BRUCE WOOLLEN MILLS.

Otago Witness, Issue 2490, 4 December 1901, Page 77

BRUCE WOOLLEN MILLS.

The fourth annual meeting of shareholders in this company, held in St. George's Hall on the 26th ult., wa3 largely -mended. Mr Wm. Moore, chairman of directors, presided; on the platform were Me=s=rs J. B. Seanlan, J. A. Duthie, A. E Stewart (directors), and C. Gray (secretary).

The annual report and balance sheet were taken as read. The report was as follows: —

Your directors beg tc submit to shareholders the annual statement of accounts oi the company for year ended October 19, 1901, and in doing so have to express their regret at the unfortunate loss sustained by the company through the destruction of the mill by fire in April last. Shareholders aie aware that the work of reinstating the premises and plant is being gone on with a3 rapidly as possible. It will be noticed that of the 25,000 new shares created, 9450 have been allotted. At the general meeting called to consider the position of aSairs after the fire it was thought that the allotment of over 10,000 shares was certain. Your directors are disappointed that such has not been the case, but trust that very scon the number as indicated at the meeting will be taken up. As provided by the articles of association, Messrs William Moore and James Allen retire on the present occasion, and, being eligible, offer themselves for re-election. The auditois — Messrs James Brown and H. M. Marryatt — also offer themselves for re-election.

The Chairman, in moving the adoption of the report and balance sheet, said he was sure they would all agree with him when he said that since the last annual meeting the directors had had a very trying time. Of course it was quite unnecessary to refer to the sad catastrophe, +he burning of the mills, which had been discussed at special meetings of shareholders. Since that event the "directors had endeavoured to keep things going and to work for the advantage of shareholders. As they were all aware, the rebuilding of the mills was progressing very ratisfactorily. Their manager (Mr Simpson) would, if everything went well, be in New Zealand within the next 14 days ; and aboard the steamer by which he was a passenger vraa the bulk of Tne machinery for the new mills, and the rest should arrive here certainly before Christmas. The directors hoped that, under ordinarily favourable circumstances, the Bruce Woollen Mills would be in going order in the month of May next. With regard to the annual report, he did not knoT that there was anything in it which he should refer to ; nor, indeed, was there very much in the balance sheet which required special notice. There was just one matter which might have puzzled some of the shareholders, as he admitted it did him at first. He" thought at the first glance that the plant account had been placed at too high an estimate ; but after going through the books carefully and finding what they had left — such as engine, boiler, machinery, etc., in wool room, washing machine, pipes and valves in dye-house, shaiting, machinery in railway goods shed at the time of the fire, and many other items — he found that they had not ovei estimated the value of the plant left after the fire. There were many other items of machinery other than those he had mentioned. Another item in the balance sheet which might have puzzled some of them was, • " National Morfcetage and Agency Company, £4000." That amount was remitted Home so as to leave sufficient cash in hand there, so that for machinery, etc., spot cash should be paid in order to secure the most liberal discount they could. The next item calling for any explanation was material, including wool shipped to London. Well, in this item ha was afraid they must look for depreciation, because recently wool had lessened very much in value. Although this wool was valued, in order to get a correct balance sheet, at the actual net cost here, the directors, were pretty well certain that it would not realise as much in London. The profit and loss account showed that the company had dropped £2500 ; but he thought shareholders would admit, considering the very warm times the company had come through, that that amount was not at all above what might have been expected. He would not detain them with any further remarks, because they would have an opportrunitv of asking questions, and he would be pleased if someone would second the motion for the adoption of the report and balance sheet.

Mr J. A. Duthie said there was one thing which shareholders did not realise : this £2500 deficiency -was made up of a loss of 2s each upon the old shares, without any loss there might be on the wool shipped to London.

Mr John Hollick said that at several other annual meetings of the company he had the pleasure in seconding proposals for -I he adoption of the reports and balance sheets ; but he seconded the motion on this occasion pro forma, because he looked upon me statement presented to shareholders as the barest statement of the 12 months' proceedings of a company he had ever perused. This fact was the more striking when they considered the eventful year xhe company Lad jusf passed through. It appeared to him that whoever drew up this annual report had endeavoured to give as little information as possible -to shareholder;: — (applause-), — and if such was the case the compiler of the report had succeeded admirably. The chairman had given them some information, but there were certain points on which shareholder? desired light. Tn the first place, he would ask why the holders of 2100 shares of the original 25,000 shares had only been called upon to pay the application and allotment money, while the owners of new sbares had been called upon for 5s per shaie? He sujyposed, in the event of a ballot, all shareholders would have voting power according to the shares they held.

The Chairman did not know whether Mr Bollick wished to have a vote of censure passed upon the director*. The 2100 shares referred to were taken up by the director 5 ?, who only paid the application and allotment money. He must admit that the directors had agreed not to pay up on those shares until the new shares had been paid m full.

Mr Hollick did not wish to have paaoed any censure on the directors, but merely desired information. He notiesd a large amount was placed under the heading of "• overdue calls "—£ll2oo. Woll, he could not believe it was lack of Deans which prevented shareholders paying those calls. There nrusi. be some other reason ; perhaps the chairman could state what, it was?

