MEETING OF THE WELLINGTON LEATHER MANUFACTURING COMPANY (LIMITED).

New Zealand Times, Volume XLIII, Issue 7270, 12 September 1884, Page 6

MEETING OF THE WELLINGTON LEATHER MANUFACTURING COMPANY (LIMITED).

An extraordinary general meeting of the abovenamed company waa held last Friday evening at the Chamber of Commerce for the purpose of considering the following proposition, notice of which had been given at the last meeting of the shareholders :—“ That the directors be empowered to enter into and carry into effect a contract for the sale of the whole of the assets of the company to any person or persons, or company, at such price and on such terms as the directors may think proper.’’ The chair was occupied by Mr MoTayish, the chairman of the board of directors, and the attendance was fairly large. The minutes of the two former meetings were read and confirmed.

The Chairman, in introducing the business for which the meeting had been called, stated that, as the details were already known to the shareholders, he would not trouble them at any length. The directors were in negotiations for the sale of the company’s business, but these were scarcely yet complete. He did not think that it would be advisable to enter into the matter fully on that occasion, and be therefore would simply move the resolution, which was read by the secretary.

Mr Guilford seconded the resolution with out remark.

Mr T. Iv. Macdonald thought that it would be as well if the shareholders were afforded a little more information than they bad at present. As shareholders were aware he was in the minority when the £1 call was suggested, he took very little part in that meeting, but he could not refrain from saying that the shareholders were to be congratulated at not having passed the resolution regarding the call referred to, as he considered that if such a resolution had been passed it might have had the effect of throwing out all the poorer shareholders, who had been led to take up shares on the understanding that 2s 6d only per month per share would be required. He would now inform the meeting that the directors had, sincetbe last mesting.approached a gentleman who was known in this city for his sound commercial probity and stability. The directors bad brought the affairs of the Leather Company before this gentleman, and he had agreed that be would place his business into the new company on certain conditions. This gentleman, whose name it was at present unnecessary to mention, had agreed to pat his business into the new company, and was wil'ing to guarantee the new company 10 per cent for the first two years of its existence. This proposition should be highly satisfactory to the (shareholders, and be therefore hoped

that the shareholders would agree to it, aud thereby assist iu making Wellington what it should be, a groat manufacturing centre. In saying this he did not mean thereby that manufacture* shoul 1 confined to the business men in the centre block* of iho city, but ratheras this was the age of companies, tho bone and *finew of the colony should be encouraged to embark in the development of industries which would benefit alike tho workmen and the colony at larg-. He felt that this object would be effected by encouraging artisans to take up shares in companies in the directors of which they would have confidence.

Mr Clarke inquired If the shareholders In the proposed new company who were at prefect shareholders would he required to pay for the new issue more than 2s iM per month per share, which was the amount of the calls at present. The chairman said that the calls in tho new company would he 10s per month.

Mr Clark thought that the directors had done a great deal of good iu tho action taken by them since the last meeting, as the shares would if the new cotnptny were floated be marketable. He confessed that he had come to the meeting with a forboding that the shareholders would lose all their money, but he was agreeably surprised. He now found the prospects of the shareholders were much brighter than he had anticipated, aud he therefore should have great pleasure in supporting the motion. Mr Robert Miller expressed his intention of supporting the motion. Mr Brandon, in answer to a shareholder, explained that, providing the sale of tho assets i.f the old company realised more than the liabilities, tho surplus would go to tho old shareholder*. The Chairman, in answer to Mr Fownes, said that tho shares iu the new company would he £lO each,

Mr J. D. Stewart cordially supported the resolution as proposed by the chairman, as he believed that it would have the effect not only of firmly establishing the new company, hut if shareholders took stock in the new company they would beat protect their own interests.

Mr T. K. Macdonald pointed out that if ahareholders took shares in the new company they would certainly protect themselves. But if all tho shareholders stood out, why, of course there would bo but little chance of the new compauy being floated, and then the shareholders might, and probably would be losers.

Mr O’Shea, who entered the room at this juncture, expressed the opinion that the shareholders might lose their interest in the company if they agreed to the motion, as, iu the oveut of the old shareholders giving up their interest to the directors, they had no guarantee that they would get anything for their original outlay.

The Chairman explained that the new company would take over the liabilities of tho old company at a fair valuation, Mr Speat pointed out that the majority of the directors held, perhaps, 100 shares each, as against a smaller number held by the majority of the other shareholders, and, therefore, it was not likely that they would neglect their own interests in the proposed transfer.

Mr Blackett thought that it would have been as well if the directors bad come down prepared with the proposed transfer of the company’s property.

The Chairman stated that it bad been the full intention of the directors to have been in a position that evening to inform the shareholders of the terms of the agreement with the directors and the gentleman referred to. Unfortunately, however, the solicitor on tho other side had not agreed to certain minor points insisted upon by the company’s solicitors, and h-nco a slight delay had occurred. He trusted, however, that by the following day the memoranda of agreement would be settled.

Mr T. K* Macdonald thought that no possible harm could result by the chairman stating to the meeting the terms of the pro* posed transfer. The Chairman, personally, had no objection to do this, but he was placed iu this unfortunate position that ho did not feel justified in stating the terms publicly, as the other side was not represented at the meeting. Mr Macdonald thought that the difficulty might be overcome if the chairman stated what the directors' proposals were. The Chairman said that the directors pro* posed that all the company's real estate and plant should be taken over at the prices registered in the books of the company, whilst the stock-in-trade should be taken over by the new company at a valuation to bo arrived at by two disinterested arbitrators. (Hear, bear.) The new company, it was proposed, should give sixteen bills extending over a period of four years. The motion was then put, and was carried unanimously. The Chairman remarked that ho fully endorsed the remarks of Mr Macdonald, and heartily congratulated the shareholders on the prospects of the new company. The directors had spared no time ©r trouble in their endeavors to bring about the proposed airangemeats, which he firmly believed would result, not only for the advantage of the shareholders, but also for the benefit of the district. He anticipated that it would be necessary to convene a meeting of the shareholders iu about ten days* time to ask them to confirm the proposed action of the directors with regard to the transfer.

The usual compliments to the chair brought the meeting to a termination.