Untitled

New Zealand Herald, Volume IV, Issue 1045, 21 March 1867, Page 4

When is it hard to " stomach." a joko P Of CORK?, when it s mai-y«ii'-ble,

AUCKLAND INSURANCE COMPANY. The fonrtli half-yearly general me sting 0 f the shareholders in this Company was held yesterday, at the Company's offices, Queen-street David Nathan, Esq., Chairman of the Directors' presiding. The Chaibjian having read the notice coil, vening the meeting, tne Seceetaey read the minutes of the previous half-yearly meeting, which were confirmed. The Secbetaby read the report and balance sheet, as follow:— Fourth Report of the Directors, for the half-vear ending February 10,1867. Your Directors have the honor to present to the Shareholders their fourth Half-yearly report, accompanied by the Balance Sheet, duly, certified by the Auditors. From the letter it will he seen that the income from Fire and Marine premiums has not bean sufficient to cover the losses and expenses during the past six months. The Reserve Fund and interest arising from iavestment have consequently been absorbed. °

A liability of £320 arose at the clobo of the halfyear, but the claims not having been adjusted before the books wore balanced, it is brought forward to the new half-year. This claim has since been paid. The past year in Auckland has been unprecedented for fires arising from causes other than accidental, and as it is impossible for a young company to meet claims arising from incendiarism, without the risk of seriously diminishing the paid-up 'capital, and possibly of making furt:.er calls upon the shareholders, the Directors are of opinion that it would be wiser and safer to pass a resolution for winding-up the Company, which, if confirmed at a future meeting, will enable the shareholders to get I bick the whole, or the greater part of the money, they have paid up. David Nathan, Auckland, March 14, 1867. Chairman. PBOPIT AXD LOSS ACCOUNT For Half-year ending February 10, 1867. Db. £ a. d. £ s. d. To Fire and Marine Losses 2671 14 2 To Law Costs . . 169 2 2 2840 16 4 Less amount due by Pacific Company . 300 0 0 2540 16 4 To expenses, viz:— Bent, Salaries, Stationery, Advertising, Commission, Re-insurance - 393 0 3 Depreciation in value of office furniniture . . . . . 30 0 0 Balance of preliminary expenses, being moiety for second year . . 89 9 5 £3053 6 0 Cb. £ s. d. By Balance 10th August, 1866 . , 158 16 7 Fire and Marine premiums . . 1131 17 6 Interest and stock transfer fees . 299 19 2 Shares forfeited . . . , 60 0 0 Balance 1401 12 9 £3053 6 0 BALANCE SHEBT. Db. £ s. d. 1 To Capital 6700 0 0 Reserve fund 1400 0 1 0 £8100 0 0 Cb. £ s. d. By Investments 4975 0 0 Interest out-standing . . . 102 18 2 Stock 80 0 0 Furniture . . . . 59 19 3 Pacific Insurance Company . . 300 0 0 Agency owing . . . . . 31 5 fi Cash in Bank and hand . . . 1149 4 4 Profit and Loss .... 1401 12 9 £8100 0 0

We have examined the atoTe Balance Shent, Summary, and accounts of the Auckland Itißuwnce Company, and compared them with the boobs, vouchers, writings and documents concerning thom, and finding them correct, have to report that the Balance Bhoet now presented to the shareholders is a full and true statement of the affairs of the Company. C. i-ETHUE, John 11. Toie. Auckland, March 16,1867. The Chaibsiin formally moved the adoption of the report and balance sheet. Mr. J. O'Neili, in seconding the motion said that he seconded the proposition very willingly, bceause he believed that in consequence of the great number of fires which had occurred in Auckland there was a belief very strongly impressed upon the mind of the population that those fires had not arisen from accident,

and it would therefore hardly be judicious for the .Directors to ask the shareholders to pay further calls, and throw away more money to people who had not shown much conscience in their dealing. _It was solely that a very strong feeling prevailed, that a great number of the fires were caused not by accidental circumstances, that he approved of the recommendation contained in the report. There was no doubt that that little Company would have done a safe and a good business, but seeing what had taken place it was wiser for the shareholders to get back their money, part or possibly the whole of it, if possible, ana not allow it to be frittered away by people who had not acted towards the Company, as the Company had acted towards them.