The Chairman : One reason «vas J.Is — -one of the calls just fame due a day ci* so before this balance sheet wag taken jnt. Probably there might be shareholders who. knowing ihe company's bank account was in credit, thought "they could make better ii 63 of their incney elsewhere than by ha -.'ing it paid into >v ojjen awoußl «, tin took* JBiob •© i at as

he knew thece arrears were as good as paid, as though unpaid they would be paid when called upon. He had no desire to hide anything. He might say a good proportion of those arrears belonged to the larger shareholders, and they, knowing the company's bank recount was in ample funds, thought they themselves could make better use of the money in the meantime ; but when called upon the money would be there. Mr Hollick consideied it was very unfair that one lot of shareholders should pay up and The Chairman thought it only right that Mr Holliek should confine himself to ques-

turns. They did not want comments. Mr Hollick: Under what heading is included the building account — the reinstatement of the building up to date? The Chairman prepumed it was under the heading " premises, grouiid, and office furniture account." Mr Hollicki: Are we to take that for granted ? The Chairman : You have my word for it. If you doubt it you are welcome to do «o. Mr Holhck did not doubt it. There was one item, £622 preliminary expenses, treated as an asset. That money had been spent. Now, an asset was supposed to have some visible value. Could the chairman tell them what value that asset was? The Chairman : If Mr Hollick looked at last year's balance sheet he would find that the preliminary expenses were put down at £215. The preliminary expenses in connection with the last 12 months had been £122; and by this year's balance sheet he would ccg that from the total of £938, £315 had beeii ■written off, lea^iug the preliminary expenses at £623. Mr Holliek : And that remaining, balance v,-ill have to be written off before a profit is declared, consequently that balance is a liability instead of an asset? The Chairman : Undoubtedly.

Mr Scanlan: With regard to the 2100 shares spoken of by Mr Hollick, the directors took up those snares to strengthen ihe position of the company with the bank. For the past (ivo years ilie directors had done a lot for the company ; and the directors had agreed they should not pay up those shares just yet ; they were shares taken up to strengthen the company's financial position when the company was going the way it should not go. After some further discussion, Mr Hollick was proceeding to spenk, when the Chairman asked him to confine himself to questi-cas, and not make comments. Mr William Taylor took exception to the chairman's request. He said Mr Hollick, as the seconder of the motion for the adoption of the report, had a perfect right to make comments at an annual meeting of shareholders. Mr John Parlane thought Mr Taylor was quite right in holding that shareholders should be allowed to discuss the company's affairs. When the mills were burnt down he aud Mr Robertson went round the town canvassing for new shares, and at first received very little support. The feeling was that times were going to be bad ; but as property-holders many of the people subsequently thought they were in duty bound to take up shares if the calls were not going to be heavy ; and an assurance had been given from the platform that cnly ls a share per month would be called, and if the people were not in funds there would be no immediate necessity for paying them. Thousands of shares had -been taken up on that understanding — people took up more shares than they really could afford to do, and this explained why the overdue calls amounted to £1200.

Mr Robertson confirmed what Mr Par.'ane had said. When the assurance mentioned wa3 given many people doubled their shares ; and now they were told they would be charged 8 per cent, on the overdue calls. The Chairman was not aware that- any canvasser had authority for going out of his latitude to the extent mentioned. It was considered at the time that calls of lfc per share per month was giving very liberal terms. No canvassers had any authority for saying that shareholders would not be forced co pay up. Mr Parlane repeated that from the platform it was told that there need be no hurry to pay the shares. Mr M. Henderson did not think shareholders quite understood the po=itica of the 2100 shares taken up by the directors and two gentlemen outside the directory. This was before the. fire. The application and allotment money was paid up, and the understanding was that no further calls were to be made upon those shares for some considerable time. The fire took piece, and it was still understood that these shares would not be called upon. The directors and the two gentlemen referred to took up new shares on that understanding. After the new shares are paid up the directors and the two gentlemen who had taken up the 2100 shares would be liable to the company for those shares. That £2100 was an asset. He believed that those who took up the 2100 shares were quite able to pay up; and he thought Mr Hollick was casting an unwarrantable reflection in making it appear that the directors were not being made to pay up their fair share of liability of the company. Another thing he might mention was that the 2100 shares in question were worth 17s oi IPs, and the directors would have to pay 20s on them ; the shares taken up lately were worth 20.=. Mr Hollick repeated that he cast no reflection at all upon the directors— he merely aJced for information. After some further discussion the Chairman apologised foi the unavoideble absence of Mr .Tamos Allen, M.H.R., and Mr John Mill, of Port Chalmers. In reply to Mr Nissen, the Chairman said that when the mills were going the man in charce would be Mr Simpson. Eventually the report was adopted. On the motion of Mr D. Reid, seconded

by Mr James Loekhart, Messrs Wm. Moore and J. AHen, M.H.R., were re-elected directors for three years. Mesicr-j H. M. Marryatt and James Brown were re-elected auditors-. Mr John Parlane said the lea&t thing they could do was to pass a hearty vote of thank*? to the directors for tho way they had done their work during the past 12 montln On account of the fire they had harl an exiri a'.invnt of v,"oiry. In s-econdrog the motion. Mr William Tavloi ?.aid ho had no doabt that at the end of ihe next 12 month? the directors v.'oulc' be able to place before shareholder a fulle T .and better report. The Chairman, on behalf of the directors, acknowledged the compliment. He did not see how they could poEcibly within the next 12 months present a very brilliant report. , The machinery had to b« out io Dlae*. wool

had to be benight, and he rupposed he was <*afe in saying* ihal it would be six 1 *onths before the mills would be started, and in all probability there would be only about four months' woik before th.^ next annual meeting. He was satisfied the director? Mould do all they could for shareholders. Very few shareholders knew v. hat the directors had already done lor this company. He was perfectly justified in tellinsj them that if it had not been for the action of the directors the company would ha\e been wound up a good while ago. The director*, at a serious juncture of the company's affairs, put their bhouldcrs to the wheel, placed their hands in their pockets ; and at one time that evening he was very nearly lofeinft* his temper, but was glad he did not. He again thankee l the meeting for the vote, ard promised that the directors would do all they could in the interests of shareholders.