WESTPORT COAL COMPANY.

Otago Witness, Issue 2202, 14 May 1896, Page 22

WESTPORT COAL COMPANY.

An extraordinary general meeting of share* 1 holders of tha Wasfcport Goal Company, convened pursuant to requisition for " the purpose of considering geveral morons, of which notica had been given, was held ou the 6Sh inst?., The Hon. H. J. Miller, M.L.C., chairman of directors, presided, and there were about 40 fthareholdsrs present. Mr H. S Fish said he had been requested on behalf of the committee, who had taken the action which, had resulted in the meeting being held, to move the first res lutioa, which wss — " Thab the resolution pussed at the last annual mating of ghawn/jlderj increasing the ilirectora' fees to £700 par anna.m be rescinded " Ha need hardly remind the rh*reholderß of what occurred ab the mcc' ing on the 12th February. He ventured to say thxt the majority of the i-ha e solders who attended fen*t meeting and ttte majjeity who di \ m>c at'^n \ but sent their proxies to directors utid others hid no idea, upon reading the notice of the meeting, that tho direstors had any intention of tocceawuig their emoluments at all. He was sure that had bhe shareholders generally been aware that the directors were going to propose an increase of their emoluments by something like 100 per cent, the directors would not hive had - 0 m\ny proxies in their pockets sa they had -o vain- gl ado jsly boa -bed of ab bbat mft&iagy and that they would nob have got them at all. There was evidence of that from the number of proxies which had been sent to himself and his friends for the present meeting ; and he desired to utter a word of warning to shareholders generally not to be co easily in^lue-'d to send their pcoiiea to directors, because h did not always huppen that the directors were tha best friends of shareholders. Prior to 1893 distinct notice would hava btea required of *ny reaolubiou having for iba objec l ; tha increase of the directors' fees, but in 1893 the directors got the shareholders to insert in clause 46 of the article* ot association words providing that "any business spacifically brought under coiv.ider&tion in the repiit iasu-d by bha directors" might be transacted ab tho aniu*l meeting. Did the directors in the notice which had baen sent out of the anuual meeting bring tht»t matter specifically uudec ihe notice of the shareholdars ? He contended that they did nob, and in any event it» was only by the amendment of fcbat clause ia the articlei of association thab the dirf e*.ots W' re entitled to briryg the mvttei: up at all Th- hh*.reholdarrt with whom he was acting »ll«ied thab thay had baert baken entirely by surprise, and he thought that the chairman on bhe occasion of the annuil meeting hardly exhibited the courtesy that usually distinguished him in allowing a fair exercise of speech by those who thought ihe [ proceeding an extviord/nary one. I b was thought I thht the rvmunerfttion asked for by the directors i was altogether too much — altogether oub of proportion to the work aud oufe of proportion to \ rh*t paid by any other company, not only in Duuedin bub in New Zealand. It was thought I thab bhe previous reinuuer*tion of a guinea, for j etch meeting was quite suffi ;ieut, and, therefore, it waa deemed prudent to take bhe opinion of the sthateholders gen<a'*lly nob only on thab point, bub aluo ou accoouh of fchs manner, in which the director:} had abtem^tel to raise their own salaries. The ru inner to his mind was equally as objectionable as tbe matter. Mtny of ths shareholders had seen the circular which the fpaa-ker and those acting with, him hid scut oat, and there waa nothing in it that was not moderate iv tone. There had, he was ha-ppj to s*y, been an extraordinary response from shareholders all ovec Au>tr*Kai* to the appeal contained in tba" circular, as bhey had ■ had proxi&s teofc froaa 99 nfaareholdcrs representing 14,000 shares and 3100 votes. Of Australian shareholders there were, he thought, 1 about 95, and ha and hi* friends he'd proxies i from 42 of them. That fh. jwed nob only that the I New Zealand ah%rsbolders were to a large extent in thorough aeord with them, bub lh*b the [ Melbourne ehwebo'dsra had honoured them i with their cat.fi'i&nce — w»d th*t was of speci»l I imporbance in regard to the proposal to abolish ' the Melbourne board. He read extracts from. l«rbbcr« he had rec-iived from shareholder! in [ Chtisrchurch, Wellington, Gore, Timaru, Lawrence, Mount Ida, and Victoria (Xpresung sympathy with tho ri'aulut'.ons oE which notice bad been given. The circular which the d : rectors had isiued was, he thought, in one or two parliculsird extrt-mely misleading and bhe conclusion of the lssb paragraph waa most improper, containing as ib did *. threab by the directors of icsignation in the ftv^nb of the resolutions b^iiig c&rried. The directors said in effect, "We think thab £700 is our true valua ; if you think you are going to reduce our *pcr--vo' jou will only do ifc &fc the. co*t of 'the »-. «'."n 1 i j.