Mr. Eeader Wood thought the Directors had taken a very wise course iu determining that the Company should be wound up. There was no doubt in the minds of the shareholders, himself among the number, that this course were best to take if the Directors could not see their way to profitably carry out the concern. He would not say one word as regards the management of the Company, the truth was they had fallen on evil times. His opinion was that either the Company should be wound up, or its business disposed of to some other Company doing business in Auckland. He believed that the .New Zealand Company were prepared to treat with the Directors, and there had already been some negotiation with that view. He thought it would be the best plan to treat with them, and get out of the concern at once, rather than having to wait to windup the Company, for by going out at once, they would have no further risks, while by the former process, a series of risks would be accruing over 12 months, during which the shareholders would not take a single shilling. They would be losing | money, therefore, by any delay, paying out of capital, and administering what they had until scarce anything would be got. But if the shareholders were to go to the New Zealand Company, show to the Directors of that Company the state of affairs, they might be enabled to transfer the business of the Company upon advantageous terms. The Directors of the New Zealand Company would give something either in money or in shares, whatever it might, the shareholders would see at once, and exactly their position. He did not know what the view of the shareholders might be, but he (Mr. Wood) believed it would be the better way to make some proposition to the New Zealand Company, and dispose of the business at once than go any further, having risks with no means °f paying except out of the capital there is left. If the Directors have no objection to this proposition being added to the .Report, he would move it as an addition to the report and balance sheet.

Mr. Cadhan said the whole of Mr. Wood's speech had been anticipated by the Directors, who took a similar view of the matter to that taken by Mr. Wood himself. But he would object fairly on behalf of the Company to being compelled to deal with one office. Mr. Hughes : Some other Company doing business in Auckland.

Mr. Cadman : It would not be fair that the Directors should, be bound up in that business. The Directors would have to go to where they could make the best market. He (Mr. Cadman) did not think that the best market could be made at the office indicated. He thought it would be best if the simrelwMera would agree

to winding-up or disposing the business, leaving the matter then in the hands of the Directors. The report and balance-sheet were adopted. Mr. Wood said that there might not be any doubt about the matter, he would submit the proposition in writing. He would movo the following resolution, "That this meeting do acree with the proposition of the Directors, and hereby authorise the Directors to take the necessary steps for winding-up the affairs of the Company in such manner as they think right, or to dispose of the business of the Auckland Insurance Company to some other office doing business m Auckland. The proposition was seconded by Mr. Henry I«aacs. Air. Hughes said that before the proposition was put, he would state to the meeting that there had been some discussion upon the matter between the Directors of the TCew Zealand Insurance Company and those of the Auckland Insurance Company. There was cne difficulty in the mat ter. It would be necessary to get the si "nature of every shareholder before handing over the business. That was one obstacle to disposing of the business in the way indicated, for if any one shareholder holding over one or two shares in the Company whose signature for some cause could not be obtained, and chose to object, he could upset everything that had been done. Therefore unless the consent of the whole body of the shareholders could be obtained for the transfer of the business of the company, all the work would go for nothing. Mr. H. Isaacs could scarcely see that there was any material difference between a proposition to wind up a Company, and one to dispose of its business. Mr. Hughes : In disposing of a Company's business the consent of every shareholder is required, but in winding up its affairs the consent of a majority of two-thirds only is required. The Secretary read the 47th article, from which it appeared that a general meeting could come to a resolution to dissolve the Company, but that resolution would have to be confirmed by a special general meeting of the shareholders. The Ghaiehax said he could hardly see the great difference there wsa between winding up and disposing of the business of a Company. Mr. Hughes believed that there was a proposal, or some discussion upon the subject, the result of which was that the directors of the New Zealand Company declared their willingness to buy at a certain price. Mr. Hague Smith. : I think that is not at present before the meeting. Mr. Edwabd Isaacs : Mr. Hughes may be

/ right in what he has stated, and before doing ' anything we ought to make sure on this point. r JThe proposition of Mr. "Wcod was then formally put and carried. The Chaibjiax said that it would be necessary to have a special general meeting to confirm the resolution; that meeting would take place tomorrow week (Thursday, "2Sth insfc.) Mr. Pike inquired what wsis the extent and nature of the negotiations that had been carried on r Mr. H. Isaacs thought that to give any infor-

ination upon that subject at the meeting then being held would be premature. Mr. Hague Smith said that the resolution left the whole matter in the hands of the Directors.

Mr. Pike withdrew Ms question. Tlie Chairman- said that it was not that the Directors had any fear, that they wound up tlie Company, but that they did so for the good of the shareholders, as such a suggestion had come from them. The business of the Company had been a source of great trouble and expenditure of time to the Directors whose attention had been constantly given to the affairs of the Company. The question which they had just been discussing was one that originated entirely with the shareholders. The Directors would be happy to take and pay their proportion of the calls. The Directors would not hare thought of bringing anything of the kind into the report had it not sprung from the shareholders expressing their opinions freely to that effect, and the Directors did not wish to be opposed to the shareholders. There was no fear whatever on the part of the Directors themselves, but as the shareholders had expressed their opinion as to the propriety of winding-up or disposing of the business, the Directors accepted the decision of the shareholders. Mr. Make Sojieryille moved, seconded by Mr. Holdsiiip, a vote of thanks to the Chairman, Directors, and Secretary. This concluded the business of the meeting, j