tion invalid as to other insurance companies, as denying them the equal protection of the laws. [Ed. Note.-For other cases, see Constitutional Law, Cent. Dig. §§ 688, 692, 693, 697-699; Dec. Dig. 240.] 8. STATUTES 125 TITLE AND SUBJECT- [Ed. Note.-For other cases, see Statutes, Provision having been made for an appeal to this court from any regulation, order or rate adopted by said board, said provision gives a speedy and adequate remedy, and an injunction will not lie to restrain said board from proceeding in a matter within its lawful jurisdiction. [Ed. Note.-For other cases, see Injunction, Cent. Dig. §§ 6, 34; Dec. Dig. 7.] Error from District Court, Oklahoma County; Edward Dewes Oldfield, Judge. Action by the Insurance Company of North America and others against A. L. Welch, Insurance Commissioner, and others. Judgment for plaintiffs, and defendants bring error. Affirmed. Burwell, Crockett & Johnson, of Oklahoma City, for plaintiffs in error. S. P. Freeling, Atty. Gen., and J. H. Miley and Smith C. Matson, Asst. Attys. Gen., for defendants in error. HARDY, J. Plaintiffs in error brought suit in the district court of Oklahoma county, on behalf of themselves and others similarly situated, against defendants in error, seeking to enjoin defendants in error, as the state insurance board, from enforcing the provisions of an act of the Legislature, referred to as House Bill No. 70, being chapter 174, Sess. Laws 1915, p. 340, which created a state insurance board, prescribed the powers and duties thereof, and prescribed certain regulations in reference to the conduct of insurance within this state. The parties will be referred to as they appeared in the trial court. of said insurance board, which board had thereafter organized and promulgated certain rules and regulations for the government of said board and the insurance companies and their agents doing business within this state. The case came on for hearing on the application of plaintiffs for a temporary injunction, on the 7th day of August, 1915, at which time evidence was introduced, when the court denied the temporary injunction, and plaintiffs bring error. [1] The petition attacks the validity of said House Bill No. 70 because it is in violation of the Constitution of the United States and of this state, an unwarranted interference with the power of plaintiffs to contract, a deprivation of property without due process of law, and a denial of the equal protection of the laws. Counsel in their brief and oral argument concede the right of the state to regulate the rates charged by insurance companies, but do not concede the validity of other regulations prescribed by the act. [2] The power of the state to regulate the business of insurance has frequently been before the courts in recent years. This question was presented to the Circuit Court of the United States for the District of Kansas in the case of German Alliance Ins. Co. v. Barnes (C. C.) 189 Fed. 769. The Legislature of Kansas had passed a law conferring upon the superintendent of insurance of that state authority very similar to the authority conferred upon the state insurance board by House Bill No. 70. The Kansas act was in many respects similar to House Bill No. 70, and some of its sections identical with those of the latter act. The plaintiff in that case sought to enjoin the superintendent of insurance from proceeding in or enforcing the provisions of said act, and urged as a reason therefor that said act was an interference with the right of plaintiff to contract, and that it was an appropriation by the state of private property within the prohibition of the Fourteenth Amendment, and that it was beyond the police power of the state to reguthe rates charged by insurance companies doing business in that state. This contention was denied by the court, and the injunction refused; the court being of the opinion that said act was not subject to the objections enumerated. The case was appealed to the Supreme Court of the United States, and in German Alliance Ins. Co. v. Lewis, 233 U. S. 389, 34 Sup. Ct. 612, 58 L. Ed. 1011, L. R. A. 1915C, 1189, the judgment of the Circuit Court was affirmed, and Mr. Justice McKenna in a very learned opinion set at rest the authority of the state in the exercise of its police power to regulate the business of insurance and the rates and charges exacted by insurance companies in the conduct of their business. Plaintiffs alleged that the Insurance Com-late pany of North America was an insurance company duly incorporated under the laws of the state of Pennsylvania, and that it had complied with all the laws of this state, and was licensed to do business within the state during the year 1915; that plaintiff Ludlow was its general agent, having charge of its business within this state, and that plaintiff McDaniels was the local agent of said company in the city of Norman, Okl. The petition then alleged the passage of House Bill No. 70, creating the state insurance board, to be composed of the insurance commissioners, fire marshal, and a third member to be appointed by the Governor, and that in pursuance thereof the Governor had appointed Hon. W. R. Samuels as secretary In Citizens' Insurance Co. v. Clay (D. C.) For other cases see same topic and KEY-NUMBER in all Key-Numbered Digests and Indexes 197 Fed. 435, in the United States District | to investigate and fix rates for such services, Court for the Eastern District of Kentucky, subject to review by the courts. The reasonan act of the Legislature of that state was ing of the opinions is usually based upon the