Page 2 Advertisements Column 2

Taranaki Herald, Volume LX, Issue 143771, 20 April 1912, Page 2

ABRIDGED PROSPECTUS or* JAS. J. NIVEN & COMPANY Ltd. ' . - ENGINEERS. A Private Company duly incorporated under The Companies Act, but about to be re-registered as a Public Company, (This Prospectus is issued in respect of the intended Public Company.) CAPITAL - £300,000. DIVIDED INTO 300,000 ORDINARY-' SHARES OE £1 EACH. SHARES ALREADY ISSUED • ... 82,700 SHARES NOW OFFERED FOR PUBLIC SUBSCRIPTION 117,300 To be paid for as follows: — On application 2s per share On 29th June, 1912 • 2s per share On 30th, September, 1912 2s per share On 31st December, 1912 2s per share On 31st March, 1013 2s per share , On 30th June, 1913 2s per share On 30th September, 1913... 2s per share On 31st December, 1913 ... ... ... ... ... ... ... ... ... 2s per share The balance of 4s. per share shall (at the discretion of the directors) be payable in one sum at a date being not less than 3 calendar months from the 31st December, 1913, or in such amounts and at such intervals (being not earlier than as aforesaid) as the Directors may from time to time determine. DIRECTORS; GEORGE NELSON, 31.1., lloch. E., Napier, Chairman and Managing Director. WILLIAM NELSON, Tomoana, Genera! Manager in Now Zealand for- Nelson Bros., Limited. JOHN CHAMBERS, Jlokopeka, Havelock North, Shccpfarmer. WILLIAM HENRY NELSON, Woodvilln, Managing Director of the Woodvillo Bacon Co., Limited. LIONEL NELSON, G. 1., Mech. E., Napier, Engineer. BANKERS: The Bank of Australasia. AUDITOR: William M'Culloch, Napier. SOLICITORS: Saiusbury, Logan and Williams, Napier. SECRETARY: Frank Sydney Russell. REGISTERED OFFICE: Waghorne Street, Napier. HISTORY OF THE COMPANY. The business of Jas. J. Niven and Co., General Engineers, was founded in the year 1893 by Jas. J. Niven and George Nelson, in partnership, under the style of Jas. J- Niven and Co. The partnership continued until 1903, when 3ir. Niven retired. The business was carried on for 5 years by Mr. Nelson, when, owing to its outgrowing his financial resources, he converted tlio undertaking into a private company, incorporated on the 21st September, 1908. The business was taken over by the Company as a going concern, Mr. George Nelson being elected Chairman and Managing Director. The Capital of the Private Company when registered was £65,000, divided into 50 Preference Shares of £IOO eachannd 600 Ordinary Shares of £IOO each, all fully subscribed; as the business grew, further capital was from time*to time introduced, bringing the total up to £82,700. Eventually, in January, 1912, the Directors considered that the time had arrived when it was desirable, for the efficient carrying on and expansion of the business, that the capital of the Company should he again largely increased, and the Company converted into a Public Company. Accordingly the capital was increased to £300,000, and it was resolved to re-register tho Company as a Public Company under the provisions of Section 172 of The Companies Act, 1908. Tho necessary steps aro now being taken to effect this. The conversion of the Company into a Public Company will enable the membership of the Company to be increased beyond that allowed by law; to a Private Company—namely, 25 —and will further enable the Company to avail itself to the full of the opportunities for legitimate expansion, which are now offering, and which it is confidently anticipated will in the future present themselves to the Company. ' Tho 50 Preference Shares mentioned in the Memorandum of Association of the Company have been converted into Ordinary Shares,'and by a special resolution passed by the Company on 26th January, 1912, it was resolved that the capital of tho Company be divided by tho subdivision of all its existing shares into Ordinary. Shares of £1 each, and that the conditions of the Memorandum of Association be modified accordingly. Tho capital of the Company, therefore, now consists of £300,000, divided into 300,000 Ordinary Shares of £1 each, of which 82,700 aro held by Shareholders of the old Private Company, and have been fully paid for by them. Tho members of the old Private Company have not received, nor will they receive, any other benefit or consideration in cash or otherwise on tho conversion of the Company into a Public Company, nor has any money or other consideration been paid or givetqfor or in respect of tho goodwill of tho business of the Private Company, nor w'ill any such he paid or given. As the re-registration of the Private Company as a Public Company does not alter the identity of the Company, and consequently docs not involve the promotion of a now Company, no payments have been or will be made to anyone as promoter. The following statement, taken from the last Annual Report and Balance-sheet sets out tho Assets and Liabilities of the Company as at 31st March, 1911, other than liabilities under current contracts in tho ordinary bourse of business. ASSETS AND LIABILITIES. The last Annual Report and Balance Sheet of the Company, duly certified by tho Company’.s Auditors, shows that at 31st March, 1911, tho Assets held by tho Company exceeded the Company’s Liabilities by ... This amount representing the Capital paid up at 31st March, 1911 ... Plus the profit available for division year ending 31st Alarch, 1911 ... Since 31st March, 1911, further Capital to the amount of £4,700 has been paid up, making the total of