A special meeting of the share holders in the Shanghai Cotton Manufacturing Ca., Ld., called by the liquidators, was held on Wednesday afternoon, at the offices of the company, when Mr. N, Thomson, a liquidator, presided' over a good attendance of shareholders, supported by Mr. B. 8, Wilkinson, ce-liquidator, The resolutions before the meet ing were as follow 1-"Phat it is desirable that the Com. pany's property and undertaking should pursuant and subject to the provisions of Section 185 of the Companies Ordinance (Hongkong) 1911 be transferred to a new Japanese company upon the terms and subject to the coh: ditions contained in the draft agreement submitted to this meeting and ex: pressed to be made between the com: pany and its liquidators of the first part Michio Nodaira, Ichire Morita. Kyosuke Otani, John Prentice, Williamson John Norman Dyer and Henry Ernest Morriss of this second part and Keitaro Kuroda as trustee for the new company to be formed of the third part.
2. That the liquidators be and they are hereby authorized to promote or concur in the promotion under Japanese Jaw of a new company to be named The Shanghai Boshoku Kabushiki Kwaisha with Articles of Association which have already been prepared with the privity and approval of the liquidators of this company.
3. That the liquidators be and they are hereby authorized to execute the said agreement and to take all such steps and to do-all such things as they shall deem necessary or expedient to complete the transfer of the business of the company to such new company upon terms contained in the said agreement with such (if any) modifications as they may think expedient.
Mr. Wilkinson gave a brief recapitulation of the sequence of events which had ied up to the present situation, and in explaining the resolutions, said Resolution 1 ig the main resolution before you by which you may express your consent to a transfer under Section 185. The interests involved are so large that we cannot recommend the carrying out of the scheme if a large number of shareholders dissent and, while we have every reason to anticipate unanimous assent to the proposal, a provision has been made in the agreement that should the owners of more than 2,000 shares dissent, the agreement will not be carried into effect. The names mentioned in this resolution as parties to the agreement have been chosen so as to comply with the requirements of British and Japanese law in the most convenient manner and as these names represent the promoters of the new Japanese company the result will be that the new company will commence its existence.with the same directors and auditors as the old company, with the addition of the name of Mr. Morita as a joint auditor, his appointuient being found convenient to enable us. to comply with the requirements of Japanese law. The name of Mr. Kuroda is also added as it is found advisable to have a trustee for the new company to act until that company is actually promoted.
Text read from the printed page and cleaned; old type leaves the occasional error.