The adjourned annual meeting of shareholders was held yesterday at the pany's head office, Shanghai. There were present Messrs, J. Morris (Chairman),
and W, W. Clifford (Directors), 'W.
Nolting, W. H. Short, H. J. Dyer Hayward (Secretary), E. Byrne (Chief Manager), G. R. Corner (Auditor), A. P. Stokes (Legal Adviser), G. Galles, W. V. Drummond, H. J. Limby, R. L.' Smith, J. Henningsen, C. H. 'Hutchings, H. Browett, J. S. Nazer, D. M. David, H-Sonne, J. R. Michael, R, Swain, R.' W. Mustard, A. J. Reeks, W. H. Beatty, R. Francis, C. H. Dallas, and S. Bowness, representing in all 4,135 shares.
he Chairman said—Gentlemen, at the informal meeting held on Thursday last, sundry details were placed before the shareholders then present, the better to enable them to decide upon the course to be pursued by the new Directors and Managers for the future guidance of the business, The unanimous opinion was that considering the difficulty of fully controlling the Hongkong Trading Ca., it is advisable that steps be taken to of the first favourable opportunity for the disposal of this branch; that the furniture department be reduced; that the brewery and tailoring departments be left in the hands of the Board and Chief Manager to continue the economies already instituted with the view of showing a, more advantageous vut-twn ab the end of the present year. The resolution now before the meeting is the first, proposed by me and seconded by Mr, Byme—
That the report and accounts be passed as presented.
The expressions of opinion so far made favour the transfer of the Hongkong loss to the Shanghai account, and the nonconfirmation of the entry recommended by the Committee—writing Tls. 21,000 off the will account. The authority to deal with these two amounts may be embodied in the proposition before the meeting or a separate resolution.
Mr. Galles asked if the 0.B.C. shares were worth the figures at which they were quoted in the balance sheet.
The Chairman replied thatthe shares were worth that price at the time at which the accounts were made up, though now they were worth only a little more than half.
Mr. Drummond asked if any reduction had been made in the London expenses, in accordance with the recommendation of the Committee, and, if so, the amount of the reduction.
Mr. Hayward (Secretary) said the London expenses had only been reduced by the transfer of Mr, Byrne.
Mr. Byrne said not had yet been done with regard to the London ex: penses. The work of buying there was the same as before, and the same amount would be charged up to the end of the year and until some fresh arrangement was until the Honghon business was done made. A change could not be effected
away with. Mr. Skeels was in London with some one to help him, and was receiving the same payment as if he and the speaker were there. The Committee's report did not come into the hands of the Directors until July, and a change could hardly be made until the end of the year. While Mr. Skeels continued to buy for the two businesses the expenses must be the same in fact, he thought they had made a considerable saving in London.
Mr. Drummond said he did not see where the saving came in, when no reduction was made and one man drew the pay that two men had before.
Mr. Byrne replied that the saving was effected by having goods bought by an experienced man who knew what was reallow certain discounts and often delayed quired, and not by an agent, who did not the execution of indent orders. They had had experience of goods being bought by an agent at 2 per cent. Then they never got extra discounts, whereas now by wing cash they obtained an extra 1 per cent. and often i}.
Mr. Drummond thought that by the accounts there did not appear to be anything to show that the buying in London was at all satisfactory.
Mr. Byrne said the London buyers could only do their best to buy the goods properly. The selling had nothing to do with them.
Mr. Drummond—Then the whole of the mismanagement of the business must be on this side and not in London Mr. Byrne—I do not think there is any possibility of London having anything to lo with it.
Mr. Clifford said that, having regard to the fact that the very existence of the Com-stake, he could not understand ions ut the Committee had not been carried out. All he knew was that the London expenses were goi on the same as ever, in spite of the di dend being reduced by 2 per cent. He considered that a careful liquidation would femuble to going on with the Com-resent basis. If this matter sleep, they (the other Directors) would go on next year without doing anything.
Having a full hand of proxies they could out-vote anything he (the speaker) proposed, and he must make a final stand against the thing going on. Lhe expenses could have been reduced by about. $5,000, and he, as controlling some Tls. 100,000' of shares, wished to know why these economies had not been effected. Unless expenses were immediately curtailed, liquidation would be inevitable. In 1896 the profit was 7 per cent., in 1891 it was 3, in 1892 it was 1 per cent., and next year there would be a dead loss on the present basis. Realisation of the position could not be injurious, but concealment would The Chairman asked Mr. Clifford how his remarks bore upon the question of passing the report and accounts.
Mr. Byrne observed that the principal cause of the falling-off appeared to be in the schemes which Mr. Clitfond had. principally initiated.
Mr. Drummond asked if the Board had definite scheme with reference to a ction of the capital.
The Chairman said the Directors thought that had better be left to the new Board. The matter was not one which came in the business of the present meeting. Certain proposals had been made, but it was thought better to leave them until the new Directors were installed, and they could call an extraordinary meeting to consider these proposals.
Mr. Druinmond—'Then I understand the existing Board have not given any consideration to the matter but have left it wholly to the new Board The Chairman—Yes.
Mr. Drummond went on to say that the time lad anyed when the crab cial question of a reduction of capital ought to have formed a matter for the consideration of the present Board; and it would have been more satisfactory if those gentlemen had been in a position and definite statement of their views as to to place before the shareholders some clear
bhat should be done. However, the retiring Board having not thought that a Raving to take the matter in hand, part of their duty, and the new Board seemed to him very desirable to got the opinion of the shareholders on some points. Such an expression of opinion would not Dind the Divectors or the Company to anything, and would be very useful to the new Board. Mr. Drummond then read the four following propositions on which he desired that the sense of the meeting might be taken 1.—That the capital of the Company be reduced from is. 300,000 to $300,000 hry obtaining the consent of shareholders to alter the scrip from Tls, 50 fully paid up, to $50 fully paid up, and apply the $111,000 reduetion to cancel the bulk of the good 2.—That the partners of the old invited (as suggested in one of the recominendations of the Conmittee) to make a refund {or cancellation of shares) of sutticient amount to extinguish the balance of the goodwill.
3.—That all official fees be reduced from taels to dollars, and clause 78 of the Company's articles be altered to that effect.
4.—To alter clause 79 (which entitles the present Managers to Life Directorships) and Tender them eligible by votes only, like other Directors.
Mr. Drummond went on to say that the time had now arrived when the vendors of the old concern n out his propositions, The business was sold at a time when the emeem was paying fairly well, and it continued to de so for some time. At present it was nut paying at all, ant, in the op shareholders, unless some {were made the concern would drift in Higuidation, It must also be lame in mind that the vendors of the old in ness rely in charge of the s from the time at whi 1 it passed from th possession to the pr of them were inremovable Directors iliad a lo: wart pany'saifains sand und had dwindled from 'a vod pay into nothing at al he cancellation of shares would not afivet the pockets of the vendors. It would improve the market Jyalue of the shares, and what they lest
Text read from the printed page and cleaned; old type leaves the occasional error.