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MEETINGS OF CREDITORS., Issue 7960, 16 July 1889
MEETINGS OF CREDITORS.
HE PKOCTOBS, JONES, AND CO.
A special meetiog of the creditors in tbi» estate was held this morning at the Assignee's office. About thirty five creditorswere present, some also holding proxies for absent firms. The Assignee said that after the acceptance of the bankrupts' offer for the assets the supervisors and himself had done all they could to get the matter settled, bat on Friday last he received the following letter:— Dimedis, 12th Mf. The Official Assignee. Sir,—ln reply to your memo, of yesterday, it i» with much regret that we have to inform you tint weore una&le to gat the oompany from whom we were toobtJin tho money to reconsider its decision, it ialsmated to you in their letter of yesterday. The continued refusal to pass the draft deed, in accordance with the offers made at the meetings of creditors, basso thoroughly wearied the company that they now dec'ino discussing the matter further. We therefore request that you wi 1 pease return ue the deposit of L2SO handed in at the last meetinjr.-Your stedießt servant?, J. Maitlabd JW»F. Pboctor, He (the Assignee) replied, deny'ng that the* supervisors or himself had made any unreasonable objections, and stating that he could not return the deposit, and adding [ that a meeting of creditor!, would be called to consider the matter. But the first diffiI culty that had cropped up was this : the Act requires that a sale of book debts to ftbankrupt shall be approved of by the Court, and His Honor had said that be did not see' his way to grant approval ef the sale to an undischarged bankrupt. Mr Solomoa had pointed out that in all probability som* other parties would come forward to stand in bankrupts' place, and His Honor said that that would be the better plan to adopt, whereupon he (the Assignee) bad arranged to convey the book debts to the Commercial Finance Company. Then the supervisors' had to allow L6O in regard to the saleof some vinegar which was short of the quantity supposed to be sold, and they had bad undir consideration a claim of Ll2oon Mr F. Proctor, wh'oi 83cmed to be a just claim npon the joint estate. There had, indeed, been a deal of anxiety in connection with th» estate, As to the question that had arisen in connection with the sale to the bank' rupts, if the supervisors had been dealing with bankrupts themselves there would have been no trouble at all; but, seeing that the dealings were with a third party* it was necessary to have a very clear definition of what was being sold, and hj« (the Assignee) had taken Mr Haggitfeopinion on the draft deed. Mr Haggitt made a Blight alteration inthe wording, making the deed read "all the assets known to me at present." Bat this was objected to by the company, and the affair was hung up. In the face ef thestrong advice he had received he did net see that be could have acted in any other way, or that he would have been justified in disposing of all possible assets, even supposing that there were no concealed assets. H» might add that he did not believe thor* were any cenoealed assets. He had drawn out the following resolution, which weald perhaps meet the views of the creditors : " That failing completion of contract by the bankrupts for sale of the estate within three days, the Assignee and supervisors proceed to realise to the best advantage, either by public or private sale for ca*h or bills ; that the Assignee and supervisors act at they may be advised by their solicitor with respect to the deposit of L 25 0; and that they be authorised to contest or compromise Mrs Jones's claim."
Mr H. S. Jonea proposed that debtors should be put on their oath, and atked if there were any assets that had not been disclosed. If there were, a court of law would make the bankrupts liable; if therewere not, there was no reason why the offer should not be accepted. If the estate were offered again it would not realis* as much as the bankrupts had offered for it.
The Assignee did not agree with that opinion, and thought it would realise quite as much.
Mr H. S. Jones : It may be hung up for twenty years if we are waiting for a legacy* Sir R. Stout (representing Stout ant Mondy, creditors) did not think the exaofe point bad been brought out, owing t* which bankrupts had withdrawn their offer. The offer made was L 5.750 for all the available assets in the estate, and it was explained that by "available assets" they meant all not held by theColonial Bank and other secured creditors. Four days later there was an amendment ef the offer asking that rebate be allowed. The resolution for the acceptance of that offer waa lost by value, and a motion carried to the effect that the bankrupts be allowet three days in which to increase their offer. That was on the 25th June. The debtors wrote to the Assignee on the eame day offering L 6,000 cash, less the rebate mentioned in their previously amended offer. Then the contract was completed, the Assignee accepting the offer subject to eeufirmation by the creditors. Two days afterwards the Assignee sent bankrupts a letter varying the offer; and he (Sir R. Stout) submitted- that if the original contract was not binding there was b» ogreement between the parties. The Assignee had in the first place said that he was willing to take the offer for the declared assets, and subsequently, acting, on the advice of his lawyer, he wanted to make what was practically a new contract, to which the Commercial Company would not agree. They Bald that they would not be humbugged in that way; and there was no one else ~to stand by the bankrupts. Therefore he (Sir R. Stout) maintained that the failure to come to term* was not a failure on the part of the Commercial Company nor on the part of thebankrupts. Mr Rattray: The question between the Sarties was solely whether it was the isclosed or the available assets that weresold.
