UNKNOWN

Lyttelton Times, Volume LXII, Issue 7414, 3 December 1884, Page 3

UNKNOWN

An extraordinary meeting of shareholders in tho above Company was held at the Borough Connell Chambers on Monday evening. There were about 20 persons Present, Air J. Johnston, Ctinirmau of Hrectora, presiding. Mr Harper, the Company's legal advisor, was amongst those present. The Chairman read tho advertisement convening tho meeting, which set forth tho business to bo tho consideration of a resolution to tho effect that the Company bo wound up. Ho then went on to say that some five months ago the Directors found tho calls were not being responded to fast enough to allow of the Company being worked successfully. By the advice of their solicitor it was agreed to test tlio liability of some of tho defaulting shareholders by suing them for the amount of their unpaid calls. On the cases being heard at the Resident Magistrate's Court judgment went in favour of the Company, but ibe defendants obtained leave to appeal. Thu Supreme Court cose was taken by consent of the Company’s solicitor in a new form—Mr Joseph Stalker, one of those sued, applying to have his name removed from the Company's register. After considerable delay, the cose came to an end, the Judge deciding in favour of Stalker, on the grounds of certain irregularities in the formation of the Company having been proved. This judgment placed the Company in a serious ’ position, and the Directors at a late meeting decided to appoint Messrs Harper and Co. as their solicitors. These gentlemen atouoe advised the bolding of the present meeting to pass the tepotaiion before referred to, and thus open a way to re-form the Company on a Ann basis. Now, however, Mr Harper advised a less expensive and simpler way to ''vorcoming the difficulty, an explanation of which he would presently give the E sting. To give m idea of tee financial dition of the Company the Secretary had prepared a rough balance-sheet, which showed the liabilities to total £327 12s 2d and tee assets £959 4s Bd, made up os follows:—Land'and buildings, .£461 8a 7d; stock on hand, £180; and outstanding accounts, £l7 10s Id. Another statement Bared showed the number of the shareera who have paid up all their calls to be AS, and the amount of unpaid calls to bo somewhere about £792. He would now ask Mr Harper to give them his advice. Mr Harper explained that the case went against the Company through the factof the shares having been allotted by a body of Directors who were not properly constituted tee directorate, inasmuch as their names were not registered on the Articles of Association. This irregularity, however, affected only those applicants for shares who, like Hr Stalker, had not attended any meetings of the Company or otherwise actively identified themselves with the affairs of the Company. All those who had taken any part Whatever in tho Company’s business had by their acts become legal shareholders. His first advice to tee Directors was teat tho Company be wound up and re-formed, but on after consideration ho decided teat the beat way out of the difficulty, and one that would place the Company in a good legal position, would be the amendment of the Articles of Association, the resignation of tee present Directors, and election of a new Board. This business could he completed by two special meetings of shareholders. The Chairman thought it would be advisable to move the resolution appearing in the advertisement, and it would then be open for discussion. Mr J. Pulton moved the resolution pro form A, as follows:—" That tho Rangiora Linseed, Oil, Cake, and Fibre Manufacturing Company (Limited) be voluntarily wound up, and that Mr John James Robinson, of Rangiora, be and is hereby appointed liquidator for the purpose of such winding up/' Hr W. Poster seconded this, and alter a short discussion regarding an amendment of a negative character, the resolution was put to the meeting, and negatived unanimously. It was then agreed to hold a meeting at an early date to pass resolutions in accordance with Mr Harper's advice. The mooting then terminated.