Company in difficulties over issue of prospectus

Press, Volume CXIV, Issue 33626, 30 August 1974, Page 1

Company in difficulties over issue of prospectus

A private company proposing to launch an exclusive $360,000 businessmen’s club in Christchurch has run into difficulties over the issue of a prospectus which was to have formed the basis of obtaining debentures from the public.

The company, Club Chevron Properties, i Ltd. had the prospectus drawn up and commercially printed before submitting it to the Companies Office for registration. The Companies Office did not see it in its final i unregistered form until it asked to see a copy. !

The prospectus was drawn up by the sole director of Club Chevron Properties Ltd, Philip Ronald Henley Brown, aged 31. of Christchurch. Mr Brown and two others, Ronald Janies Brown and Dallas Maude Fraser, are the! three shareholders in thei company, which has 10,000 j shares of 51.50 each. Mr) Brown holds 8250 shares; his j father, Mr R. J. Brown, 15001 ishares; and Mrs Fraser 250) shares. Mr Brown says the' shares are fully paid up. Mr Brown, a former pay clerk, admitted to “The Press” yesterday that he had drawn up the prospectus himself and had it printed. He had had no experience in an undertaking before, he said, and was “just learning.” Sole directors He is named on the com-! pany’s memorandum of! association as sole director. The District Registrar ofi Companies (Mr I. A. Hansen) said that the prospectus had not been Submitted for registration.

Asked how copies of the prospectus had come to be in the hands of people outside the company. Mr Brown said he had sent them to people who had asked for them. About 18 to 20 had been so distributed. I Prospectus oiler j The prospectus contains p (information about the facili-; ities the club proposes to pro-) ■vide, the privileges for mem-i ■ bers, and extracts from the! 'debenture trust deed. The prospectus invites! people to subscribe capital by I way of $lOOO and $5OO debentures repayable in full at the end of 10 years. Those who take up the debentures have security by way of a mortgage over land and building. Payment must be made either in full or by Ihalf deposit. [ The company proposes to raise $lOO,OOO by accepting $lOOO debentures from 100 ■ people and a further $lOO,OOO jbv $5OO debentures from 1200 people. Mr Brown said' that there had already been janpb'cati'ws; from 50 peonle for the $lOOO debentures, but! 'no business had been written!

I yet. There was a legal comI plication, he said. ; There had been no public! (interest m the $5OO debeni tures which gave nothing (back to the holder except a ' 10-year membership of the club. Mr Brown said that, since August 12 the company had! accepted discount and general' membership fees from 3641 people. Discount and general! membership was open to! 1500 people, with a limited! i membership for women. Mr Brown declined to say how many women would be admitted as members, but confirmed that women’s' membership had been fully! taken up and men’s half! taken up. The fees for discount mem-! bership are $75 for men and) i $3O for women. For general! : membership, the fees are! $lOO for men and $4O for! women. There is no security for membership fees. Option on site Mr Brown said he did not want to disclose at present! who were the shareholders of! Club Chevron Properties,! Ltd. He said it was a private! company with five share-’ holders. A search of the memorandum of association of the company showed there were' three shareholders. Mr! Brown agreed that this was icorrect, and that the share-

holders were members of one family. The company owns no property but is understood to have an option to buy a site at the comer of Barbadoes! and Armagh Streets. The certificate of title for. the' land shows that the owner! is Vanna Limic.

I Got idea in Aust. I Mr Brown, in a letter contained in his prospectus, said that he got the idea of the! club when touring Australia! with a Rugby league side five' years ago. He had been working on the idea for three' I years. “1 will use this opportunity' !of saying that to take up) .membership of Club Chevron |by way of debenture is by I far the best and most economical way of joining the I club. Full participation at Club Chevron will greatly improve both health and standard of living.” On Christmas Eve, 1969, 'Mr Brown was the victim of an unsolved $20,000 robbery •at the office of Aulsebrook and Company, Ltd. Mr Brown I was a pav clerk in that company’s office at the time. He was injured by the robbers, and spent several hours in hospital. Mr Brown was educated at 'the South Brighton Primary School and the former Christchurch Technical College.