Sir B. Stout replied in the affirmative. Mr Woodhouse, who drew up the deed en behalf of the company, would bear bira out in saying that this was so. Mr Woodhouse corroborated what Sir R. Stout said.
Sir R. Stout, continuing, taid that the deed strictly carried out bankrupts' letter of the 20th June.
The Assignee said that that was hardly correct. Taking the strict letter of the agreement, it was doubtful whether the aiseta inoluded the equity of redemption. Sir R. Stout said that if there was any loss to the estate through having to realise in another way the blame would not rest with the bankrupts. If the Assignee and supervisors said th&Lthe letter ef the 29th and not the letter cffche 20th (confirmed em 25th) bound them, clearly there was no eratract between the parties. If, however, they said that the term* to be maintained were those of the fiStk June, the failure was not on the part ef the bankrupts. The creditors having accepted the terms of the 25th June, they should have been carried out, and the Assignee and supervisors should not have attempted to alter them. Mr Woodhouse said that the statements made by the Assignee and Sir •Robert Stoat were practically eorrect, save for one or two omissions. The Commercial Company undertook to do the financing of this thing, and, on account of the Judge refusing to consent to the sale of the book debts to the bankrupts, it was necessary that the purchase should be in the name of the eom«. pany, though there were other persona who really had the management of the contract. The company had, of course, before accepting the terms proposed, te consult the other persons by whom they were secured. When drawing up the deed he (Mr Woodhouse) was informed that what' was purchased was all the assets excepting such as were claimed by the Colonial Bank, and in drawing up the deed he followed the wording of the contract strictly. That deed was submitted to the Assignee's solicitor, Mr Solomon, who altered the wording by making it read that the assets comprised only the assets mentioned in the bankrupts' statement, and adding the words " excepting the assets claimed by the Colonial Bank and the other secured creditors." Accompanying that draft was a letter from Mr Solomon, saying that the draft was approved subject to the bankrupts' arranging with their separate creditors. He (Mr Woodhouse) subsequently saw the Assignee, who said it was quite right that the company should get all the available assets, and agreed to the striking out of that portion of Mr Solomon's addition refer-
ring to the asaeta comprising only the assets mentioned in the statement. The Assignoe afterwards said that he had seen Mr Haggitt, who had given it as his opinion that the assets should be scheduled, and only consist of the known assetß. He (Mr Woodhouse) replied that the terms of tho deed had been agreed to, and it would be unwise to vary them, because it might lead to the offer falling through. Next day he received intimation that the alterations made by Mr Haggitt were the only terms the Assignee would accept—that he would sign the agreement in that form and in no other. He (the speaker) thereupon told Mr Jones that he had better intimate this to his friends and the company. This was done, and the people scouring tho company withdrew from their offer, aud the company had to do the same. Mr Beal Baid that he had impressed upon the Assignee the necessity of satisfying himself as to what was being sold. The Assignee : I may mention that thero are contingencies that may arise that would involve a veiy considerable amount of money. Mr"J. M. Jones : None that I know of—not a shilling. The Assignee said that he had no reason to doubt that he could get quite as much out of the estate by realising it in other ways. fie had already oollected debts to the amount of L3OO in cash and L3OO in bills, and on the other hand there had been L2O or L 25 for expenses. Mr Harty asked if the offer was still open ? Sir R. Stout: No; tho people will not inanoe for them. They would not be humbagged. The Assignee said that be had considerable sympathy with bankrupts in regard to this L2OO, but could not accept any blamo for what had been done. Mr Denniston said that the supervisors had been anxious to carry out the agreement, and had done all that was possible. Tho position was this: If there was any dispute as to the terms of the contract let it bo submitted 1o tho and tat h:'m decide. Sir R. Stout said that thore was no dispute as to tho terms. The only thing was that the Assignee's solicitor and the bank's solicitor joined new terms to the •ontraot. Mr Denniston said that he knew it was a disagreement with tho lawyers. Tho Assignee was still willing to carry out the agreement. In this matter tho Assignee and supervisors did not know the company, but were prepared to carry out their agreement with Prootorß, Jones, and in equity ho thought that the deposit should bo ferfeitcd for not carrying out that agreomont. The Assignee: Mr Haggitt denies that a sew olause is added. He says that what is added is merely a legal definition of tho clause. Sir R. Stout: The law is perfectly plain : if I agree to buy a house from you, I may ■ell to anybody I please aud you would bo bound to convoy to him. The whole point is this: A contract is drawn out by Mr Woodhouse by which the Assignee is selling