing in
Item 5 (Other Events) the demutualization of SLOC.
22
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Signatures
Pursuant to the requirements of the Securities Exchange Act of 1934, the Company
has duly caused this report to be signed on its behalf by the undersigned
thereunto duly authorized.
Sun Life Insurance and Annuity Company of New York
May 15, 2000 /s/ Davey S. Scoon
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Davey S. Scoon, Vice President Finance, Controller and
Treasurer
May 15, 2000 /s/ Michael K. Moran
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Michael K. Moran, Assistant Vice President Finance
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SUN LIFE INSURANCE AND ANNUITY COMPANY OF NEW YORK
CHARTER
ARTICLE I
The name of the Corporation shall be "Sun Life Insurance and Annuity
Company of New York".
ARTICLE II
The principal office of the Corporation shall be located in the City,
County and State of New York.
ARTICLE III
The Corporation is formed for the following purposes:
(1) To transact the following kinds of insurance business as defined in
Paragraph 1, 2 and 3 of Section 46 of the Insurance Law of the State of New
York:
1. "Life insurance", meaning every insurance upon the lives
of human beings and every insurance appertaining thereto.
The business of life insurance shall be deemed to include
the granting of endowment benefits; additional benefits in
the event of death by accident or accidental means;
additional benefits operating to safeguard the contract from
lapse, or to provide a special surrender value, in the event
of total or permanent disability of the insured; and
optional modes of settlement of proceeds. Amounts paid to
the insurer for life insurance and proceeds applied under
optional modes of settlement or under dividend options may
be allocated by the insurer to one or more separate accounts
pursuant to section two hundred twenty-seven.
2. "Annuities", meaning all agreements to make periodical
payments where the making or continuance of all or of some
of a series of such payments, or the amount of any such
payment, is dependent upon the continuance of human life,
except payments made under the authority of paragraph one.
Amounts paid to the insurer to provide annuities and
proceeds applied under optional
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modes of settlement or under dividend options may be
allocated by the insurer to one or more separate accounts
pursuant to section two hundred twenty-seven.
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3. "Accident and health insurance", meaning (a) insurance
against death or personal injury by accident or by any
specified kind or kinds of accident and insurance against
sickness, ailment or bodily injury, including insurance
providing disability benefits pursuant to article nine of
the workmen's compensation law, except as specified in
subparagraph (b) following; and (b) noncancellable
disability insurance, meaning insurance against disability
resulting from sickness, ailment or bodily injury (but not
including insurance solely against accidental injury) under
any contracts which does not give the insurer the option to
cancel or otherwise terminate the contract at or after one
year from its effective date or renewal date.
(2) To do such other business as a stock life insurance company now is
or hereafter may be permitted to do under the Insurance Law of the State of New
York and for which the Corporation shall have the required capital and surplus.
ARTICLE IV
The amount of the capital shall be Two Million Dollars ($2,000,000) to
consist of two thousand (2,000) shares of Capital Stock of the par value of One
Thousand Dollars ($1,000) each.
ARTICLE V
A Board of no fewer than thirteen nor more than twenty-five Directors
shall exercise the corporate powers. In no case shall the number of Directors be
less than thirteen.
ARTICLE VI
Section 1. The Directors shall be elected by the Stockholders, as
prescribed by the laws of the State of New York or by by-laws not inconsistent
with this charter or the laws of the State of New York. An election of Directors
shall be held annually at the annual meeting of the Stockholders. The
Stockholders by a majority vote at a meeting may remove any Directors with or
without cause. Any Director may be removed by the Board of Directors for cause,
at any time,
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or whenever such action is requested by the Superintendent of
Insurance of the State of New York.
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Section 2. Whenever any vacancy or vacancies shall occur in the Board
of Directors, a majority of the remaining members of the Board, at a meeting
called for that purpose, or at any regular meeting, shall elect a Director or
Directors to fill the vacancy or vacancies thus occasioned and each Director so
elected shall serve until his or her successor is selected and is qualified. If,
because of any vacancy or vacancies in the Board of Directors, the number of
Directors shall be less than thirteen, the Corporation shall not for that reason
be dissolved, but every Director shall continue to hold office and discharge his
or her duties until his or her successor shall have been elected and qualified.
Section 3. Vacancies in any office may be filled for the remainder of
the term in which the same shall occur by a majority vote of the Board of
Directors.
Section 4. At all times, the majority of Directors shall be citizens
and residents of the United States and no fewer than three thereof shall be
residents of the State of New York. No Director shall be less than eighteen
years of age. At least one-third of the Directors shall be persons who are not
officers or employees of the Corporation or of any entity controlling,
controlled by, or under common control with the Corporation and who are not
beneficial owners of a controlling interest in the voting stock of the
Corporation or any such entity. Directors need not be Stockholders.