-i f ,>ur se'vt*" S> fv V ' •!.*! be waa co .c t.e! Le h*d 11 jb the ?iig b--.t ik-airo to di'.poi-jeis s.ny of the present tlirccLori «C fcheii* aeafcs for tbey were all good men ard true, bub be was quite prepared to «ay that should Iks vote of_ that meeting of shareholders involve the r'-s.i^naiioa oC the directors the company would not bur«t up, for bhe c were many j shareholders ou'si 'c the directors who | were quiba* as abls— aje, better able— to carry on the busiaeas of the company. The directors' circular was misleading in the Srsb paragraph, in which they stated their unwilling-

ne.<s to abolish the Malbjnrna ofihe. Evideatly the director! were »trictly comervative, and they would leave the shareholders to believe J that bhoca waa an ngceem jut between the board | af diceotore and the shareholders in Melbourne j many yosra ago whioh would prevent them from retiring the board in Melbourne. He deoUred that there was nothicg of the kind. The artioles of association allowed the shareholders or directors to create or aboliib, any board where ' I it was created ; and to Bay that, with a decreased share register and the small araouuti cf business to be done there, they could not abolish th\t board was to tell them something whioh his stomach would nob fc»k-j in. Regarding the directors' threat of reaigoahioa, he asked wh-vt; tho direotors would s^y if the men in tha sniue aske.l for an inoruase of waged, and accompanied the request; with a threats ? Xha diVcfcnrs would say they had bean mot with ins' leuce from tbe workiug men, bub it was a differeub thing when their saored persoas wsre aff>-c eil. Mr B. B Caruill : Is not that miser«\ble rot? Mr Fjsb : I leave Mr Oargiil to ba the best jodgs of what is rot. Mr Cargill: Say whid you have gstto s%y, but I hope you will nob taik nonsense. Mr Fish : Keep your temper, Me CargUl. I have & lot to say yet. Mr Carchll : It iia mi^r Me appeal. It 'is out of your Hue, Fish. ' Mr FisH'tJoatinued : Thei'd hai bsen a greit deal of- canvassing by emisaariai of thed : rectora I to prevent shareholders from exercising their votes at that meeting, and shareholders had been strongly urged not to give th-iir proxies to : the committee. One gentleman who had been | bu*ily employed for th« lasb few days iv that sort of thiug was a leading ofii'ulof the Uuion Bte»m Ship Comptny. If Wiai Was ao, it was a pi'y fchst the Union Com^uy had »o little for L that lending official to do when he oould go ! aboub town touting for the directors. He had | also bean told tha 1 ; the general mauager of the company had been very busy in the district he lived in aad in the surrounding*. He did Dot wish j to say very much about; thab, bub ha Bhoughb ifc would have been bt-tSer if the manager had refrained, directly oe indirectly, from taking any action in the m*bt*r — it aeomed to bhe speaker to be lacking in taste and not right. Another fttabameut which had been mtdo was that Messrs Noith and Fi?h, who bad taken the mosb active part in the matter, were only d ing ib bactuse they desired seals on the directorate. Answering fur himself, he could s->y that no such idt^a had ever entered into his - head He had simply moved because ho was diagunked wish the hi^h-haaded manner in which the directors, by force of arm*, had carried the insolation at the annual meeting, and it; had c ist him a considerable amount of trouble to taka the steps whioh had been taken to the present time, and which had resulted in that meeting There was oj:6 thing >n >re he wished to say Did the pa^t hisb«ry and th» present comiiiiou of tho company ju-j iTy anything in tha &n*pe of increased expsnditucep Ha said emphatically that they did not, and when boe shareholders recalled. the fact that though they had their money in the company so long and for awn y years received no dividend bub had had lOa written off the capital, and when they were now, after all th.'se years, t-nly receiving a miserable 6 per