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THE HONGKONG WEEKLY PRESS AND
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Mr. E. 8. JOSEPH- · Mr. Chainman, In your reply just now you said we were not dealing with cash in our hands, but would have to borrow this money. Have we ever paid a dividend with cash in band?
The CHAIRMAN-Well, I would like to look that up.
Mr. JOSEPH-I know it is not sa. We have never had cash dividends.
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[August 25, 1902. amendment was carried easily. The result was received with applause.
Mr. SHARP I desire a poll, Mr. Chairman. The CHAIRMAN- If there, are five share- holders who desire a poll so as to give absent shareholders an opportunity to express them- selves I shall be happy to call a poll,
Five shareholders having signified by bolding up their hands that they demanded a poll,
The CHAIRMAN said-I have been asked to call a poll, and that poll will be taken three months from to day to as to give absent shareholders an opportunity of expressing themselves.
Mr. S. A. JOSEPH-Why should it not be three days?
The CHAIRMAN—The only object of calling a poll is to give absent members an opportunity of voting. If we wanted to settle it by a show of hands at the meeting a show of hands would si do, but the object of a poll is to give absent shareholders an opportunity of voting.
Mr. JOSEPII Was that done before? The CHAIRMAN-I am quite right in this. The meeting stands adjourned until three months from to-day, at the same hour as this meeting was called for. Due notice will be given. Mr.LADE-Might I ask another question? How soon will the circulars be sent out?
The CHAIRMAN-At once. The minutes of this meeting will be printed and circnlated and a copy sent to each shareholder.
Mr. T. ARNOLD-Can't you give us 86 on account? (Laughter.)
The meeting then dispersed.
OLIVERS FREEHOLD MINES, LD.
An extraordinary general meeting of the abore Company was held at the offices of the Company, 38 Queen's Road Central, on the 22nd inst.. when the resolution, which was passed at an extraordinary general meeting of the Company held on Tuesday, th August, was submitted for confirmation as a special resolution, namely:
That the Company be wound up volunta-
The CHAIRMAN-But, however, that does not rily, and that Arthur Rylands Lowe, of alter the facts of the case.
Mr. JOSEPH-This is not the first occasion we have not had money in hand.
.written off the value of the Dock establish- they stand to-day, without shareholders having ments. &c., viz., $219,437.76, be reduced to been called upon to directly contribute & dol- $169,437.76 and that the difference of $50,000 belar, I think you can give your directors and appropriated for an addition to the bonus at the management in the past the credit of enabling rate of $1 per share.
you to knock that old argument on the head Mr. A. Ross-I rise to second the amend that it is more blessed to give than to receive" ment. I should have preferred the sitting-down and dem ustrate their earnestness of purpose attitude with the uplifting of hands in favour by confirming and acquiesciug in their recom. of the report and accounts rather than the stand-mendations. If, after the foregoing information, ing-up attitude opposing their passage. But you insist on my putting your amendment! I think at the present functure the directors to the meeting and it is carried by show have hardly treated the shareholders fairly of hands, it can only be regarded as (applanse) in cutting down the dividend which unjustifiable rote of want of confidence in your they propose to give us. I have never been a directors. most, if not all, of whom are the clamourer for large dividends, but I believe in largest and most consistent supporters of the the fair and impartial administration of the Dock Company, and it would, so far as this affairs of the Company, and I do not think the meeting is concerned, be so regarded by them. present accounts show that. Therefore I second What would then follow ? A demand would no the amendment and hope that the directors will doubt be made for a poll, which under the unanimously shell out the extra magic Mexican articles of association I would be compelled to to a degree that will ensure the confidence of the call for. if requested by five shareholders pre- shareholders.