ARTICLE VII
Section 1. The Board of Directors may appoint from its own membership
an Executive Committee of not less than five members which shall act for the
Board of Directors between the meetings of said Board, during which time the
Executive Committee shall exercise all of the powers and duties of the Board of
Directors except that it shall not have the power or authority to alter or amend
the By-Laws, or to remove, or change the compensation of, any officer or
director. The Executive Committee shall meet at stated times or on notice to all
by any of its own members. It shall fix its own rules of procedure. A majority
of the members shall constitute a quorum, and such quorum shall contain one or
more members who are neither officers nor salaried employees of the Corporation.
The Executive Committee shall keep regular minutes of its proceedings and report
the same to the Board of Directors at its next regular meeting.
Section 2. In the event a vacancy occurs on the Executive Committee in
the interim between meetings of the Board of Directors, the Chairman of the
Board is authorized and empowered to appoint a member of the Board of Directors
as a successor who shall serve until
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the next regular meeting of the Board of Directors at which time the Board of
Directors shall fill the vacancy.
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ARTICLE VIII
The names and post-office addresses of the Directors who shall serve
until the next annual meeting of Stockholders and until their successor are duly
elected are:
NAME RESIDENCE
A. Carroll Bull 255 West 11th Street
New York, New York 10014
John M. Christian 311 East 50th Street, Apt. 12C
New York, New York 10022
Celia R. Clark 22 Tudor Lane
Yonkers, New York 10701
Glenn S. Howarth 45 West 60th Street, Apt. 15C
New York, New York 10023
William I. Kaplan 48 Carmine Street, Apt. 1
New York, New York 10014
Colleen P. Kelly 87 Browning Road
Short Hills, New Jersey 07078
Paul C. Meyer 50 Birchwood Lane
Hartsdale, New York 10530
Shaun F. Pacious 470 Halstead Avenue, Apt. 3J
Harrison, New York 10528
Joseph A. Post 27 West 16th Street, Apt. 2C
New York, New York 10011
David A. Schulz 752 West End Avenue, Apt. 4D
New York, New York 10025
R. Alastair Short 112 W. 76 Street, Apt. 4R
New York, New York 10023
David J. Simon 403 East 87th Street, Apt. 2B
New York, New York 10028
James N. Rosen 234 West 21st Street, Apt. 32
New York, New York 10011
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ARTICLE IX
Section 1. The officers of the Corporation shall be a President, a
Secretary and a Treasurer, and any other officer or officers as may be elected
by the Board of Directors, as prescribed by by-laws not inconsistent with this
Charter or the laws of the State of New York. Each Officer shall be elected
annually by the Board of Directors at its first regular meeting following the
annual meeting of Stockholders and shall hold office for a period of one year or
until his or her successor shall be elected and qualified.
Section 2. In the event a vacancy occurs in the office of President,
Secretary or Treasurer, the Board of Directors shall, at the earliest
practicable date, elect a successor who shall hold office for the unexpired term
of his or her predecessor. Any vacancy in any other office may be filled for the
unexpired portion of the term by the Board of Directors at any regular or
special meeting.
Section 3. Any officer may be removed at any time by the affirmative
vote of not less than a majority of the entire Board of Directors.
Section 4. Except for the offices of President and Secretary, any
number of offices may be held by the same person.
Section 5. The duties of the officers shall be those customarily
pertaining to their respective offices or positions, elective or appointive,
together with such other duties as may be prescribed by law or assigned by the
Board of Directors.
ARTICLE X
Notwithstanding any other provision of this Charter, the
Corporation may:
(a) with respect to any separate account registered with
the Securities and Exchange Commission as a unit
investment trust, exercise voting rights in connection
with any securities of a regulated investment company
registered under the Investment Company Act of 1940 and
held in such separate account in accordance with
instructions from persons having interests in such
account ratably as determined by the Corporation;
(b) with respect to any separate account registered with the
Securities and Exchange Commission as a management
investment company, establish for such account a committee,
board, or other body, the members of which may or may not be
otherwise affiliated with the
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Corporation and may be elected to such a membership by the
vote of persons having interests in such account ratably as
determined by the Corporation; such committee, board or
other body, may have the power, exercisable alone or in
conjunction with others, to manage such separate account and
the investment of its assets and to make such other
provisions in respect to any such separate account as may be
deemed appropriate facilitate in effect, subject, however,
to any required approvals of regulatory agencies; and
(c) to the extent that the Corporation deems it necessary or
desirable in order to comply with any applicable regulatory
requirements, provide for persons having an interest in any
separate account other voting and special rights and
procedures for the conduct of the business of such account,
including, without limitation, rights and procedures
relating to investment policies, investment advisory and
management services, selection of certified public
accountants and other matters affecting the administration
of such separate account.
ARTICLE XI
Alterations, amendments or restatements of this Charter may be made
upon the approval of a majority of the entire Board of Directors and upon the
consent of the holders of two-thirds of the outstanding shares of the
Corporation. No such alteration, amendment or restatement shall be effective,
however, unless its adoption and consent have been made in compliance with
applicable provisions of the New York Insurance Law.
ARTICLE XII
The duration of the corporate existence of the Corporation shall be
perpetual.
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Original Charter dated May 25, 1983
Amended October 28, 1999 (Effective January 13, 2000 - upon filing with County
Clerk)