under review which created a state insurance extensive and complex character of the busiboard empowered to require certain data to ness, involving a multitude of detail, and rebe furnished by companies doing business inquiring expert knowledge to intelligently conthe state, and therefrom to establish rates for such companies. The court there stated the principle that the business of insurance was one which from its character was of a quasi public nature and subject to reasonable state regulations, and that said act was not violative of the federal Constitution as depriving plaintiff of its property without due process of law, or denying it the equal protection of the laws. The Supreme Court of Nebraska, in State ex rel. Martin v. Howard, 96 Neb. 278, 147 N. W. 689, following the opinion of the Circuit Court for the Eastern District of Kansas and the Supreme Court of the United States in German Alliance Ins. Co. v. Lewis, supra, held that an act of the Legislature of that state regulating the business of insurance was valid. In Welch v.. Maryland Casualty Co., 147 Pac. 1046, not yet officially reported, this court said: "That the state, in the exercise of its police power, may fully and completely regulate the insurance business is no longer a debatable question. This proposition is too well settled to require citation of authority to sustain it." The power of the state, then, to regulate the business of insurance and the rates to be charged by the companies engaged in that business seems not to admit of doubt, and it cannot be successfully urged that it is not within the police power of the state to prescribe reasonable regulations affecting this business. duct the numerous separate investigations Ry. Co., 90 Tex. 340, 38 S. W. 750; Chicago, In recent years the business of insurance has grown to such an extent that its ramifications extend to practically every phase of business in the commercial world, and the necessity for regulation of the business has become more and more apparent, until legis [3] The act is further challenged because the powers therein enumerated are confer-lation having that purpose was enacted and red upon the state insurance board, and be- brought into review before the courts, with cause, such powers being legislative in their the result that the right of the state to regucharacter, the Legislature may not dele- late the same has been finally determined. gate them. We recognize the principle that The difficulty of direct legislative regulation it is not within the power of the Legislature is equally present in the insurance business to delegate its legislative functions or its ex- as it is in the business of common carriers. clusive authority to declare what the law To illustrate: In order to properly prescribe shall be, but it is generally established at rates for the business of fire insurance that this time that the Legislature may enact a will be just and reasonable, it becomes neceslaw which is complete in itself, having for sary to know the location of the property, its aim the accomplishment of some general the character of the neighborhood in which public purpose, and may, in order to secure it is situated, whether city, town, or country, the just and equitable operation of the law and, if in a town or city, the fire protection thus enacted, delegate the power within def- which has been provided, the extent of the inite and valid limitations to make necessary water supply, and other physical conditions. investigations, determine preliminary facts, It is necessary to know the character of the and prescribe suitable rules and regulations property to be insured, and, if a building, the intended to accomplish the operation and en- size, material of which it is constructed, the forcement of the law in accordance with the manner of its construction, the character of express legislative will. A familiar illustra- the occupancy, the construction and location tion of the exercise of this power is where of adjacent buildings, the occupancy and conthe Legislature enacts a law prescribing that tents thereof, and the manner in which the rates for services by railroads and other contents are stored. All these matters enter common carriers shall be reasonable, and into a consideration of the question as to creates a board or commission with power what rates are just and reasonable. It is thus seen that it would be a physical impos- | duties were enumerated by the statute at the sibility for the Legislature, which ordinarily time the Constitution was adopted, or where meets but once in two years, and sits for a limited period of time, and is composed of members from all of the varying walks and occupations of life, to make the necessary investigations, ascertain the necessary facts, and prescribe rates that are just and reasonable and rules and regulations that would apply to the varying conditions and circumstances, which would necessarily have to be considered in the proper exercise of its powers in this regard. So legislation which has delegated this power to a board or other officials, in connection with proper statutory enactment, has been upheld. German Alliance Ins. Co. v. Barnes, Supt. of Ins. (C. C.) 189 Fed. 769; German Alliance Ins. Co. v. Lewis, 233 U. S. 389, 34 Sup. Ct. 612, 58 L. Ed. 1011, L. R. A. 1915C, 1189; Citizens' Ins. Co. v. Clay et al (D. C.) 197 Fed. 435; State ex rel. Martin v. Howard, 96 Neb. 278, 147 N. W. 689. [4-7] Plaintiffs insist that House Bill No. 70, in so far as it attempts to confer upon the state insurance board power to supervise and regulate rates of insurance and the granting and revoking of insurance agents' license and power to determine the form of policy that should be used and to cancel licenses of the companies and agents, is void because said act is in conflict with sections 22, 23, and 24 of article 6 of the Constitution, which are as follows: "Sec. 22. Insurance Commissioner-Duties There is hereby established an insurance department, which shall be charged with the execution of all laws now in force, or which shall hereafter be passed, in relation to insurance and insurance companies doing business in the state. "Sec. 23. Insurance Commissioner-TermQualifications.