sent. If a poll were decided on the Chairman The CHAIRMAN-Before putting to the is empowered to fix and announce the date and meeting the amendment, which naturally must hour for the same to le taken, and as your come first, I should like to make a few remarks directors decline to sul uit to a vote of that which may possibly have the effect of causing sort from the shareholders only represented it to be withdrawn at least I hope so.here to-day, the Chairman might feel disposed, Reference has been made by Mr. Michael to a as that is the object of a poll, to give all share. serious mistake made by the Board in the holders of the Company at home and through- appropriation of profits, and while he laid stress out the East an opportunity of expressing their on the fact that something like 59 or 60 per opinions on the subject after a perusal of the cent. of the profits bad been written off. he has minutes of to-day's proceedings, which would not said anything as to the fact that over 80 be mailed them, and which, as it would take per cent. of the net earnings for six mouths is three months to hear from them all, would being paid in dividends. He has also made a simply delay the passing of the report and few remarks dealing with that excellent in- accounts that inuch longer. stitution the Hongkong and Shanghai Bauk, whose policy he approves, but when your Board is endeavouring to follow a similar course he condemns it. I have made a few notes and a few £gures in anticipation of something of this kind happening, and will now read them to you. There are a number of reasons why a larger appropriation to shareholders than $30,000 out of a net earnings of $375,460 86 should not be made. (1.) It is a most liberal appropriation. and, as previously pointed out in my speech, the largest under the circumstances ever paid in the history of the Company. (2.) It is not cash in hand we are dealing with, which it would be quite competent for us to vote away as we liked, but the question we are voting on is how much money we cau afford to appropriate to our- selves after having to borrow it, and that question has been fully and carefully considered by your directors, who did not and do not feel justified as business men in asking the Bank for a larger loan for dividend purposes than $300,000, against a net earnings of $373,460,86. It is only natural to credit well managed banks and monetary concerns with having a tail, resem- bling very much that appendage of the British Lion, which it is not wise to twist too far, and that is the proposition we are up against to-day. (3.) Your directors fully realise their responsibility in the management of this magnificent property of ours, and in laying our report and recommend- ations before you you can rest assured of having received the combined deliberations of a body of practical business men You cannot eat your cake and have it. Neither is it wise to milk your cow too dry, and, in the hope of convincing you of the unreasonableness of this demand for more dividend, I would point out, that in the last seven years out of a net profit in working of about $7,000,000 you have received about $4.000,000 in dividends and nine-tenths of a million dol'ars in scrip bonus when our capital was increased early last year to that extent. Because last year was a memorable harvest to shareholders-receiving,
Mr. H. W. SLADE-Mr. Chairman, I had as they did, $72 in dividends and $75 in scrip not looked at the figures before I came here, bonus, totalling $147 for every $125 share they but I bave heard Mr. Michael's speech and 1 held, and bringing about as it did unwarranted have heard your speech, and it certainly appears over-speculation, with disastrous results perhaps to me that in this matter the Board are entire- to many, it should not be expected that it will,ly right. We have not the money, and we and I can assure you it does not, influence your have to borrow the money to pay this dividend, directors in their deliberations as to what is and as the Chairman has said, there is a certain best for the interests of all concerned. (4) limit-well, I will not say to the Company's Then again, with the above facts before you, it borrowing capacity, but to the advisability of must not be forgotten that, in the same period, borrowing and the amount to be appropriated while about $2.400,000 have been spent out of for dividends, $300,040, sems to me ample. I earnings in additions, extensions, and the don't think that under the circumstances the necessary substitution of new and modern for shareholders are quite justified in asking for an old and obsolete machinery, only about extra dollar dividend,at any rate for this half-year. $1,325,000 have been written off the value of TheCHAIRMAN-If there are no other remarks your property, and when you consider the I shall now put the amendment to the meeting. enormously enhanced value of our works as On a show of hands being taken, the
The CHAIRMAN-But I might say that never before was there such a balance in hand. The balance instead of being $1,300,000 is to-day nearer a million and a half; at least, it will be when we borrow this $300,000.
Mr. J. R. MICHAEL--Having made the amendment and having been asked to withdraw it I would do so, but I cannot see that the reasons given by the Chairman are strong enough. to induce me to withdraw my amend ment. He said the directors have considered very carefully the payment of t e dividend of $300,000 out of the $373,000, but he forgets that $420,000 bare been carried over for the adjustment of dividends-
The CHAIRMAN-No.
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Mr. MICHAEL-And that that represents a total of $782,000 profits. The second thing is that he has not satisfied us with any tangible reasons showing why the Company, which has made $900,000 in profit in a good half-year, should have written off only 20 per cent. as compared with 58 per cent, written off in the leanest half- year they have had. The Chairman seems to put a threat before the shareholders that the director will consider my amendment a slur if carried, but I do not think so. I put my point simply in very plain words.
The CHAI MAN-The question for considera- tion is the amount of money we are justified in borrowing for dividend purposes
Victoria, in the Colony of Hongkong, chartered accountant, be and he is hereby appointed liquidator for the purpose of such winding up." (Chairman). A. H. Mancell, Lan Chu Pak, J. Those present were Messrs. Hart Buck A. Jupp, W. D. Sutton, A. P. Nobbs, Wong
Man Lam, and J. L. Cotter.
The CHAIRMAN said-Gentlemen, Atour last meeting I think I explained to you fully the reasons we have for making the proposal to go into liquidation and I do not think it necessary to waste your time by going over them again. further information, before I put the resolution If, however, any shareholder wishes for any
to the meeting, I shall be pleased to give it.
No questions being asked, the resolution was put to the meeting.
Mr. A. H. MANCELL seconded and the motion was carried unanimously.
QUEEN MINES, LD,
An extraordinary general meeting of the shareholders of the Queen Mines Company was held on the 22nd inst. for the purpose of con- firming as a special resolution the following resolution, which was passed at an extraordinary general meeting of the Company held on the 5th inst., viz. That the Company be wound up voluntarily and that Arthur Rylands Lowe, of Victoria. in the Colony of Hongkong, chartered accountant, be, and he is hereby appointed liquidator for the purpose of such winding up."
The CHAIRMAN said-I do not think there is anything I can add to what I have already told you at the last meeting, and unless any shareholder has any remarks or suggestions to make I will simply put the resolution to you
Mr. LAU CHU PAK seconded, and the motion was carried unanimously.
Shanghai being apparently unwilling to find the money for the proposed boxing contest for the Light-weight Championship of China between Jack McAuliffe and Billy Bellew (forn erly of Manila), it is possible that the fight will come off at Tientsin in about eight weeks' time, if McAuliffe's engagements at the Hanoi Exposition permit him to remain in the North for so long a time.
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