Page 6 Advertisements Column 5

Hawke's Bay Tribune, Volume II, Issue 106, 20 April 1912, Page 6

ABRIDGED PROSPECTUS OF ’ JAS. J. NIVEN & COMPANY LIMITED, ENGINEERS. A Private Company duly incorporated under .the Companies Act, but about to be re-registered as a Public Company. (This Prospectus is issued in respect of the intended Public Company.) CAPITAL £300,000 DIVIDED INTO 300,000 ORDINARY SHARES OF £1 EACH. SHARES ALREADY ISSUED 82,700 SHARES NOW OFERED FOR PUBLIC SUBSCRIPTION 117,300 To be paid for as follows: — On application .. . . .. .. .. . • ■ • • • • • • • -/* P er share On 29th June, 19122/- per share On 30th September, 1912-■2/- per share On 31st December, 1912 ■ ■ 2/- per share On 31st March, 1913 2/- per share On 30th June, 1913 .. .. 2/- per share On 30th September, 1913 .. .. .. .. .. •• •• •• •• 2/-per share On 31st December, 1913 2/- per share The balance of 4/- per share shall (at the discretion of the directors) be payable in one sum at a date being not less than 3 calendar months from the 31st December, 1913, or in such amounts and at such intervals (being not earlier than as aforesaid) as the Directors may from time to time determine. DIRECTORS: GEORGE NELSON, M.l.Mech.E., Napier, Chairman and Managing Director. WILLIAM NELSON, Tomoana, General Manager in New Zealand for Nelson Bros., Limited. JOHN CHAMBERS, Mokopeka, Havelock North, Sheepfarmer. WILLIAM HENRY NELSON, Woodville, Managing Director of the Woodville Bacon Co., Limited. LIONEL NELSON, G.l.Mech.E., Napier, Engineer. BANKERS: The Bank of Australasia. AUDITOR: William McCulloch, Napier. SOLICITORS: Sainsbury, Logan and Williams, Napier. SECRETARY: Frank Sydney Russell. REGISTERED OFFICE: Waghorne Street, Napier. HISTORY OF THE COMPANY. The business of Jas. J. Niven and Co., General Engineers, was founded in the year 1893 by Jas. J. Niven And George Nelson, in partnership, under the style .of Jas. J. Niven and Co. The partnership continued until 1903, when Mr. Niven retired. The business was carried on for 5 years by Mr. Nelson, when, owing to its outgrowing his financial resources, he converted the undertaking into a private company, incorporated on the 21st September, 1908. The business was taken over by the Company as a going concern, Mr. George Nelson being elected Chairman and Managing Director. * ' The Capital of the Private Company when registered was £65,000, divided into 50 Preference Shares of £lOO each and 600 Ordinary Shares of £lOO each, all fully subscribed; as the business grew, further capital was from time to time introduced, bringing the total up to £82,700. Eventually, in January, 1912, the Directors consdered that the time had arrived when it was desirable, for the efficient carrying on and expansion of the business, that the capital of the Company should be again largely increased, and the Company converted into a Public Company. Accordingly the capital was increased to £300,000, and it was resolved to re-register the Company as a Public Company under the provisions of Section 172 of The Companies Act, 1908. The necessary steps are now being taken to effect this. The conversion of the Company into, a Public Company will enable the membership of the Company to be increased beyond that allowed by law to a . Private Company—namely 25 —and will further enable the Company to avail itself to the -full of the opportunities for legitimate expansion, which are now offering, and which it is confidently anticipated will in the future present themsslves to the Company . The 50 Preference Shares mentioned in the Memorandum of Association of the Company have been converted into Ordinary Shares, and by a special resolution passed by the Company on 26th January, 1912, it was resolved that the capital of the Company be divided by the subdivision of all its existing shares into Ordinary Shares of £1 each, and that the conditions of the Memorandum of Association be modified accordingly. The capital of the Company, therefore, now consists of £303,000, divided into 300,000 Ordinary Shares of £1 each, of which 82,700 are held by Shareholders of the old Private Company, and have been fully paid, for by them. . The members of the old Private Company have not received, nor will they receive, any other benefit or consideration in cash or otherwise on the conversion, of the Company into a Public Company, nor has any money or other consideration been paid or given for or in respect of the goodwill of the business of the Private Company, nor will any sUoh be paid or given. As the re-registration of the Private Company as a Public Company does not alter the identity of the Company, and consequently does not involve the promotion of a new company, no payments have been or will be made to anyone as promoter. The follow ing statement, taken from the last Annual Report and Balance-sheet sets out the Assetsand Liabilities of the Company as at 31st March, 1911, other than liabilities under current contracts in the ordinary course of business.

