GAS COMPANY.

Evening Post, Volume LXXVI, Issue 43, 19 August 1908, Page 8

GAS COMPANY.

• INCREASE OF CAPITAL

THE NEW WORKS. { HEETING'OF SHAREHOLDERS. '■ • v ■ A sj»ecial meeting of the shareholders Of the 'Wellington Gas Company was held-at.vthe Chamber of Commerce tor day. Mr..D. J. Nathan presided, and in the caurse of his introductory re-« marks said the objects of the meeting v ,were toiappfixwe new articles of association, and to increase the capital of the,- ' company. It was felt desirable that the* \modificatMHi of the articles should be>, so that the raising of fresh..., share capital should be under the pro\d- i .-.sions of the new articles, and the reso-»; .^luiions Belatmg thereto would be placed?* shareholders firet. He moved — ;j I "That ±be new regulations or articles ofi association already ap- j proved bjr tJria meeting (and for the Eurpose of itJenfcificaiion subscribed y the chairmevn) be and the same are- hereby apprcwed, and that such, regulations be and they are hereby adopted as the regulations -or articles of association of the- company, to the < exclusion, of all the existing regula- •- ■, tions or articles- of. association thereMr. Henry. 'Green (Auckland}' observed' »*hat ihe new articles contained much "debat&bl« matter, and- he suggested tfoat -'/the m&eting defer consideration of ';them until resolution 1 was passed. He; Swished th&-new sharesi±o be created un~> ;der the oid articles. It was possible,. .i»nd it was inadvisable' -that any pKeferential shasres should be created to come before the holders of ordinary shar.es. ?He movecl — "That consideration of the;<proposed new articles be postponed until, 'i after passing the first of the series of. - resolutions set" out in -the -notice." The chairman eaid it* seamed to him,! i? ihat i£ that suggestion rwece adopted its 4,wonld nv>t get over the-objection which; ; seemed tc> present ftself to Mr. Green. 1 Mr. H. Beauchamp poinfed out that? *« the moft'on had not Jbeertjsecondjed> it '■ehoold not be ctiecass&d. /* The chairman, said the- solicisiprs' werer \aaked to provide, the most onoderni particles that they possibly, could. There* 4,was nothing behind the articles, as £mighfc be inferred 1 from.-ilVIr," Gr^an'sp ■'remarks. Theymotion ,• not übeingg^ seconded'! -Japsed^ . ' " THE KESOIJSTIONS. """ = " \ N i The. 'shareholders having -considered 1 ,, and- adopted the newsaaotaces, next-con-.sidered the resofaitions^for.fraising-of^ad- ? ditional capital. The resolntions'.prpposed-^were-.aS'fol-^ low: — •'I. Thafc the. capital' of "thettcompany be- ." increased to the amount of £40CyMt>■by- the— creation of additional capital.' to' the amount of £2QOJSOO, divided ', into twenty thousand, shares >of. £1(M each, gucii ahar.es^.'to- be, "issued i as'*or-<--dinary shares. 2. That- six thans&nd_shares-of .the-fsaid capital; be offered- in the .first instance, to the- members -of the (company at .a; premium, and that notice sha^l begiven each member specifying, the* number of shares -to which -each member is • entitled, and -Kmifcing -the time • .within which the offer if not ac-< cepted by signing an application (and^ paying the deposit and proportion ofthe premium payable on application)* will be deemed to be -declined. Thateach member shall be entitled for every -three, ehaaiessheld by him to purchase one shar& at a premium of £5 per share, and for every two shares held by any member in excess,. of any 1 multiple of three to purchase one Share at a premium of £5 per share, and for -any single share held by any member in excess of any multiple of, three to purchase one share at- a pre-< mium of £5 per share 1 . That members ehall be permitted to tender for* any shares not applied for and foe any other surplus shares at a premium of not tess than £5 per share, and that such shares shall be allotted to the highe&t tenderer. That in. the event of there being any of the six thousand shares not applied for by members, . ! the directors are empowered to dis- ! pose of the same in such manner asthey may consider expedient ~"in> the interest of fhe company. 5. That a deposit of Ss per share 1 with; • ■2s 6d of the pcemium payable oh-each; share be paid on application and a further-sum of 5s per share with. 2s 6d". of the premium payable upon each share shall be paid) on allotment. That. ■ the balance of the money payable in respect of the shares and of the un- • -paid premiums ehall be paid at suchtime and in such manner as the directors may determine, .provided that the ■ amount of premium payable in re- • " *pect. of each chare upon any call. I being made, shall be equal to half ot the amount of the call upon such share, and thafc no call ehall exceed 10s per share or be made payable, within two months after 'the last pro-/ ceding call was payable. 4. If any sum payable in-respeefc-of any call or instalment of premium be not --paid on or before the day appointed for the payment thereof, the holder-...for-the time being of the share in respect of which the call is made or theinstalment is due shall pay interest, for the same at the rate of £8 per centum per annum or such less rate ac the directors may determine from the day appointed for the paymentthereof to -the. time, of the>actual;pay-i >}ment. • 6. That- all shares to > be. issued shalL rank for dividend, and in other respects, according to the amount ac- • tually paid up thereon until such, shares and all premiums thereon are fully paid, and thereafter will in all respects be subject to the same provisions as the ordinary shares in the. existing capital of the company. 6. That interest-on the cost of the new works during the coarse of construe--1 tionmay, if the directors 'deem fit, b6> - charged to capital account. ' THE CHAIRMAN'S VIEWS. , After referring to tho proposal of the 1 City Council to take over the TOorks {reported elsewhere), the chairman obBerved that it had already been pointed out that the directors had been delayedin the commencement of the company's, new works, both by the difficulty which. -they had in finding a new site — nows solved by the acquisition of an area, close to the Miramar wharf — and by their desire that their engineer (Mr-, ■ Birch) should be placed in personal! touch with their consulting engineers; (Messrs. Corbet, Woodall, and Son),* •who will be consulted as to tho new plant, so that it might be of the most, modern character. ; THE NEW WORKS. In order to enable the existing works to continue supplying the increasing demand for- gas, the board had obtained additional appliances for use at the works at Tory-street, .which would be available eventually at the new works, ( and were erecting % gasholder, to contain one-and-a-half million cubic feefc of gas, at the Miramar site, and were about to lay a special main to connectthe new holder to the present reticulation and the town works. These works .would enable the company to answer the demand-for gas until thenew works.were built, provided the new works yrere proceeded with at once; but it r had b&^lcyffid^Mc^a^t^rjid^co^thfi