-There shall be elected by the qualified electors of the state, at the first general election a chief officer of said department, who shall be styled 'the insurance commissioner,' whose term of office shall be four years: Provided, that the first term of the insurance commissioner, so elected, shall expire at the time of the expiration of the term of office of the first Governor elected. Said insurance commissioner shall be at least twenty-five years of age and well versed in insurance matters. "Sec. 24. Insurance Commissioner-Additional Duties. The insurance commissioner shall give bond, perform such duties, and possess such other qualifications as may be prescribed by law." The argument is made that, because section 23 provides for the election of an insurance commissioner, who shall be "the chief officer of said department," thereby the Legislature is prohibited from creating other and additional offices in said department than that of insurance commissioner, and imposing duties upon such additional officers, unless they be subordinate to the insurance commissioner, and plaintiffs cite in support of this argument many cases in which were applied the rule that, where an office is created by or imbedded in the Constitution, and the duties thereof are defined by that instrument, or where the office owed its origin to the common law, and had certain well-recognized duties attached thereto, or inherently connected therewith, or forming a substantial part thereof, it was not within the power of the Legislature to transfer such duties to an office of its own creation or to an officer selected and chosen in a manner different from that by which the constitutional officer was named. Conceding the correctness of the rule contended for, it cannot have any controlling application here, because by section 22 of article 6 an insurance department is created, which is charged with the execution of all laws not in force or that may be hereafter passed in relation to insurance and insurance companies doing business in the state, and no duties are prescribed by the Constitution for the insurance commissioner, but, on the contrary, by section 24 it is expressly provided that he shall perform such duties as may be prescribed by law, thereby indicating an intention upon the part of the people to leave to the Legislature the determination of what duties should be imposed upon the commissioner, but expressly asserting an intention that the execution of all laws now in force or which should hereafter be passed should be executed by the insurance department. The argument is made that the commissioner is the department. This argument does not appear to be sound; for, if it had been the intention of the people in adopting the Constitution to prohibit the creation of any other officers in this department, it would have been an easy matter to say so and to have created only the office of insurance commissioner, and not to have created the insurance department. The fact that the department was created and that the commissioner was designated as the chief officer would imply on the contrary permission to add other officers to the department, and the department so constituted, as distinct from the insurance commissioner, should be charged with the execution of the laws upon the subject of insurance. In determining the effect to be given to the words, "chief officer," as applied to the commissioner, we are not aided by citation to any authorities where a similar question has been considered by the courts, nor in our investigations have we found any. We therefore turn to the Constitution and the laws in force at the time of its adoption in order to ascertain, if possible, the effect to be given to these words as used in the connection indicated. Section 3942, Stat. 1893, being section 4715, Rev. Laws 1910, provides that a summons against a corporation may be served upon the president, mayor, chairman of the board of directors or trustees, or other chief officer of such corporation, and, in the event its chief officer is not found in the county, upon certain other officers designated therein. 154 PACIFIC REPORTER (Okl. In the provisions in reference inspector no duties are prescribed for them by the Constitution, the provision as to their duties being similar to that in the case of the insurance commissioner, thus leaving to the Legislature to prescribe what duties shall be performed by such officers. The right of the Legislature to create an office and to prescribe the powers and duties thereof is one that is not open to question in the absence of any constitutional limitation. it is provided: By article 5, 8 the board of directors or trustees is referred commissioner. to as the chief officer of such corporation, to the commissioner of labor and chief mine but no one would contend that such officer was the only officer of such corporation, or that he possessed supreme power as such. Section 6, art. 7, provides for the election of a Chief Justice of the Supreme Court, whose duties are well known. Section 2, art. 6, provides that the supreme executive power of the state shall be vested in a chief magistrate, who shall be styled the Governor of the state of Oklahoma, but the Constitution created other officers in the executive depart-36, ment, and conferred upon them certain powers and duties independent of the Governor, authority of the Legislature shall extend to all "Scope of Authority of the Legislature.