ceni., he nsk»d them to cousider if this was a proper time for raising by 100 per cant, the salaries of the directors. He did not, however, rely on that alone, for he would read the shareholders something which would surprise a great many aad show how impolitic, unwise, and unfchoughtFul the director*' action waa. Did tho shareholders belisve thab the camp^ny h*d been progressing for the last three years ? , Ib certainly had not. It had been going down each year from 1894 to this year, acd he would give the figures to prove that. In 1894- thep^ofi^s en the coal account wece £29 706 2s 8d ; ia 1895 they had dwindled down to £24-, 832 11* sd, and in 1893> they reached only £21,067 9i. Thus the profits in 1805 wote iesa r-uia ' those in 1894 by £t873 IU M. and in 1896 they wcro less by £86ia 13i 8-1, or equal to 4 per cent, ou the paid-up capital of the compauy ; and yeb -in face of this gradual detention, and in face of the f acb that: the directors wtre propecly -proposing to open up now business, wbic'a for tho first coaple of yr ar* would, in all probability result in loss, this extc.ivngattb increase wai attempted. It mighli be f.>k.'d why tbtre was all this talk aboub £300 or £400 a yeac ; but he replied tbat f they did not nip an insidious extravagance ia i the bad they did not know where ib wonld stop. It woald h*ve'bfen thought tlwb the pvud?nt and wise men who were their directors I would, in face of the g;r*dual loss, have gradually brought down their exp<m»s« ; but they had di>tic n>tbiug of the kind. Thecosfcof management in 1P94 was £7228 4s Id ; in 1895 it was £8431 4s 3-1 ; and in 1895 ib w*a £G977 l?s sd, or only £250 less th»a ia 189 V, although tha pr-.fits had decreased by tbe sum of nearly < £9000, or nearly 30 per cent. If tho«e Sgures could not be refuted, he said that to increase, even by' the smalt anuuafc proposed, tfce diresto's' fees w*» not only inapolitic aad uu» i*e, but wai i» so uosjand & »a««». i Tll3 QENttBAt Manaqkr (MLr Joachim) asked for the figures Mr Fish had given about the . expenses. > j Mr Fish : Look afc the balance shteti. The Gbnebal Makiosx: I cannot find thsm. Mp Fish invited the general imn»ger round to hii offi:e on the following; morning, wh*a he i would Bhuw him the figures. H« did not propose to move the sixth resolution of which notice k*d been given, beciusa he felt the fofee of the director ■' objection that the publication of the facts might be prejudicial to tho interests of the coropa-iy. — (Hrar ) He moved ■. tbe first resolution. Mr H. W. Baros seconded the motion. I Mr B. Hallbnstein laid h* regretted thab i the intention of the directors respecting the honorarium h»d not been explicitly s'&fced in the notice of the annual meeting. But he felt cure that the omission had bueii *fmply the remit of inadvertence. The sum of £700" had been fired as the amount of directors' fees, and he coald nob agree with Mr Fieh in tbioktng thai mm exc< ssive. Looking ab the magnitude of the company's operations, he did nob think tbat; £100 per year waa too much for a director. The pusltion was one of great importance and grave responsibility. The Westport Company w*s a company of colonial importance, and he believed the grand coal the company's mine produced would be an important factor, in conjunction with other natural advantages, iv nialdcg ' New Zealand one of the greatest colonies in the Btitish Empire It aeerued to him necc-sary tbab the directors should nob oLily oe good bu»ine>>B men bub men of such character us to inspire*conficleace in the minds of 6ho shjjeboldera and in the mhrd* of the iarg<j army of men employed by the co > .my. He regretted that an extraordinary v eetiug had been called for the purpose of reducing the remuneration of ths directors from £100 to £75. H*d the proposal come up at a regular m -sting in the ordinary course it wonld have been all right, bnb to call a special meeting for tbe purpose seemed to him to be hardly fair. • Notwithstanding vrhftt Mr Fish had said o» to