to the company all the assets. You wish to !nt in a limit—to confine the assets to the eelared assets. That is where the whole trouble comes in. If you had carried out the motion of the oreditors, all would have seen right. If Proctors, Jones made a wrong statement they oan be punished. Mr Denniston agreed that that was so, bat who In that case would get the assets ? That was the point. Mr Rattray said that when the creditors agreed to sell tho assets they meant the assets that they had seen and had had an •pportanity of valuing ; and he thought the Assignee and supervisors were to bo comwended for their caution. But ho for one would not object to Proctors, Jones getting back their L2OO, because he did not think they were responsible for the imperfection •f the contract any more than the Assignee and supervisors were. Sir R. Stout: Move in terras of your ■peeoh, Mr Rattray. The Assignee eaid that if thero was unanimity among the creditors they could nass a resolution to that effect, but it would It awkward if a large creditor opposed it. M? H. S. Jones could not get rid of the •nspfrion that there were assets that were •oncealed. If this were so, bankrupts wero not entitled to any consideration from the creditors; but if there were no such assets the bankrupts were being harshly treated. It seemed to him that the estate was being hung up because of a mere legal quibble. Mr Beal said that if any suspicion existed that there were undisclosed assets the ■nspicion was all on the other aide. The bankrupts gave in a sworn statement bb to their assets, and it was their own friendß who objected to it. Ho would Buggest that Mr Proctor be asked to explain a statement made at a previous meeting that there was a wealthy aunt in the family who had expressed her intention of leaving L 40.000 when she had dene with it—(ianghter)— though she would not give anything before then.
Mr Donniston said that it was all very well to laugh, but however much they might regard this as what they called an off chance, it would not be a laughing matter if some day the Assignee were to tell them that in consequence of his having handed •ver all available assets he had put out of the ereditora' hands a sum of money that would perhaps pay 20s in the £. These people certainly did expect something. Mr Rattray then moved—"That the ©ffloial Assignee and supervisors be authorised to return the L 250 deposit, and to realise the estate to the best advantage, •itner by public or private sale or tender, for cash or bills; and that they be authorised to contest or compromise Mrs claim." Mr J. Mill seconded the motion.
Mr Hogg weuld net for a moment say that there were undisclosed assets; but if there were not, why make all this trouble ? Mr H. S. Jones: Because there is something coming, though afar off. The Assignee remarked that his motion was in almost the same terms as Mr Rattray's. Mr Dennistoa said that in ordering the supervisors to retnrn the L2OO, the creditors were taking out of their hands a weapon that might prove very useful. Mr J. M. Jones: Do not forget that we have borrowed this money from people upon whom we have no claim, and it will place ns in a miserable position if wo cannot return it. As to another weapon to be used against us, Burely we have have had enough weapons against us already. Mr Denniston Baid that he preferred tho Assignee's motion to Mr itattray'e, and would move it as an amendment. Mr Davie seconded the amendment. On a vote being taken, the amendment was declared to be carried by value. BE J. T. BALL. The adjourned meeting of creditor! in the estate of James T. Hall, of Danedin, grocer, was held this afternoon. Mr W. Maogregor appeared for the bankrupt, and a bare quorum was present. The Assignee Baid that he had opened the tenders for the Btock and book-debts in the estate, and found that Mr Georgo Esther's tender of L 229 for book-debts and stock as per list was the highest. The bankrupt's statement had been L 225 for the goods and L 230 for the book-debts; but he (the Assignee) had discovered in the book-debts an amount of L 25 which he could only accept as a contra. The debts, he thought, wonld realise about LIOO, while tho stock would probably realise Ll4O. Mr Spcdoiing had offered Ll5O for the stock alone, while the other tenders ranged from L 126 to L 129. Mr Beal asked whother equity of redemption was included in Mr Esther's offer. The Assignee said No; it was not included. The best thing to do wonld bo to aoeept Mr Spedding's offer for the stock and collect the debts. He would of course define what was included in the lists before they accepted the tender. It was a question u to whether auction, acceptance of tenders, •r collection of debts would be preferablo. Mr Beal moved, Mr Dalziel (Kitchen and Son) seconded, and it was carried—"That Mr Spedding's tender for the stock be accepted, and that the book-debts be collected."
The Assignee said that regarding the bankrupt's transactions with Mr M'Farlaue he desired to know whether he should press the matter or not. He had made inquirieshe had seen Mr M'Farlane and Mr Solomon —and from information received he thought it better not to go any further in the matter.
Bankrupt then made a statement regarding bis businew traWactions from the time
of starting iu trade—viz., November, 1887 and was also examined by the Assignee.
