Page 9 Advertisements Column 2

Auckland Star, Volume L, Issue 125, 27 May 1919, Page 9

CIRCULAR TO ALL SHAREHOLDERS AND SUPPLIERS OF The New Zealand Dairy Association, Limited The Waikato Co-operative Dairy Company, Limited The Waikato Co-operative Cheese Company. Limited Re AMALGAMATION HAMILTON, n _. May 17th, 1919. Dear Sir, — f>i o attempts have been made in the past to amalgamate the larger dairy interests of tne bouth Auckland Province. Some months ago a meeting of the combined boards of The New Zealand Dairy Association and the Waikato Co-operative Dairy Company was held in Hamilton, and as a result an Amalgamation Committee was appointed. Subsequently, in order to give better representation to all parties interested additional Directors were added to this Committee, which to-day consists of the following members:— The New Zealand Dairy Association, Limited—T. C. Blackett, R. H. McKenzie, J. T. Young, W. Claud Motion, W. E. Clark. The Waikato Co-operative Dairy Company, Limited — Jos. Clark (Chairman), H. O. Cooper, Dynes Fulton, R. M. Somerville. The Waikato Co-operative Cheese Company, Limited—Jas. Clothier. In the first place negotiations were entered into with Joseph Nathan & Co., of Wellington, for the purpose of varying the existing (Glaxo) agreements, so as to remove difficulties in the way of amalgamation. However, the negotiations proved abortive, and early in April the Committee decided to take further legal advice in Wellington. A scheme was thereafter at once formulated and adopted by the three Boards of Directors. It was further decided that— The Companies each hold an Extraordinary General Meeting of Shareholders in HAMILTON on FRIDAY, MAY 30th. at 2 p.m., when a vote on the amalgamation proposals will be taken in the manner provided by the Articles of the Companies. The Directors have arranged to hold some 50 odd meetings throughout the South Auckland Province for the purpose of personally placing the fullest possible details before Shareholders. They will give every opportunity for questions to be asked, as it is the wish of the Amalgamation Committee that all should have a thorough knowledge of the scheme before recording their vote. The Amalgamation Committee's proposals are as follows:— I. To form a new Company to be called THE NEW ZEALAND CO-OPERATIVE DAIRY COMPANY, LIMITED, with a nominal capital of £300,000, divided into 300,000 shares of one pound each. 11. The new Company to take over all the assets and liabilities of The Waikato Co-operative Dairy Company, Limited; the Waikato Co-operative Cheese Company, Limited, and The New Zealand Dairy Association, Limited; with the exception of the Matamata and Matangi Glaxo factories. 111. All assets to be valued by six valuers and one umpire under three separate headings— (a) Land and buildings (b) Machinery and plant (c) Office appliances, securities, book debts, etc., etc. The object being to assess the relative value of the shares in the three Companies. TV. Shares issued by The New Zealand Co-operative Dairy Company, Limited, to be exchanged for shares in the existing concerns, paid up according to valuation. V. The Waikato Co-operative Dairy Company, Limited, and the Waikato Co-operative Cheese Company, Limited, to go into liquidation. VI. The New Zealand Co-operative Milkfoods, Limited, with a nominal capital of £100,000, consisting of 20,000 shares of £5 each, to be formed as a subsidiary Company for the purpose of manufacturing dried milk only. Vn. Non-suppliers' shares to be resumed at par within twelve months by the new Company from all who have given up dairying. VIII. Surplus shares to be resumed at par by the new Company from all suppliers holding shares in more than one of the Amalgamated Companies. IX. All payments to be on a butterfat basis. X. The Amalgamation Committee to become trustees for the new Company in the first instance and subsequently provisional Directors for a period not exceeding six months T. C. Blackett to be chairman. XL Suppliers' Committees to be formed in suitable centres. XII. The election of nine Directors, within six months, on the Ward system; three Wards to be arranged for. Xni. Directors to elect their own chairman. XIV. Wm. Goodfellow to be appointed General Manager and H. W. Dent to be Secretary; both for a period of six months. Should this scheme be adopted, The New Zealand Dairy Association, Limited, will be kept in existence for the purpose of carrying out important contracts entered into with Joseph Nathan and Company, Ltd., of Wellington. The New Zealand Co-operative Milk Foods, Limited, will be a subsidiary Company, and will not have the power to enter into competition with the Amalgamation concerns. Further, according to the suppliers' agreement with The Waikato Co-operative Dairy Company, Limited, Milk Foods, Limited, can be purchased at any time after two years have elapsed. Owing to Nathan's agreement with The New Zealand Dairy Association, it is necessary to organise the business in this manner, otherwise The Waikato Co-operative Dairy Company's valuable milk powder patents would be useless. Care has been taken, however, to ensure that ultimately the three companies will become one, but the Amalgamated Company, will be in control in the meantime. Your Directors consider the disadvantages of Amalgamation are practically nil, whereas the benefits to be derived are exceedingly great. Firstly, there will be an all-round reduction in general expenses in almost every department. Secondly, a saving will be effected in cream cartages. Many districts will be served just as well with one cart as with two or three. Thirdly, railway freights will be reduced, as cream would be railed to the nearest centres. Fourthly, the quality of the product will also be improved, because with cream being railed to the nearest centre the length of time in transit will be greatly reduced. Fifthly, an immensely strong concern will be the result; a company at all times able to successfully fight capitalistic enterprises if antagonistic to the producers' interests. Sixthly, by controlling the sale of the Company's produce in London after 1920, when the Government contract expires, an effort will be made to fix prices on lines similar to the Danish system. An increase of 5/- per cwt. would result in an additional profit to the suppliei-s of the two Companies of £35,000 per annum. It is believed the enormous output of the Amalgamated Company will give the required power to carry out such a necessary and urgent reform. Many other important schemes will be possible, and be introduced, if Amalgamation is carried through; for instance, arrangements will be made for the advancing of money to suppliers for the purchase of dairy stock and to small farmers in particular. In conclusion, we desire to state that your Directors have given these proposals their most careful consideration. They have done their utmost to put forward a proposition fair and equitable to all parties in every respect, for by this means only will a satisfactory settlement be arrived at. Amalgamation under existing conditions is regarded by the Directors as essential to the future welfare of the dairying industry of the South Auckland Province. They believe also that it will prove to be a profitable venture, making for increased efficiency and the more economical conduct of your business. Your Board and the Amalgamation Committee therefore desire to take this opportunity of earnestly requesting yourself and other Shareholders to loyally support the proposals of your Dirpr tors by voting for Amalgamation in person or by proxy on May 30th. We are, Yours faithfully, For and on behalf of THE NEW ZEALAND DAIRY ASSOCIATION, LIMITED T.C. Blackett, Chairman. THE WAIKATO CO-OPERATIVE DAIRY COMPANY, LIMITED THE WAIKATO CO-OPERATIVE CHEESE COMPANY, LIMITED Wm. Goodfellow Chairman THE AMALGAMATION COMMITTEE ' Lhair ™*- Jos. Clark, Chairman. N.B.—lf unable to attend the meeting on May 30th, kindly fill in the Proxy as soon as Dossil an A return to Head Office. Some 5,000 forms have been sent out to the Shareholders of fie three Companies.