• canvass for new connections, so that it was likely that the rate of increase for the next couple of years would not be -bo great as it has' been in the pas*' It ••was also probable that, owing to the increased cost of coaJ and of labour, for the next couple of years, until the economies to be gained from the new works are obtained, the balance-sheet [would •not look so well as it had done in the ■past; but the board was confident that "the- dividend could be maintained upon 'the existing and new capital, provided the interest during cost of construction of the new works was charged against capital until the works are put into operation. Tha amounts appearing on the • last balance-sheets of £60,000, under the headings of Reserve Fund and Works Extension Reserve, would not exist in a cash form, the sums having been expended upon mains and other extensions, and being invested in the undertaking aided in the earning powers. Such expenditure had obviated the necessity to raise fresh capital for such .purposes THE HARBOUR BOARD. The directors would have preferred to have concluded arrangements with the Harbour Board for better wburfage accommodation at Miramar prior to starting the works, but so far they had been unable to obtain any satisfaction. < However, the existing wharf would enable sufficient coal to be landed for the ,'firsfc instalment of the works, and the -directors had not any fear but that the Harbour Board would provide in a libmanner for the requirements of the trade of the district as soon as it could ,bo- shown to exist. CAPITAL TO BE CALLED UP. Tho board felt thafc ifc was" now desir--able that the amount of £5 remaining •uncalled on 10,000 shares should be gradually called up, so that all the existing shares would be placed on an equality. It was intended to call up this amount approximately at half the.' j-ate of the calls on the new share issue, ! •so that the proposed new shares and the ■ present shares might be all fully, paid j .at the same time. i THE..PRICE-OF SHARES. ] At present the £10 paid shares were ; •quoted at from £19 10s to £20. Al-»| ''though the directors were of opinion j ."that the shares were worth considerably J .more, and recognised that, as many •shares were held in trust -estates and in vthe hands of persons who might have to realise on part in order to pay up the proposed calls, it -was passible that there might be shares placed on the market with a probable temporary fall in the ►broker's price, they 'had considered 'that such a fall was not likely to reach £18 per £10 share, which would be very vmuch below the trne value of the shares. .%nt for the<sake of the issue of the new shares at an equitable bonus to all the •shareholders, they had assumed the •iminimiHn market value at £18, and, by issuing one share for every three shares Tield at £15, they considered that such tissue was equivalent to a bonus to the of £3»on every three shares held, or of £1 per share. They recomtnended that where chares were held in •-multiples of three, one new share be issued at a premium of £5 ; where the of. sbaies divided by three leaves »a balance of two or one share, that a ,isbare should be- issued in respect to each ■«uch two or one share, at a premium of £6 -and of £7' respectively, thus giving»an equal bonus, upon the. arbitrarily e^ti;mated miniinam.' market value. of £18. | THE MEW SHARES. It" was possible that, owing to shares : '.being- held in trust or by persons absent '■from tho colony, all the new shares might not be tAken up by the share- | holders, and the directors proposed to : give shareholders the right to tender for unallotted shares, which method will enable thoso shareholders who desired to do- so to increase their holdings, and at the< same time give the company the ; advantage! of a competitive price between the* shareholders for unabsorbed •;new shares. The -proposals. of the directors are tocall amounts of 10s per share (with 5s premium) at- intervals of noteless than, two months, which would spread the payments ovwer a period exceeding three years ; but as it might suit certain shareholders to make earlier payments -the>-dircctors proposed, to allow interest at the Tate of 5^ per cent, per annum.on all deposits made in anticipation of » calls. The amounts received as premium be placed to a works extension reserve account, and will bo -expended i.on new works. The-chazrman then, moved the resolu- • tions as above set out. Mr. H. Beauchampr: seconded the mo--. Ition. After -consideration! of the resolutions. rand a slight amendment -they were unr animausly adopted. APPRECIATION. Mr.<-Green, as one coming from a distance, expressed his great pleasure at the manner in which the business of the company had been conducted and of the. manner in which the shareholders' inilerests had 'been conserved. Mr. Milne supported. The chairman, in returning thanks, . said the directors and staff had- passed -..through a period of considerable anxiety, and had devoted an unusually large- amount of time to the company's business. He trusted that there would be a full attendance of shareholders at the confirmatory meeting, to be held on r 9th September. ' . This -was. all -the business.