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September 17, 1898.]
and there were also present: Messrs. R. C. Wilcox, W. Parfitt (Directors), E. Georg, J. H. Cox, T Rowin, D. McDonald, G. C. Cộx. J. Y. V. Vernon, J. C. Peter, T. Brown, A. A. Gutierrez, J. McKie, S. H. Michael, W. H. Potts, R. S. Philpott, Ho Tung, Ho Fook, Lo Cheung Shin, Ho U Shang, Tai Tak, Chan Chan Nam, Ip Chee Fong, Leung Lit Shan, Sang Kee, Leong Kong Shang, Ho Yam Nam, Ho Chok Teen, Wong Kam Fuk, and G. Mooney (Sec- retary).
The SECRETARY read the notice convening the meeting.
The CHAIRMAN-Gentlemen, at the half- yearly meeting of shareholders Mr. Ho Tung was kind enough to suggest that a bonus should be given to the three existing directors as some recognition of what they have done for the past five years in connection with this hotel. That recognition has been drafted into a resolution which has been advertised for the past three weeks in accordance with the Articles of Asso- ciation. I have now to ask Mr. Ho Tung to place the matter before the meeting.
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Mr. Ho TUNG said-I have much pleasure in rising to move the following special resolu tion for the purpose of giving merited recogni. tion to the past services of our directors:- That a borus of two thousand dollars be here- by voted to each of the three existing directors, or the sum of six thousand dollars in all, out of the profits of the Company during the past half year, as some recognition by the sharehold- ers of the successful exertions of the directors
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in placing the concern once more on a divid. end-paying basis." I don't think I need add much to my remarks at the general meeting on the 18th ulto. 1 should like, however, to remind the shareholders that, as a matter of fact, this bonus is not so much a free gift after all. For some time the directors only drew half the authorised remaner- ation, so that now the Company is prosperous it can well afford to cash up the deferred pay with something handsome in the way of interest. For my own part, and speaking for a large number of the shareholders, I am only too pleased to be able to take this opportunity, and this mode, of showing our appreciation of the good work done on our behalf. I only hope we may long retain their services and that the directors will take this as an encouragement to continue their uuremitting efforts to maintain the Company in its present flourishing condi- tion. (Applause.)
CHINA OVERLAND TRADE REPORT.
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Mr. G. C. Cox-I have very much pleasure in seconding the resolution proposed by Mr. Ho Tung. The amount proposed to be voted to the directors is a substantial one, but I think you will all agree that in proportion to the ser- vices which the directors have rendered to the
business meeting, and he was sure the directors, did not want to take the money out if it was illegal to do so.
Mr. HOTUNG-Will you move an amendment then, and with regard to the legal question leave | the directors to consult their legal advisers ?
company it is moderate, especially in view of the fact mentioned by Mr. Ho Tung that when the company was not prosperous the directors did not draw their full fees. At the balf-yearly meeting Mr. Ho Tung made some reference to the market value of the shares. If you work that out you will find that during the last four years the shareholders' property Łas appreciated to the extent of some 400 per cent. The share- holders are $350,000 better now off than they were four years ago.
In view of that fact I think we can very well afford to vote some handsome recognition to the directors. I have much pleasure in seconding the resolution.
Mr. J. H. Cox-I should like the Chairman to inform us if the meeting is in accordance with the Ordinances of Hongkong. By how many shareholders was the requisition signed ? The CHAIRMAN-The meeting is called by the directors under the power given them by
the Articles of Association. It is not a meet- ing convened on the requisition of shareholders but a meeting convened by the directors.
Mr. J. H. Cox-I suppose I am correct in saying that any counter resolution I might more would not be carried. (Hear, hear.)
Mr. HO TUNG-We must take the sense of the meeting. If Mr. Cox has any resolution or amendment to more I hope he will move it.
Mr. J. H. Cox contended that accounts once closed by a meeting could not be re-opened, and added that other shareholders not present were of the same opinion as himself. He did not think it was competent for them to take 86,000 out of last half-year's accounts.
Mr. Ho TUNG-For my own part I think the shareholders in extracrdinary meeting hare every right to withdraw any amount from any account that has been passed.
Mr. J. H. Cox-My resolution would take the form that it is not competent for this meet- ing to take $6,000 from the accounts of the past half-year.
Mr. J. H. Cox repeated that accounts once closed could not be re-opened. He was sorry to go in opposition to the wishes of the greater part of the gentlemen present, but that was a
The CHAIRMAN-That is the resolution. It has been advertised as the resolution in most dis. tinct terms. It is competent for this meeting to pass it or negative it; but as you have raised the point I will read you article 57 of the Company's Articles' of Association. It says: The Company may from time to time by resolution passed by at least three-fifths of the votes of the shareholders present, such three-fifths representing at least 1,500 shares of the Company, personally or by proxy, at any extraordinary meeting repeal or make new provisions in lieu of or in addition to any regulations of the Company whether contained in the Articles of Association or not." This, Mr. Cox, I submit, answers your ques- tion. (Hear, hear.)
Mr. GEORG asked if it would meet with Mr. Cox's approval if the words "during the past half year" were taken out.
The CHAIRMAN-I am sorry we cannot amend it. We have no power to amend the resolu- tion. It must be accepted or negatived in its present form.