I fche directors resigning if the motion wer"B : adopted, he (the speaker) thought do honour- _ I abla body of men would do otherwise. As to the proposal to reduce lhs number of directors from seven to five, he could favour that if ift ! would not be injurious to tie company, bat cod otherwise. Th*y all knew (hat several members of the board were also members of . Farlii* ; ment — she chairman being the Speaker of tha j Legislative Couuoil— and that they were away for several months of the year. They also knew tha 1 ; from time to time matters in con.", nection with the company cropped up ia Parliament and that it was advmbla th*fe members of the baard chou d a1»o b" m-ra')«ns of Parliament-, but wliilf th y wore- attending Parliament they could not be preeeub at meet" ings of the board. He thought thi3 was a quantion the board should decide. He, for his part, coald not judge whether cr not tha number of th'rectova could fee decreased, with advantage His advice was that the shareholders Bhonld ba guided by tha advice of the directors. Ho regretted tho mco'iag had been called. Surely they would uoS hka a change o£ board for th« &ake of a few haadred pounds. 1 They all kn^w what up-hill work there had b-en in coanejfciou with. the company, that the directors had successfully ovtircoma all diffi.« oulties in connection with it, and fchab fchft company was now in a fair way of beiay prosperous. The shirt's ha poi)««ssed ha regard :d as being worth tho Amoaut paid up— 6o«, he Ih ught,— quite irrespective -of the market price, bub he woald not consider them worth anything- like that price if the resolution propesed had any channe of being owried, for iv thatca»e he was afraid the directors would ros'ga.. It was brae, there were as good fish in the sea as tvtsr cams ou 1 ) of ib, but it vu equally tra« thaU; they might not be ab'.e to get. them ; and, then, evea if they got as go d m«a ou the boaxd, it waulcL t»ke them, yeaca to lam Ihcic bu«inesi. Aad who would have to pay for th^ic mistakes and their la? sons ? Iv oonoluiiou he exprcised tha, opinioa thab to call this mntting fou tha porpoie h« h*d named ae<-med to him an insult to the directors, and he exptowed the hope thsfc thrt oharehnldors wo<iW not piscpetcat* the "rrav (j^ijximsil • Mb Fish hid a vul that duciu,^ the iart Ihcw yoara the batjitie^a o! the oompany had been going} down. Well, ho saw x. good many bnuineas, men present, and he would simply ask. them whether foe the last three years business all over Now Zsalaud hod noti b-ttn going down ? Me North desired to tay a word oe two as to the miguibudo of the woik of tao directors and the v»*y lht> bvLnueta of the company had prospered. Mr Fish, had gooe iuto ths loaten of, the lest t»o year*, but liid not gona far enough $ he had not gone iato the dtcrtaise iv tJbie output during tha past two years. The output in 1893 w*s 223,500 tons, in 1894- it waa 215,567 tons, and in 1895 183 500 toes— an aotua.l lohs of output of 39,067 tons of uoa). ilr Hallennteia talked of tho msgnifi-o.it work or" ihi* iii«ector«, but he (Mr North) thought it w«s th» height at absurdity, with a falling revenue, falling dividends, aud a letier ootpa!;, to nearly doable feha fee* paid ta ihe dirtctors. If they wenb ou as they had been doing, in two years' time tha output would only be 100,000 toss, and he supposed tho directors would then, want ■ thousand a year at least. . Jf this »ort of thing went) on long enough, the directors would kbwrb tbe coflof'any fclfc-g'tfieir, and that would' be the cud of ib. i Mr Hallrnstein desired to poiot out tfifit when bminesa got worse its management entailed more wotk atd was far more harasiing than when things wero jsroepsrou*. Mr Fish replied, criticisiig Mr Hallemfcein'B remnrks. Ho couteuded tbat if the cesbtution vr^xt cat r ted tbe dir*cto,s w< uld not be so foolish a* to renign, and than if fcbey did resign they would 3oon find ofchtr* to fill their places. He eai'i he accused tixo direetocs of nothing, hub remarked that undue the cloak of ambiguous language of a deet-itful character they had : carried a proposition to increme their own ! salarie* by 100 ].er cent. i On th<) rejw>luti«n bwng y.nt, it was declared carried on the voices. A poll 'fas demanded. Mr Fish nominated Me H. North as ona- ol the scrutineera. The Hon. W. D. Stbwast said thia waa noft right, Mr Nortji being one of the persona prineipalty interes*-cd in bringing the matter before th« meeting. Sir Fi3H recoarked that he wao nofe going to noniinatm anjoue to sui 1 * Mr Stewari— he nominated Mr North. The Hon. W. B. Stewart protested Me North was interested, and had been actively caar&4tiag. It would lie anreemly for him to dtsire to ad; as scrutineer. He (the Hon. Me Stewart) would not objent tn Mr Win. Bavrom M.r Noktb »aid he had no objection to have Mr Wm. B*rron act in hia pl*ca. Mr Fish a*id that nnlesn Mr North ahsolufctly declined he ah»uid isniflb upou hi» right to nrmioala him ha one of the Scrutineers. Mr Bahbon said he ironld he glad to act as scrutineer but for fha fact that tn do so wonld be a reflection upon Mr North, who he had no doubt wou'd he fair, even if ho were nob diain'ervs^'d. / Tbe Hon. \y. D. STswAtiT said that if Mr N<>r<u <iid not himself »co &b to retire, ha (the Hon. Mr Stewart) would sot object) to bis •ppomttneofc. The Chaisman comniAted Mr W. Hislop its the oih&t ecmtineer, ard & twllot was feaken^ After tha cccnfiineei. 