paid-up Capital to date ... £84,685 16_5_ 78,000 0 0 ' 6,685 16 5 £82,700 0 0 , REMARKS ON ASSETS. The Company owns Engineering Works at Napier, Gisborne, Hamilton and Palmerston North. THE NAPIER ■WORKS cover airiarea of 'Ji acres, of which 11 acres—including most of the frontage—is freehold. The back portions of tho property are held under six leases from the Napier Harbour Board, five of which have from 11 to 14 vears to run, and contain provisions giving tho tenant the right to a perpetual renewal. The remaining Lease from the Harbour Board runs out in 1930, and contains no renewal provisions. It affects only a small portion of tho work’s site. The remainder of the work’s site is held under Lease, which has two years to run, and which contains a purchasing clause at £225, exercisable at tho end of the term. The Property has a frontage of 508 feet to IVaghorne Street, of which 412 feet is freehold. Tho premises and plant comprise all the Departments of a General Engineering Company; tho Works are modern and complete in every respect. At GISBORNE the Company owns three roods thirty-two porches of freehold facing tho River on the Kaiti side opposite tho passenger wharf—on which the Works aro situated. The buildings, which are of wood and iron, cover 9000 square feet, and are quite new, having been built in 1910. At AUCKLAND the Company rents an Office only. At HAMILTON the Company purchased Mr. Upton’s Engineering Establishment—facing tho Railway Station in October last. The purchase comprises a freehold section of twenty-seven perches, with building of wood and iron covering 2600 square feet, built in 1902 and 1907, suitably fitted and equipped. Plans are now being prepared for doubling the size of thbse premises. With an eye to future developments, the Company has purchased two acres of freehold at the corner of London and Selkirk Streets. At PALMERSTON NORTH the Company has works built on 1} acres of freehold in Church Street, facing the Railway Goods Shed. Tho buildings, of wood and iron, cover 9000 square feet, and were built in 1903. At WELLINGTON the Company rente premises, where a small stock is carried. At 3VAIPUKURAU the Company has arranged to purchase 1J acres of freehold opposite the Railway Station. This transaction is not yet completed, but will be shortly. v At HASTINGS the Company recently purchased seventeen perches of freehold, having thirty-six feet frontage to Market Street, opposite tho Public Library. The BUILDINGS and PLANT throughout the Various Works are in good order, and have been thoroughly well maintained. LONDON OFFICE. —The Company rent offices in London, from which all European purchases aro made and negotiations conducted. The Lease of the promises has nine years to run, at a satisfactory rental. Tho STOCKS are in good order, and the book debts owing to the Company are sound. Year by year any doubtful items have been written down. INVESTMENTS. —These consist of shares in and loan to Subsidiary Companies, namely, Needham, Niven and Co. Ltd. of Christchurch, and Scott, Niven and Co., Ltd., of Palmerston North. In the former the. Company bolds a controlling interest. The Company of Scott, Niven and Co.. Ltd., was wound upr last year, and its business purchased by" this Company. It is now conducted as a Branch of the Company. PROFITS OF THE COMPANY. Since tho formation of the Company in 1908, an average annua] profit of £7,777 18s 4d has been earned. The Directors have no reason to anticipate other than an expansion of tho profits consequent upon the extension Of the Company’s business and the sympathy and interest of a larger circjp of shareholders. GENERAL. As the re-registration of tho Company does not alter its identity the subsisting contracts of the Company will not be affected. They are of the ordinary trade character. The minimum subscription on which the Directors may proceed to allotment i* 20,000 ehares, all of which the present shareholders are prepared to take up. ■ No commission will be payable for subscribing or agreeing to subscribe or procuring or agreeing to procure subscriptions, but the Company will bo at liberty to pay ordinary brokerage. The preliminary expenses of tho Public Company will be paid by it, and are estimated at £BOO. The Articles of Association provide that a Director’s'qualification is* the holding in big own right of at least mnn shares of the Company, and that the Directors’ foes shall be fixed from time to time by a resolution of the Company in general meeting, and that the remuneration of the Managing D(reotor shall be fixed by the Directors. \nnlications for shares should bo made to the Directors on the forms provided with the Prospectus. They mnv ho forwarded direct to the Secretary of the Company at Napier, or through the Managers of the Company at Gisborne Auckland, Hamilton, Palmerston North, Wellington, or 3 Salters Hall Court, Cannon Street, London, E.C. Applications will be received up to noon on TUESDAY, 30th April, 1912. A remittance for the amount payable on application must be forwarded with the application. It no allotment is made the deposit will bo returned without deduction. If the -number of shares allotted is less than that applied for the surplus will be returned to the applicant. Prospectuses and Forma of Application can be obtained at any of the Company’s Offices. The Prospectus has been duly filed with the Registrar of Companies. Dated this eighth day of March, 1012. ...