INDO-CHINA STEAM NAVIGATION
CO., LTD.
IMPORTANT MEETING.
The CHAIRMAN-That can be done now. Mr. MORTON-My idea is that if we pass this resolution now the effect is that the business is done and over.
The CHAIBMAN.-So far as the resolution goen Special Report for the Hongkang Daily Press. that we have now to conflem, if it be confirmed
London, December 19th.
it is faished with,
Ma. Mo370N--The resolutions about these articles of association were deferred at the tast meeting till to-day.
►
Mr. MoT.-May I ask what is the mean in of the resolution you are submitting now?
An extraordinory general mooting of slure. holders in the Iulo-China Steam Navigation Co., Ltd., was held at the Lond: offlers of the Company, in Cornhill, on the 11th inst., for the The CHAIRMAN-Yes, the second part. I am purpose of confixing the resolution passed on | afraid we are is a little confusion, either you the 24 November, and for subdividing the shares or 1. The second part bezins on page 10, half in the capital of the company and for anking way down the pege, Additional resolutions," conergnons falslteratione in the articles of uncia- į and so on. These are subject to auch drastic tion, Mr. W. Keswick, M.P.. prosided, and there criticism as you oboose to give them i wore also present Mears. W. Paterson, Henry ¦ or to rejsetion or amendment if you like. Beagley (direeform), R. H. I. Burder, Jamıy Morton, J. R. Michael, John 8, Hogg and others. The CHAIRMAN explained that the business dine at the last meeting only required confirma- ́tion or sojection and could not be debated upon; though in regard to the authority given by the resolution then passed, and which he hop would be confirmed, they could, if ubosssary, discuss and delate upon the new propesuls and make such agiendments, as they thought fit. He proposed that the resolution passed at the general meeting of the company on the With November last be confirmed.
Mr. W. PATELNON seconded.
The CHAIRMAN-It is to confirm alterations in the articles of association. The send resolutions that we come to, act on the rewilation that we have now to confirm.
Mr. MORTONI was not aware of that, ir I understouil wo should have an opportunity of discussing all thoas amendemais very fully,
The CHALIMAN.---I may say I should ragir t exceedingly if you felt anything has been mith, or desired to call attention to any point, and bouure you cannot now Brend what was pass.d. You should move the rejection of the resolution so conlems. If you reject it the whole procedure would be upset, and we should be in chaos..
Mr. MicronTM Are "wỡ" to vodorerved if is impossible to amend these resolutions how?
The CHAIRMAN --Yes, (boss adopted at last meeting
THE HONGKONG DAILY PRESS, FRIDAY, JANUARY 18rx, 1907.
|
|
"regulation so made shall invalidate any prior Let of the Board which would have been validit
aneh regulation bad not been made.
words
"two
(4) In Article 27 the words "overy trasferofa | “ share aball he by deed” shall be cancelled, and the words the instrument of transfer of any
shall be in writing shall be subat.tuted e) In Articlo Bis the words "at least one therefor. And in the same article the words Direte" shall be substitute for the words signed both by the transforor and transferee "two Directors" in the place in which such inst and" shall be inserted after the word "Couuentkined words first occur, the word "the "pany."
Imantistely providing the
Dicuctors where such last-mentioned worda secondly occur shall be deleted, and the words More of whom shall be a Director in whose; "pisence the aral is no fixed "shall be inserted after the words "two Directora " where such (The following words shall-be-added at the dot-mentioned words wecondly occur.
en of Article 88, namely:-
(In Articlo 28 the words "(not being ono of overal joint holders) ** afl be inserted after the ackled at the end of the same article, namely: word "Meaber," and the flowing words shalt bo
And in chee of the death of any one or more reivors or aurviver of the executors ahol "of the joint holders of any regi-tered shares, the
"nistrators of a deceœseil aolo survivor shall be "the only persons reognized by the Company M "having any title to me interest in aneh wharee." Article 39, namely:
(a) The following netieles shall be inserted after
BORROWING POWERS.