ASSETS AND LIABILITIES. The last Annual Report and Balance-sheet of the Company, duly certified by the Company’s Auditors, shows that at 31st March, 1911, the Assets held by the Company exceeded the Company’s Liabilities by £84,685 16 5 This amount representing the Capital paid up at 31st March, 1911 . . 78,000 0 0 Plus the Profit available for division vear ending 31st March, 1911 .. 6,685 16 5 £84,685 16 5 Since 31st March, 1911, further Capital to the amount of £4700 has been . paid up, making the total of paid-up Capital to date .. . - £82,700 0 0 REMARKS ON ASSETS. The Company owns Engineering Works at Napier, Gisborne, Hamilton, and Palmerston North. THE NAPIER WORKS cover an area of 2| acres, of which lj acres —including most of the frontage—is freehold. The back portions of the property are held under six leases from the Napier Harbour Board, five of winch have from 11 to 14 years to run, and contain provisions giving the tenant the right to a perpetual renewal. The remaining Lease from the Harbour Board runs out in 1930, and contains no renewal provisions. It affects only a small portion of the work’s site. The remainder of the work’s site is held under Lease, which has two jears to inn, and which contains a purchasing clause at £225, exercisable at the end of the term. * The Property has a frontage of 508 feet to Waghorne street, of which 412 feet is freehold. The premises and plant comprise all the Departments of a General Engineering Company; the 11 orks are modern and complete in every respect. ... ~ At GISBORNE the Company owns three roods thirty-two perches of freehold facing the River on the Kaiti side - opposite the passenger wharf —on which the Works are situated. The buildings, which are of wood and non, cover 9000 square feet, and are quite new, having been built in 1910. At AUCKLAND the Company rents an Office only. v At HAMILTON the Company purchased Mr. Upton’s Engineering Establishment- facing the Railway Station —in October last. The purchase comprises a freehold section of twenty-seve i perches, with building of wood and iron, covering 2300 square feet, built in 1902 and 1907, suitably fitted and equipped. Plans are now being pigpared for doubling the size of these premises. With an eve to future developments, the Company has purchased two actes of freehold at the corner of London and Selkirk Streets. . At PALMERSTON NORTH the Company has works built on 1J acres cf freehold in Church Street, facing the Railway Goods Shed. The buildings, of wood and iron, cover 9000 square feet, and were built in 1903. At WELLINGTON the Company rents premises, where a small stock is carried. At WAII’UKL’RAU the Company has arranged to purchase 1J acres of freehold opposite the Railway Station. This transaction is not yet completed, but will be shortly. At HASTINGS the Company recently purchased seventeen perches of freehold, having thirty-six feet frontage to Market Street, opposite the Public Library. The BUILDINGS AND PLANT throughout the Various Works are in good order, and have been thoroughly well maintained. , LONDON OFFICE.—The Company rents offices in London, from which all European purchases are made and negotiations conducted. The Lease of the premises has nine vears to run, at a satisfactory rental. The STOCKS are in good order, and the book debts oaing'to the Company are sound. 5 ear by any doubtful items have been written down. INVESTMENTS.—These consist of shares in and loan to Subsidiary Companies, namely, Needham, Niven and Co., Ltd., of Christchurch, and Scott, Niven and Co., Ltd., of Palmerston North. In the former the Company holds a controlling interest. The Company of Scott, Niven and Co., Ltd., was wound uji last year, and its business purchased by this Company. It is now conducted as a Branch of the Company. PROFITS OF THE COMPANY. Since the formation of the Company in 190.8, an average annual profit of £7,m< 18 -I has been earned. The Directors have no reason to anticipate other than an expansion of the profits consequent upon t.ie extension or t e Company’s business and the sympathy and interest of a larger circle of shareholders. GENERAL. As the re-registration of the Company does not alter its identity the subsisting contracts of the Company will not be affected. They are of the ordinary trade character. The minimum sub,scription on which the Directors may proceed to allotment is 20,000 shares, all of which the present shareholders are prepared to take up. No commission will be payable for subscribing or agreeing to subscribe or procuring or agreeing to procure „ subscriptions, but the Company w ill be at liberty to pay ordinary brokerage. The preliminary expenses of the Public Company will be paid by it, and are estimated at £BOO. The Articles of Association provide that a Director’s qualification is the holding in his own right of at least 1000 shares of the Company, and that the Directors’ fees shall hs fixed from time to time by a resolution of the Company in general meeting, and that the remuneration of the Managing Director shall be fixed by the Directors. The Applications for shares should be made to the Directors on the forms provided with the Prospectus. They, may be forwarded direct to the Secretary of the Company at Napier, or through the Managers of the Company Gisborne, Auckland, Hamilton, Palmerston North, Wellington, or 3 Salters Hall Court, Cannon Street, London, E.v. Applications will be received up to noon on TUESDAY, 30th April, 1912. _ . A remittance for the amount payable on application must he forwarded with the application. If no allotment is made the deposit will be returned without deduction. If the number of shares allotted is less than that applied for the surplus will be returned to the applicant. (Prospectuses and Forms of Application can be obtained at any of the Company's Offices. The Prospectus has been duly filed with the Registrar of Companies. Dated this Eighth day of March, 1912.