1 } had retired for a time j they returned and a«4ed nevaial qnotioDS as i to whether certain proxies were infocmnl, and th*ic qneiies were ars^srad by Mr Hwirces. i Mr W. Babrost thought ib would be better to ■ overlook any informalities and take the net ■ result acd«r protest. Tbe Hm. W. D. Stewart suggnsted that the infenaal votes should be asueescd aeparately. Mr Fish said fchar on questions ai this kind ' informalities thould uot be thought of. All ' that was wanted was an expression of opinioa on the p*rt of tbe shareholder^ am) en thefr part they would raise no abjections of ft technical character. At a later stage of the proceedings, Mr W. Hiatop said the scrutineers desired to know whether fcbe fuct that proxies were noft witnessed rendered them informal. Mr Ax.lan Holmes (solicitor to the company) replied in Ihe negative. Mr Hislotp then inquired whether proxies dated prior to the date on which the meeting had been called were informal. Mr Eoimes : They are certainly informal. It was urged by Mr Fish, Sir W. Babbon, and others that all the proxies should be accepted so as to obtcin a fair expression of the opinion of tho shareholders, and this soggettion was tftcitl/ accepted. The scrutineers ag*in retired, end at 5.38 p.m. declared the result of the ballot to bo :r— ' Votes. For (he motion ... .*• «. 3232 Against ... ... v . .„ 5865 Majority against ... 5«. 2633 The Hon. W.-J. M. Lasvac^, in moving " That the number of directors jbe reduced to five," swd he bad bad some experience in oon> necbion with ihe company, htivicc been foi

years one of the original leaseholders and one of the earliest of the shareholders, and he had had the honour- of serving on the board for several years. The reason for his retiring from the board was the fact of hia accepting tha position of Minister for Mines, which he thought was not compatible, with holding a seat on the board. He nad no desire but to sea the company economically managed, and he could not see the necess ty of continuing seven directors on tho board when four directors, if they were practical men and were not engaged politically, could manage weH with a decent stuff, which he presumed too company enjoy'sd. If it was to be made an argument that so many of the directors were to be members of Parliament, he replied there was too much political influence on the board. — (Hear ) He was sure harm was indirectly done to the company in consequence. Besides, there were always shareholders in Parliament, and he had never been against helping the company in eyery possible way, and, looking at it from the most selfish point of view," he would continue to do so. As to the implied contract that the Melbourne board should continue to exist, he said the company would not hnve been floated in Victoria, and would never have received the support it received but for his influence. The arrangement lie made was that for the present ■—speaking then— a board should be established in Melbourne to see if it was likely to be of use. It was expscted at that time that there would be a considerable trade between Melbourne and New Zealasd, but that trade never had occurred, for the Newcastle co»l had always been able to come in between th< m, and he had long thought it uuneoessary th*t the board in Melbourne should continue. There was no implied contract, and there was nopract'cal use for the bo*rd. H« had no,he'it»tion in saying that five qualified mou werecapsble of conducting all the business of the company locally, even if it inert a? Ed to double or quadruple what it was now. Mr Fisn seconded the motion. The Chairman was quite free to admit that th's vtbs a fair subject for consideration. They knew that the articles of sasocistiou would have to be altered to bring about the proposed change, and if the shareholders would allow things to go on as at preseut until' the' annual meeting the director* would take tho subject into their serious consideration. Personally he did not know of any reason why the number of directors should