Mr. J. H. Cox-I submit that Article 57 does not apply. I read it before I came here. You are not altering any of the regulations. It is not a meeting called to alter the Articles of Association or the regulations. I am sorry the shareholders who are of my opinion are not pre- sent.
The CHAIRMAN—The resolution as worded provides that the money shall be taken out of the last half-year's profits. The accounts of the last half year show a balance which has been carried forward to the present half year. Out of that balance the bonus, if you, gentlemen, approve, will be taken. If no other gentleman has any remarks to make I will now put the resolution to the meeting.
Mr. J. H. Cox--I object to the resolution because this meeting is not competent to pass it. On the resolution being put 25 out of the 29 shareholders present voted, 23 being in favour and two-Mr. J. H. Cox and Captain Rowin against, the directors not voting,
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shareholders are not competent to take this $6,000 out of the accounts of the last half year.
The proceedings then terminated.
(REAT EASTERN AND CALEDONIAN GOLD MINING CO., LIMITED.
The following report has been received from the manager at the mines:-
Great Eastern Mine.-The drive north has been extended to 49 feet and we are now driving on a fine solid reef of three feet width, which when broken shows good gold prospects.
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The CHAIRMAN-Mr. Ho Tang and gentle- men, I thank you most sincerely for the kind manner in which this resolution has been pro- posed and accepted by you. I should like to state that before calling this meeting the direc- tors satisfied themselves that it was the wish of a large number of shareholders that, this bonus should be given, and in fact we have in the room proxies from absent shareholders whose aggre. gate holding of shares totals to something like 2,000. These shareholders have authorised us or gentlemen present to vote on their behalf in favour of this bonus; so that although we are sorry there should be any dissentients it is nn- doubtedly the desire of a large majority of shareholders that this recognition should tako We shall have to trespass place. (Hear, hear.) once more upon your generosity and patience in asking you to attend a confirmatory meeting this day fortnight in order to make the reso- Intion legal. I thank you again for the con- fidence you have in us as expressed by passing this resolution. I can assure you we shall in the future as in the past give great personal care and attention to your interests. (Hear, bear.) Speaking for myself, I have not the slightest hesitation in saying that by careful manage- ment your business can be made to yield you a very satisfactory return upon your investment. That is all the business, gentlemen. Thank you for your attendance.
Mr. J. H. Cox-I should like to say I have not the slightest doubt a large number of share- holders will agree with this resolution, but I go upon the legality of the matter. I say that the
Caledonian Mine. The drive is in 56 feet in very hard ground, but the country rock is be- coming intermixed with stringers of quartz, a sign that we are nearing the reef.
Bank of England.—The Shaft is down to 81 feet and the floor has sent the big reef clean into the hanging wall, whilst the footwall reef now crosses the shaft in north-easterly direction. The latter reef is as rich as ever, showing gold by candle light, but its direction will probably change again in the next 20 feet. The con- tractors are making good headway and we shall soon be down to 100 feet, when we shall open out.
Rise and Shine Shaft.-The contractors have not done much, owing to changing of mates, the shaft having reached the depth of 100 feet, but they of course only get paid for work done, which forms the great advantage over wages. We shall only have to go down another 15 feet before also driving here. The ground is very fine here and heavy seams of carborates of lime promise the neighbourhood of good gold.
Zula Shaft. We are busy sinking the well hole, and shall open out in about 8 to 10 days. The stone we are breaking in the shaft is rich in mineral and hardly a piece of quartz comes up without showing gold. The sensation of this field is the unearthing of a phenomenally rich rein on the line ofthis lode in the two acres lease further up in the creek, vide plan, called Pinker. ton's lease, about which I have written some time since. At a depth of about 50 feet they struck a reef 18 inches wide, and the quartz they brought to town is worth quite 200 ounces to the ton, not small pieces, but big chunks. The quartz is identical with our Zulu ore, but the main importance for our company lies in the fact that they are getting this. rich gold close to our boundary, from which it underlies into their ground, so close that an- other 10 feet drive at the most will bring them into our ground; we are therefore sure of rich gold in another part of our property, and we should lose no time in sinking there also. Be- sides, the underlie of this vein is westerly and in 60 feet more depth it will be entirely in our ground.
Surface Work.-Erection of office and bat- tery excavations are proceeding.
Part of the machinery is in Woodstock.
S. C. FARNHAM AND CO., LIMITED.
The following is the report of the Board of Directors presented at the sixth annual general meeting, held at the head office, Shang- hai, on 14th September
Co.
To the Shareholders of S. C. Farnham
Limited. Gentlemen, It is with much pleasure the Directors submit to you their report with a satisfactory statement of accounts for the year ending 30th June last.
The works at our new Cosmopolitan Dock are progressing favourably.
Mr. Jas. R. Twentyman returned from leave in December last.
The net profits, after paying all charges, amount to Taels 194,464.50, including Taels 18,356.95, carried forward from last year.
This amount the Directors propose to appro- priate as follows:--
Tls.
A Dividend of Tls, 12.00 per Share... 90,000.00 Amount to be placed to Reserve
Fund Amount to be transferred to De-
preciation and Maintenance Fund Balance to be carried to New
Account..
75,000.00
10,000.00
19,464.50
Tls. 194,464.50