-The and has provided for the creation of certain grant of authority in this Constitution, upon rightful subjects of legislation, and any specific boards of which the Governor is a member any subject whatsoever, shall not work a rewith the same authority as any other member striction, limitation, or exclusion of such auof the board, as may be noted in the follow-thority upon the same or any other subject or ing instances: Commissioners of the land ofsubjects whatsoever." fice (article 6, § 32); state board of equalization (article 10, § 21); state board of education (article 13, § 5). And the Legislature in various instances has created certain boards the scribing of its duties and powers is a rightThat the creation of an office and the preful subject of legislation is stated in 29 Cyc. 1368. The office of fire marshal was created and commissions of which the Governor is a by that act he was required to report to the by chapter 46, Sess. Laws 1910-11, p. 114, and member, possessing like powers and duties as insurance commissioner, and his salary and any other member; for example: State game and fish commission (section 3293, Rev. Laws expenses were to be paid out of a special tax 1910). By section 6779, Rev. Laws 1910, upon the gross premium receipts of fire instate treasurer, by and with the consent of fire marshal was already an officer of the insurance companies. Thus it is seen that the the Governor and Attorney General, is authorized to select depositories of the public which creates the insurance board, names the surance department. House Bill No. 70, funds, and the three officials named are au- insurance commissioner and fire marshal as thorized to approve securities offered for such two of its members, and provides for the apdeposits. So, by chapter 6, Sess. Laws 1907-pointment of a third member of the board, 08, p. 125, the Governor was created a mem- designated as secretary, whose duties have ber of the state banking board. The law cre- reference to insurance, and nothing else. ating the banking board, providing for insur- The board is therefore a part of the insurance of deposits, was under consideration by ance department, and includes in its personthe court and its validity sustained in State nel all the officers of that department as now ex rel. West v. Farmers' Nat. Bank of Cush- constituted, and the duty of executing the ing, 150 Pac. 212; Noble State Bank v. Has- laws relating to insurance is rightfully imposkell, 22 Okl. 48, 97 Pac. 590. Here we have constitutional and legislative sioner, as such, did not exist at the time of ed upon the board. The insurance commisconstruction of similar terms which support the adoption of the Constitution, but the secour conclusion in the present instance. powers and duties of the various executive Rev. & Ann. Stat., required to discharge cerThe retary of state was by section 6553, Wilson's officers, with three exceptions, are defined in tain duties under then existing laws in referthe Constitution, and in the following cases provision is made that additional duties may regulate rates of insurance companies, nor ence to insurance. He was not authorized to . be prescribed by law: Article 14, creating a in the main discharge the duties imposed by banking department and placing same under House Bill No. 70 upon said insurance board. the control of the bank commissioner; also Therefore it cannot be said that the act in section 17, art. 6, prescribing certain duties question comes within the rule of the authorto be performed by the secretary of state, ities relied upon by plaintiffs; and the said and which further provides: "He shall per- act is not unconstitutional in the respects unform such other duties as shall be prescribed der consideration. Even though the duties by law." In article 6, § 19, creating the of-imposed upon the insurance board by House fice of state examiner and inspector, certain Bill No. 70 had been a part of the duties of the duties are prescribed, and it is then provided: "Other duties and powers may be added by law." Article 6, §§ 28, 29, creates the office of commissioner of charities and corrections, prescribing certain duties, and by section 30 it is provided that the Legislature shall have the power to alter, amend, or add to the duties or grant additional authority to such superintendent of insurance at the time of done by that instrument, and previous conditions existing in Oklahoma Territory, had they been different, could not have the effect of preventing the exercise of such power nor have any weight with the court, except as they may have been considered in framing the Constitution. There is nothing in the provisions of article 9, § 19, of the Constitution that prevents the enactment by the Legislature of the act under consideration. That portion of the section cited declares that: "The commission may be vested with such additional powers, and charged with such other duties (not inconsistent with this Constitution) as may be prescribed by law, in connection with the visitation, regulation, or control of corpora