NEW ZEALAND SHIPPING COMPANY (LIMITED).

New Zealand Mail, Issue 116, 5 July 1873, Page 2

NEW ZEALAND SHIPPING COMPANY (LIMITED).

(Lyttelton Times.) A largely attended general meeting of shareholders, for the purpose of adopting certain resolutions, was held at the Canterbury Music Hall, at 3 p m on 20th June. I Mr J. L. Coster, Chairman of the Board of Directors, took the chair. The Chairman said that when they met together on the 24fch of January, he did not think it, was in the mind of anv of them — certainly not in the mind of the directors — that at so short a date they would be called together again to pass certain important resolutions. He would proceed to explain, as shortly as he could, the reasons why the shareholders had been called together. He might say that the general desire to make it a colonial Shipping Company would be realised. They had received from the principal importers in Dunedin considerable support in the subscription of shares. Prom the chief exporting met chants, it was fair to say they had not much present promise of support ; indeed, they had not been asked, as their interests were assumed 4 to lie in another direction, Still they would indirectly from the wool-growers, who were now taking shares. So far as Wellington was concerned, he was glad to be able to say that the company would be well supported by exporters, importers, and others. With regard to the issue of shares, a good many had been taken up in Otago, and in Wellington also the company had received a very good measure of support. With regard to Auckland, he might say that no request had been made for people there to take up shares. Their Deputy-Chairman, Mr Gould, however, had ■een the chairman and some shareholders of the Auckland Freight Company, and he was happy to report that there was a probability of that, company being amalgamated with the New Zealand Shipping Company, and when this was done it would become an essentially national company. He had also to report that the directors had entered into a contract with the General Government for the conveyance of immigrants and merchandise to New Zealand, on terms that would he fairly remunerative to the company. Whilst the directors were satisfied with their contract, the Government proved that they were well able to protect their own interests, but be was glad to inform the shareholders that the contract would be remunerative. (Hear, Hear.) Having entered into this contract, the company would of course have to extend its operations to other ports than that of Lyttelton, and they would therefore engage a portion of the trade to and from all ports of New Zealand. (Hear, hear.) Their London agent, Mr Turner, had sent a very gratifying letter to the directors, from which he would read a few extracts, as followsMr Turner wrote that he had been received ▼ery cordially by the Agent General, to whom he had received good introductory letters from the Colonial Government. The Agent-General had just before his arrival called for tenders for two skips—one for Web lington and the other for Lyttelton. Only one was sent in from Shaw, Savill and Co, at £l9 10s. Two days afterwards one was sent in by an outsider at £2O 10s. The meeting would probably understand what that meant. Dr Featherston declined all, but afterwards arranged with Shaw, Savill and Co, for the two ships at £l7. The freights had also been raised. The Agent-General subsequently arranged with Mr Turner for the despatch of immigrants to Canterbury at £l6 10s per head. Mr Turner had secured an office in Alderman’s Walk for the remainder of the lease (about 3 years unexpired.) Other charters, Mr Turner wrote, were pending. He further hoped to obtain the agency of the Auckland Freight Company, if he did so, be thought he would be acting pvudently in taking up the berth for New Zealand generally, if by so doing he could secure the Government work. This course must sooner or later be adopted. We must take up all New Zealand ; so say all our friends here.” The chairman remarked that six days after this letter was written by Mr Tnrner, that gentleman would have received a cablegram from the directors, advising him that they intended negotiating with ' the Government in the colony for contracts. On the 23rd of April, their London agent would be in possession of a cablegram, informing him that the Board of Directors intended to negotiate with the Governmont for the conveyance of immigrants to New Zealand. They would see, therefore, that the action of the Board fitted wonderfully with the suggestions contained in Mr Turner’s letter of a few dayß* earlier date. He had already informed the meeting of the contract that had been entered into with the General Government, and the terms of that contract were by this time known to Mr Turner and the AgentGeneral —in fact, the contract was cabled to them immediately it was concluded. He might inform the meeting that'the Board of Directors had secured the services of Captain Fox, of the Forfarshire, and instructions were sent home to Mr Turner, telling him to purchase a ehip for Captain Fox, conjointly with that gentleman. Captain Fox was sanguine of the success of the company, and had taken up a number of shares. As the shareholders would not meet for another month, he thought he would not be breaking confidence if he informed them that Captain Rose, of the Merjnaid and Merope, was already probating in the company’s service—(hear, hear) —and Captain Rose was expected to be in Lyttelton with the first Bhip belonging to the company before the close of the present year. (Hear, hear.) The Board bad received applications from several first-class captains desirous of joining the company. Applications were constantly coming in for shares, and lie thought they might now congratulate themselves on not being the mushroom company

