41

I.—4a

348. You were present yourself?— Yes. I objected to the resolution being carried, and I held proxies. 349. Whose? —They were never counted. I think I held 2,050, and I had 900 more in my pocket, which I could not use on account of not having been able to lodge them in the company's office twelve hours before hour of meeting. 350. Did you hold Mr. Cook's proxy?— Yes. 351. What did Gascoinge have to do? —He was Mr. Cook's solicitor and mine. 352. He appeared as solicitor, not as a shareholder?— That is so. Further, clause 86 of the Companies Act requires the chairman, in the case of a special resolution, to satisfy himself that three-fourths of those present in person or represented by proxy must be in favour of a resolution to carry it. That is the correct way, I hold, to pass a resolution of this sort, and. it was not done in this case. They could not possibly have had the three-fourths majority even if they had had all the other proxies that I had not got. 353. You say that you held Mr. Cook's proxy ? —Yes; he was absent a good deal. 354. I mean in all these companies ?—Not all of them; sometimes he did not send them. 355. You had not a general proxy ?—No. 356. A special proxy in each case ?—Yes ; and in his letter covering the proxy he would say, " use your own discretion." 357. Did you hold Mrs. Cook's proxy?—ln this case I did. 358. Generally ?—Yes. 359. Did you hold any other proxies?—l was explaining that there were only about ten shareholders in this company residing in Dunedin; most of them resided out of Dunedin, and many of them would send me their proxies. 360. Who used to hold Mace's proxies ? —Sometimes he would send them to me, but more often he did not. 361. When he did send proxies he would send them to you?—l do not know that he has ever sent any to any one else. He was present at some of the meetings himself. Many of the meetings he did not attend, though he might be in Dunedin at the time, and did not vote at all. 362. You held the proxies for Cook and Gray's employes?— Not as Cook and Gray's employes, only as personal friends. 363. You held the proxies for Mr. Cook, Mrs. Cook, and Mr. Mace?— Yes; but I think I am correct in saying that I held Mace's proxies on two occasions only: 364. Did any one else hold them ?—No.

Tuesday, 27th August, 1901. W. Howes recalled, and further examined on former oath. (No. 8.) The Chairman: Before we commence asking any questions I wish to state that I sent telegrams to the Wardens at Greymouth and Hokitika, asking as to whose names certain mines stand in, and received the following reply from the Warden at Greymouth: "Golden Grey, Bobert Currie; Wicklow, Henry August Wicks; Ngahere, Joseph Scott; No Town No. 2 Gold-dredging Company (Limited) Lees Ferry, Joseph Taylor." The No Town No. 2 Company's claim is the only one which has been transferred from the names of the vendors. 1. Mr. Easton] I would like to ask one or two questions in regard to the Golden Grey Company: Was the brokerage charged on the full amount of each share, or merely on the application- and allotment - money ? —When the directors accept the proposals for shares the brokerage is paid on the shares accepted. 2. But is it paid on the full amount of the shares or on the application- and allotmentmoney? —2f per cent, is paid on the full amount of the shares —that is, 6d. per share. The practice in some flotations is to pay an overriding commission of H per cent., making it equal to 3f in all. 3. Are you aware that in the Golden Grey and Lees Ferry Companies brokerage was charged on 1,075 unallotted shares ?—No ; I am not the secretary to the companies. 4. Are you aware that in the Lees Ferry, the Golden Grey, the Wicklow, and the Tucker Flat Companies brokerage has been charged on 1,000 shares on which no money at all has been paid ?—No ; I cannot say that I am aware of it. 5. Are you aware that in the Ngahere Company the books show that on the 19th March, brokerage had been taken on 400 shares on which nothing had been paid ?—No, I am not aware of it. 6. Have you ever voted or used proxies at a meeting when you were not qualified ?—I do not think so. I would not be allowed to vote or use them. 7. You have voted at meetings of the Ngahere Company ? —Yes. 8. Were you qualified to vote when you did so ?—I think so. 9. Then, I would refer you to the minute-book of the Ngahere Company, pages 22 and 24? — I admit that I voted, but I do not admit that I was not qualified to vote. 10. How many shares do you hold in the Ngahere Company?—loo, I think. 11. Have you ever paid anything on those shares?— No. 12. The Chairman] Have you paid the allotment?—l have paid nothing on them yet. 13. Neither the allotment-nor the application-money? —No. 14. Mr. Easton] The minute-book shows you voted.? —Yes. The opinion of the company's solicitor was taken as to who was entitled to vote, and he held that application- and allotmentmoney was not share calls. 6—l. 4a.