tions, or with the prescribing and enforcing of rates and charges to be observed in the conduct of any business where the state has the right to prescribe the rates and charges in connection therewith. * * "In declaring in the language of the title that one to establish an insurance the act was bureau,' the Legislature must be understood as saying that it was made up of such provisions and details as were deemed suitable for the object; and under such title, and in keeping with, and in furtherance of, the single object expressed, it was competent to go further than to enact mere organic provisions. It was certainly admissible to include any just and pertinent regulations respecting the course of action to be obthose engaged in the business of insurance; and served by the bureau as a state agency towards it was equally admissible to include any just and appropriate provisions for prescribing the duty due to the state in the matter of taxation from ciple of the law was the marking out the recipinsurance companies. The fundamental prinrocal rights and duties of the state and those carrying on insurance, and to provide the machinery for administration, in so far as the state by a political agency might properly supervise." This opinion was concurred in by Mr. Justice Cooley, author of an able work on Constitutional Limitations. In the case of State v. Matthews, 44 Mo. 523, the title of an act under consideration was "An act to create an insurance department," and in sustaining the validity of the act therein involved the court said: "The act to create an insurance department' defines the duties and powers of the superinand power necessary to enable him effectively tendent. It invests him with certain authority to execute and enforce the law, and make it subserve the object for which it was passed. For the purpose of obtaining information and thoroughly understanding the condition of insurance companies, they were required to furnish him with certain statements and facts; and a refusal to comply with that duty was made a misdemeanor. Therefore, whenever they fail to comply with or violate the provisions of the said thirteenth section, they are liable to be proceeded against for a misdemeanor. So in the organization of the insurance department it was necessary, in order to carry out the act, to empower the superintendent to do certain things; but the power would have been fruitless without authority to enforce it. To say that a separate chapter must be enacted for every provision in the framework of a law, with a distinct title, would be almost impossible and wholly ridiculous." It is apparent that the power to regulate the rates and business of insurance was not by the provision quoted delegated to the Corporation Commission, nor has the Legislature, under the authority therein given to delegate such powers, seen fit to do so, and the mere fact that specific authority is conferred upon the Legislature to vest the commission with such additional powers and duties does not deprive the Legislature of authority to pass a law which is complete in itself, regulating the business of insurance, and, in order to insure a practical operation of the law, delegating to the insurance board administrative authority to make the necessary investigations, ascertain the necessary facts, and prescribe such reasonable rules and regulations as may be necessary, when, as in this case, a review of the orders of the board in this regard is provided for in the Supreme Court. Article 5, § 36, Constitution. [8] Various provisions of the act are at tacked because it is said the subjects therein embraced are not included within the title. The provisions under consideration in this respect all have reference to the regulation of the business of insurance and insurance companies and their agents. The argument is made that the title of the act is not sufficiently broad to justify legislation of this charac-islation regulating the business in that state ter. The title of the act is as follows: "An act creating a state insurance board, providing for the regulation and control of rates of premiums on insurance and to prevent discriminations therein, and the granting and revoking insurance agents' license and repealing all laws or parts of laws in conflict herewith, and declaring an emergency." * * * The title of the act involved in Hickman v. State, 62 N. J. Law, 499, 41 Atl. 942, was “An act to provide for the incorporation and regulation of insurance companies," and it was held in that case that the title warranted leg of foreign insurance companies and the prosecution of their agents for unlawfully transacting business in their behalf. So in the case of State v. Twining, 73 N. J. Law, 683, 64 Atl. 1073, 1135, under an act entitled "An act concerning trust companies," it was held that the title was sufficiently broad to include This title is sufficient to include within its within the object of the act legislation includterms a law generally regulating the business ing not only trust companies, but also safe of insurance, insurance companies, and insur- deposit and trust companies exercising trust ance agents. In Conn. Mut. Life Ins. Co. v. powers, and any regulation deemed proper State Treas., 31 Mich. 6, the title of the act to enforce the provisions of the act by penalwas "An act to establish an insurance bu-ties or prosecution. In the case of People v. reau." In determining that the provisions of Superior Court, 100 Cal. 105, 34 Pac. 492, the the act there were within the title, the court title of the act was "The Bank Commission |