they were looked upon at first. The first of the resolutions which would he submitted to the meeting for approval proposed the increase of the capital of the company to £250,000. The reasons for this proposal were, that the company had entered into a large contract with the Government, and the company partook of the character of a national company. At the commencement they were undoubtedly local, but this was no longer the case, and the directors thought that it was to the interest of the company to increase the capital. There was no doubt that the shares would speedily be taken up. The directors, although they could not but recognise that the present position of the company, from the engagements they had entered into, was infinitely better than it was when shares were al’otted previous to the 24th of January, felt that it; would be impoHtic to seek to ask a premium on the proposed new issue of shares, and they hoped the shareholders would endorse that view. They therefore propose to take advantage of clause 13, and take permission to issue and allot the new shares as they might deem fit, as was the case with the first issue. If this were not done, and the shares had in the first instance to be offered to the original shareholders, the proportion of shares so offered would be three to two, and it would be out of the power of the directors to invito applications for shares in Auckland or other parts of the colony till they became aware of the decision of the original shareholders in the matter. Of course it would be open to any registered shareholder to apply for as many shares of the new issue as they desired, in addition to those they already held. The second resolution proposed that the directory should be increased. The object of increasing the minimum number from seven to ten was, that shareholders in other provinces might desire to return to the General Board, a Dunedin, a Wellington, or an Auckland representative, who could come at any time and vote on the Geneiai Board, without interfering with the regular business of the company, from the want of a quorum. It was only natural that the shareholders in Otago, Wellington, or Auckland should like to have a representative on the General Board, and tnis was the main reason for increasing the minimum number of directors from seven to ten. The chairman read and explained the remainder of the resolutions, which the meeting would be called upon in due time to confirm- Before sitting down, he might state that he had received a telegram from the chairman of the defunct Otago Freight Association (Mr Prosser), stating that the shareholders fully endorsed the proposals that were now brought forward, and that delegates woo’d attend the confirmatory meeting if necessary. He had no doubt the meeting would have had the gratification of being attended by delegates from Dunedin, were it not that they were in the throes of an election. He had sent advertisements to Dunedin and Wellington, iuviting shareholders to attend. From Wellington several proxies had been received. He did not think he had any further information to lay before the meeting. The following are the resolutions read by the chairman :

“1. Tke capital of the company shall be increased to £250,000 by the issue of 15,000 new shares of £lO each, and such new shares shall be considered as part of the original capital, and shall be subject to the same provisions in all respects with reference to the payment of calls, the forfeiture of shares on non-payment of calls, and in all other respects as if they had formed part of the original issue; and such new shares shall be issued and allotted as from time to time the Directors may deem fit. “2. The Board of Directors, hereinafter called the General Board, shall consist of any number not less than ten and not more than fifteen.

“3. Any one member of any firm or copartnership registered as holding in the aggregate a number of shares not less than at the rate of fity for each co-partner shall be considered to have the necessary share qualification for election as a director, either on the General Boards or on any of the local Boards hereinafter mentionod.

“ 4. The shareholders for the time being upon the share register of any province in the colony of New Zealand may elect a local Board of Directors in and for such province, for directing and managing the local affairs cf the said company in any such province, to consist of such number of shareholders not exceeding five, as the General Board, upon requisition signed by any one ©r more shareholders of the said company who are bona fide residents in any such province entitled, alone or in the aggregate, to not less than 2500 registered shares in the company, shall determine. Such local Boards shall nominate an agent of the company in each province of New Zealand for which a local Board shall be so constituted as aforesaid, which nomination shall be confirmed by the General Board, unless, in their judgment, good reasons exist t© refuse such confirmation, at their next meeting, which shall be held within one calendar month after notice, in writing, of such appointment by such local Board shall be given to the General Board. Provided always that the remuneration of such local Boards and of such agents, and tke nature and extent of their respective powers, shall he subject to such rules and regulations as the General Board shall from time to time determine. The agent of the company, in every such province for which a local Board shall be appointed, shall open and keep at his office, in one or more books, a register of the shareholders of the company who are actually bona fide residents in such province, and there shall be entered in each such provincial register the following particulars : (1) The nauie3 addresses and descriptions of any of such resident shareholders, and the ’shares held by each share by its number. (2)

The date at which the name of any person was entered on such provincial register, as such resident shareholder. (3) The date at which any person so entered on the provincial register, ceased to be such resident, but such provincial register shall in no way interfere with the general register of shareholders, kept in accordance with the requisitions of the Joint Stock Companies Act, 1882. Ail transfers of shares must first be duly entered in the general register of the company by the general secretary, before such transfer shall be notified in any provincial register. No person shall be eligible for election as Director on any Local Board, unless he holds the necessa y share qualification, required to render any shareholder eligible for election as a Director upon the General Board of Directors, and has his name duly entered on the provincial register in respect of such shares, and his tenure of office, as such Local Director, shall be subject to the considerations set forth in Article 30, of the Origiual Articles of Association.