not be reduced to five. Meanwhile he would propose that in the event of vtoaucicE occurring they would not be filled up. Tbe Hon. W.J . M Larvach said thfct nfter the fair way id whioh the chairman had met the motion he would a«k leave to ,wi'- hdra nr it, accepting with the greatest confidence the ohsirnHui's assurance. The motion was by leave withdrawn. Sir Fisn moved — " That it be a recomrxiendatnon to the ■ directors — • that the Mtlbourne board of directors bs abolished as early as pos»ibl«.'" Tt>«» Hon. W. J. M. Laknach seconded the naouo-u. The Chairman eaid it was, of course, in the interests of the company that they should reduoe their expenditure as far as possible, but they conld nob fly in the face of the Mr lbourne p«op!e in a moment. Mr Lar«»ch knew that whei: tht» prospectus was isautd in 1681 it had on it the ERmes-of members of a M"lb'iurae bo»rd. Iv view of that the directors thought th«ro was a distinct understanding that there should be a Melbourne board. About onc-sixlh of the whole company were Melbourne sharehelpers, and he abked if it would be a ctrurteons or proptr thing for a company of that kind to tell these gentlemeu that the.re was to ba no filfclbotune boaid, and that they taunt fish for their iuft'rtnution, and erne here for the tiantti'er of <hdr siiaies. It was a matter of £150. per annum, and v.o doubt the company should save that sum if they could, and would save it, but he did not thiuk it would be becoming to close that board up all at once. The Hon.. W. J. M. L&rnach said it was understood that the board would remain fts long as it wss u*eful, but it was distinctly uiide/«te«d that there w*s to bo no permanency about the board if it was not useful. Mr Fish pointed out tbat the motion was not imperative, but merely affirmed the desirability of abvli.'hing the board as soon as possible. ' „ The Hon. W. D. Stew/ st said thftt if the compa&y were to bo guilty of a deliberate breach of faith with the Melbourne nhr.refcol£era they t>hould pnss the resolution, but if there was to be any bouour in dealing with them they should consult these »harrholders. He was interested in saving this mottey if it oonld be saved, but he wenld - net be & party to any breach sf faith or dtth#ne»t dealings with the Mtlb^urno shareholders. He had looked up tbe history of ths ctatter, *hU found that one of the gr»wb in<3Hce«tMjta heW out to Melbourne investors was the e*UWisl\Bi<:nfc of a board where .they o»«l«l transfer thrir ch*res. So far aa he could loom tbe gbarthoUlers tupre wero gradually selling out to people in this colony, but to abolish the beard seowed to him one of the most outrageous propeiali that ooalA be* curried. If a substantial number of the Shareholders ia Victoria were in favour oi the abelitwa of the board, thst wa» a matter which would weigh with him ; but he thought some liWk respoct and deference should be paid to them otherwise. Did the shareholders mean to B&y tbat Australian men would ever truot a New Z«*lat.d-'proxßoted oompasy again? To hie taind it wan Id .bo a sh«m*ful, disgraceful, and scandalous proceeding to shut up tha Melbu«rae board to-morrow unless there was good and sufficient reeson for it. Tha H»n. W. J. M. Larnach did not think there was aay oicmian for Mr Stewart to get bo excited. Tho proposal mtrely was to leave it to the board here to d» away with the Melbourne board as soon as possible. The Hou W. D: Stbwart : The resolution wwm tiiafc we are under censure unless .wo abolish the bsard within two or three months . Mr Fish declined to --believe that aay agreement between the Victorian shareholders and the company waa in existence at all, and objected to Mr Downi« Stewarfc, by implication, allowing it to go forth that the shareholders who mov»d in the matter desired to do anything dishonourable or improper at all. On the suggestion of the Chaibman, the words "tissoon as convenient" were substituted for the words "aa early as possible" in the motion. In reply to Mr W. Barron, The Chaibman said the total cost of 'the Melbourne office was £150. Mr Hallenstein suggested that the directors should take the vote of the shareholders in Australia on the subject. Mr Fish : We have proxies for 4-2 out of 95 in Australia. • The motion was then put and carried on the Voices. Sir Fish moved— "That it be an instruction to the directors that in future balance sheets \he items ' expenses of management, charges, directors' fees, law charges, &o.' be separately jßl>- •', each under distinct headings." Mr Larnach seconded the motion. The Chairman asked that the motion be Withdrawn. It was » mere quibble, Tbe iatoawtfoß wsa-jalggTs given. ,