Tho Assignee said that bankrupt must briug iu a proper statement—not scraps—before the mutter could go before the Judge. It WU3 no use wasting time like that. Had he iiny money or property ? Bankrupt: No. The Assignee: Have you any statement to volunteer regarding the question I asked you last week ? Bankrupt : No. If anyone has lost anything by the transaction 1 have. Tho meeting then adjourned sine die. F.E GEORUL: LATIMER
Tho first meeting of creditors in the estate of Giorge Latimer, of Dune din, coal merchant, was held at the office of the Official Assignee thia afternoon. Mr J. Macgregor app. arcd on behalf of the bankrupt, and fourteen creditors were presen f , Bankrupt's statement was as follows : Liabilities L1.22S f)i 7d; assets, L7C3 13s lid ; deficiency, L4G4 15s Bd. The secured creditors are": Dunedin Savings Bank (mortgage over section), L4GO; Colonial Bank of New Zealand (yuaruntcc by Union Steam Ship Company), L 2815 ; totn!, L4SC. The unsecured creditors are: J. li. Scott and Co., LC64 14s 3d; Kaitaugata Coal Company, LIOUSs 2i» ; Walton Park Coal Company, Ll3 12< Hd ; James Freeman (Green Island), LIS It «d ; John Mills (Port Chalmers), Ll7 8:< 3d; City Corporation of Dunedin, Ll7 3j 2d : John Barron, L 4 lGs ; E. Smith (Dunedin Savings Brink), L 8 18s ; Grey Vallev Coal Company, 14s sd; A. M'Fariauc, Cssd; J. Hughes (Shag Point Coal Cjuipany), L2 2i 3d ; total, L942957d. The Assignee said that the bailiff's estimite of the furniture- was L 133, but of this 1.81 had been claimed by bankrupt's son. (To the bankrupt:) How is that ? Bankrupt said that his ton had bought the furniture himself.
The Assignee, continuing, said that the stock was estimated at LIB 3. lie had decided to keep tho business going, because he thought it was a valuable little concern. Ho had represented hi 3 intention to the banks, who were the largest creditors, and they had offered no objection. Mr Sinclair eaid that, as representing the Bink of New South Wales, he would press for a lengthy examination regarding bankrupt's transactions with the Union Steam Ship Company. Perhaps it would be the best thing to postpone that examination for the present, because it would occupy some considerable time, The Assignee thought that it would be preferable to make a private examination p'»arding the matter referred to by Mr Sinclair
Mr Mills favored the proceeding of tho examination at the present meeting, but Mr Sinclair said that if that were done —aid he did not object to it—he would still urge that another examination of the baukrupt should be held. The bankrupt's examination was then proceeded with. He stated that he had been in business three years since last April. Flo commenced with a capital of LSO in han'j, but had assistance from Mr James Mills, who placed L4OO to his credit at the Colonial Bank. The only stipulation made with regard to the latter was that he Bhould refund the money to the U.S.S. Company when called on to do so. He had also a running account with the company for Newcastle coal, lib average turn-over would be about L3CO per monih, and other expenses came to Lf>o per month. He made a profit ranging from 25 per cent, to 50 per con 1 ;. The losses on bad debts came to L2CO, aud he lost L 25 on horses. A large quia tify of Newcastle coal was reduced in price while iu his hands, owing to opposition. He would have bjen solvont at the present time only for that. He had been promised a rebate of (ii per ton on about 400 or 500 tons of coal, but had not received that rebate. To Mr Sinclair: lie had had a conversation with Mr Mills (U.S.S. Co.) regarding his commencement in business, and Captain Henry and he hid gone into business together. He was advised to do so by Mr Mills. After that he bought out Tomlinson, but nothing was said to Mr Mills. He saw the Hon, George M'Lt&n, however, and the amount of L4OO was placed to his credit in the Colonial Bank. There was no agreement for the repayment of the monoy other than what he had stated. In Jane of last year he hud a credit balance, but this year there had never been a credit balance.
Mr Macgregor Bald bankrupt Would make an offer of 7s Gti in the £.
The Assignee thought that there w«b folly 103 in tha £ in the estate. Ho considered ho was the best machine for collecting book-debts in the City.— (Laughter.) Mr Mill moved—"That 7« 6d in the £ be accepted." They -would not get that amount if they uilly-dallioil any longer. Mr Sinclair eiirl he was not instructed to vote, and would thciefore oppose tho motion to e.ocepfc 7b Gel in the £. The moii'm was ultimately held over until a future meeting. Mr J. R. Scott moved "That the bankrupt bo allowed his house and furniture," but thin motion also was held over, and tho meeting adjourned until to-morrow.
MEETINGS OF CREDITORS., Issue 7960, 16 July 1889
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