The powers conferred by the General Board upon any local board shall be exercised by sach local board in reference to, and connection with, the affairs of the company, in the particular province for which the local board shall have been elected, and such powers shall in no way whatever clash or interfere with the powers and authorities of the General Board. And the decisions, directions, and instructions of the General Board shall in all cases where they conflict, overrule the decisions, directions, and instructions of any local board relating to the same matter.

Any occasional vacancy in any local board shall be filled up by the local board of the particnlar province in the board of which such vacancy shall occur, by the appointment of a shareholder qualified for election upon such board, who shall in all respeets stand in the place of his predecessor, until the next meeting for the election of directors for the local board.

The original articles of association, having referenoe to retiring and election of members of the General Board shall, so far as the same can be made to apply, be held to apply to the retiring and election of any local board. A board of advice shall be appointed by the general board, to sit in London, and assist the company’s agent there. The number of the members of such board of advice, shall be in the discretion of the general board, but the -number shall not exceed seven, and members need not necessarily be shareholders in the company. The local board of each or any province shall be*requested by the general board, and shall be entitled to nominate members of such board of advice in proportion to the number of shares entered on the provincial register for the province of which such local board has been constituted, and the general board shall ascertain how many members each local board is entitled to nominate to the London board of advice, and the general board shall advise such local boards, and unless they see l’eason to the contrary, shall appoint as members of such London board of advice the person or persons nominated by such local boards. The term of office of such board of advice, their remuneration, and powers and authorities exercisable by them, shall be subject to such rules and regulations as the general board shall fix and determine, but such powers and authorities shall, when given, in no way clash or interfere with the powers and authorities of the general board. And the decisions, directions, and instructions of the general board shall, in all cases where they shall conflict, over-rule the decisions, directions, and instructions of the board of advice, relating to the same matter. Wherever a vacancy shall occur in the board of advice, such vacancy shall be filled up by the General Board, upon the nomination of the local board of the particular province by which the retiring member of such board of advice was originally nominated. The resolution was put and unanimously agreed to by the shareholders present. In reply to questions, the Chairman stated that Mr Turney had received instructions to purchase a vessel for Captain Rose, and that he should purchase her in conjunction with Captain Rose, if that gentleman entered the company’s service. With regard to Captain Fox, that gentleman had sent home his resignation, and he would select a vessel with Mr Turner. Permission had been given Mr Turner to retain Captain Fox at home for a short time, if he desired his service there.

In reply to Mr Lee Smith, the Chairman stated that the two first vessels purchased by the company would be iron ships. Whether the other vessels purchased by the company would be of iron or wood he was not prepared to say. Mr Bluett inquired whether the directors intended to establish a line of steamers between the various ports of New Zealand to co-opercte with the shipping. The Chairman said the company, considering its brief existence, bad done wonders — more, indeed, than could possibly have been anticipated. The matter referred to by Mr Bluett, as well as other important considerations, had not been lost sight of by the directors.. (Hear, hear.) Before closing the proceedings, the chairman said he should like to add to what he had already stated, that 9991 of the original issue of 10,000 shares had been allotted, and there were applications for over 5500 mere, and these applications were made from very influential quarters. He thought the company had every reason to congratulate itself on the success that had already attended it. (Hear, hear, and applause.) They had been told, by some jocularly, and others seriously, that the affair would collapse, but he thought those who had said this would regret not having joined the company at the outside. However, out of their generosity and large-heartedness, and to make the matter a colonial one, they had now decided to issue the new shares at

par. The present position of the company was due to their adhering to their programme of trusting entirely to colonial resources, and not relying on London influences in tho shipping business. (Hear, hear, and applause.) The company was now fairly established. It was only seven months ago, that, very day, that the first meeting on the subject was held, and the first ship under the company’s auspices was now on her way to New Zealand —the Punjaub having sailed for Lyttelton on the 31st of May last. Hear, hear.) The company was now undoubtedly a colonial concern of great promise. (Hear, hear, and applause.) Mr W. Montgomery moved a cordial vote of thanks to the chairman and directors.

Mr Harman seconded the motion, whieh was carried by acclamation. The proceedings then terminated.