1 Mr Fish deolined to withdraw it, and eaid that in the last balance sheet the sum of £579 appeared as sundries. That was an euormous sum for sundries, and the title was convenient to cover all sorts of things, suoh as little junketings and so on. He did not see why they should object to th« molion. Mr Haxlenstein said the balance sheofc appeared in the usual form, and any further information could be elicited at the meetings. The Hon. W. D. Stewabt remarked that this was purely an administrative matter, end that he should reseat the attempt of Messrs Fish and North to ran the company. Mr J. Hunter said he asked for the information for himself and for the working classes. It seemed to him that the directors wished to run the company independently of the shareholders. Mr Fish interjected that there bad been too much of this kind of bounce, and he was surprised at a member of the Legislature etooping to it. Mr E. B. Cargill said they were going entirely outside the intrinsic merits of the matter. He was surprised that his friend should have made a remark concerning the working classes as if there were— — BSr.J. Htjntkk: Working clas3 shareholders. Mr E. 8. Cakoull : We have no distinction betwoen working claps shareholders and any other. Mr HtJNTBR : I ask it because wo have not the opportunity of coming here and asking for the information. We ought to get it in the balance sheet. Mr CA.maii.li objected to the manner in which the matter was put and to tbe terms mod. Mr j Fish's speech plainly showed th«.t a great effort wan being made to make tho directors appear in a position of antagonism towards the shareholders. Da not, he said, let the discu"sion take such a sha-pe as to be a reflection npou tho director*. Let courtesy be observed. This was is itself a lib'le matter, and he did not know that there was any objection to furnishing them, but whfln a meeting said " We instruct the directors to furnish us with so and so " there was a reflection upon the direotors. He thought tbey should Avoid that, and recognise that they had ioterests in common and were not met as antagoni&tic parties. Mr Fish said this was the same kind of conduct that was indulged in by the directors of every oompany that had "gone broke" in (he city. Because a shareholder wanted certain information he was sat upon. That had been done at tbe Colonial Batik, and where was it now P He was surprised Mr Cargill had the boldness to get up and talk ac he had done. Mr Caroill : Who ia sitting upon you ? I only pleaded for peace and goodwill and mutual confidence, and Mr Fish has got up and harangued and disturbed the meeting, abusing me (Hid attributing to me things I never said. Is it not shameful ? I try to make peace, anil he gets up aud bits me in the face. Mr Hunter: You have been exceedingly rude. Mr Caegill : Hava I ? Hace I been rude to anybody ? I ask the meeting if I have been rude to anybody ? There is a statement. I am npver rud-a to anybody. v Mr Huntbk : You are, exceedingly. Mr ' 'akgill : You are, sir ; but you do not know sense. The Chairman esid there seemed to be some naieapprehenfion. Ths fact was at every meating this information was given ; but the ordinary custom had been followed in the preparation of the balance sheet. As to how the iaftirnaafcisu was to be given seemed to him the difference between tweedle-dum and tweedledee. The items could be shown separately, bufc there was a good deal in the manner in which things were done ; and considering the methods Mr Fish had adopted, it was not surprising fchat directors should gab their backs up & little. An to tbe working class shareholders, if they could not attend they coald surely get someone to ask for the information. He did not think it signified very much how the information was given, but shareholders should know that the directors wero drltghted to tell them everything. The motion wa* then put and declared carried on the voices. Mr Cabqill demanded a poll, but it waa Agreed that tbe ballot on the question of directoTs' fees fhould deoido this also. The result of the ballot on the first resolution being aoeapbedaho for this motion, the proposal wss lost. The resolution providing for the payroemt of reduced fosa to the directors was not moved, hating been disposed of through the rejection of the first resolution.