A. The Board may from time to time at their ** discretion anise, or borraw, or secure the paymont of any anaror soms of weany for the pape of the Company, but so that the amount at any time owing in respect of aureys so rabasi, Ivorrowed or seeur d'hall not, without **actions of General Avoting, exceed the amount of the pup ital for the time inf
the Company," Novretheless, no lesder or other pecans deiling with the Cont pany hul boenncerned to see ringidre whether this limit is ofeerved.
30. The Bar y rain or seenre ther payment repaguent of sth mone, a in such manner and upon euch terus and enlitions in
"The Rand Are also authorised to pay ml of "the fauls of the Company all expenses of or "Conzuscled with the iange of debuntureis, siebenture "stock or other securities issued for the purpos "of the Company, and if the Company shall
at any time offer any of its shares to the “public for subscription, to exercise the powers "conferred upon the Company by Section of the Companies Act, 1, but that the cornis. Main stall pot exceed 15 per cent on the share **íu varli car offeres?,
(In Article 91 (hese sluzji ber substitutiyi for the words "all ta of a Bened the following worde, nunsely
"A acts on by any meeting of the Bouril or by Committee of the Hourd, or by any person **noting; tie a Biete ."
(r) The following article shal De unbestitateri for Article 92, aunty:
2. The mod shiel antiliflereits prescribed
all respect as they they think it, and inbyca Gommal Mooting be paid cnt of the find of particular by the immie of bentures Dr debenture vlock of the Company charged u au all or any part of the proper y of the Company theth present and future), including it uses Bed "mapital for the time being, or not an charged.
Debit uns, delentum stock or other rocurities of the Company may be made assignable, free from my oquutios botween the "Porgy ant te person, to whom the same * may be issued,
the Company by way of remuno ation de asiny fordduir sarvives at the rate of £1,50 iper anu “chd stuch venitration e saktery shall be tenert -to aceruo Pesan day to day and shall be divided į ** uning them in such proportions and manner ses the Board may from time to time deformine." irs The following artich shall be subfitantesk. for article 996, namely
-w
4. All moonys appogoiated to the reserves fund st hos enrried to a segnate mee al der that lading, in the bookauf the Company eloved to li to meet and provide against any *and the ishğrete; of speh fund are hereby din
** uaforosven contingencive, Jokes or extraordinary demands qen the fojany, erler via diri. “Aerdte, or for repairinge, injerasing or maintain.
PHOTO ALBUMS!
PHOTO ALBUMS!!
PHOTO ALBUMS!!!
LONG. HING &
No. 17, QUEEN'S ROAD.
CO..
185
THE LEADING COGNAC.
IS
J. & F. MARTELL'S BRANDY ***
AS SUPPLIED TO THE HOSPITALS.
PER DOZEN
$28.00
10% DISCOUNT ALLOWED UNTIL FURTHER NOTICE.
SOLE AGENTS:
TFHONK No. 185
38)
H. PRICE
& CO..
WINE MERCHANTS,
the eggonting that now numbered 2 be) etat e sharting from the derision of spectively an Leved 9 and 120,002, und 25 on,
stall in iued, be numbered in like a 21 the 70,111 umasued shares, if and when the
that the shares requersting thấy, which would twe" hasamuband 19300" he respasstively respectively numbered 19,601 and 189,591 and ing that which would have been numbered 49,50! |
39 The Directors shall canse a proper mister to be kept in arardanes with Sistion 13 of the Comput Act. 162, of all mortgages "and charges specifically affecting the property "of the Company, and shall daly comply with the requirvants of petion of vine Colupuures "Act, 190, in regard to the registration ofing any of the property of the Company and forbered 48 50 ml 100000 and the represent-
mortgage and charges thewin specified and
Mr. BURDER. Before the resolution is put to the meeting, Mr. Chairman, I think we should jike zotuo assurance in regand, first of all, as to the directam and dealing were especially with clause 71, “whereby a director can be required in writing by all Lis no-directors," and so on. At the present time, I believe there are only four directors va the Donid, and as the Chair- man promised at the last ordinary general meeting, hekl in June, that fra directors will appointed I stock like some nesprance on the point. I think the words of the clause are desire it, information on the now business lll omitted, the word "iɛsned" thall he | rather dangerous with only four directors. In submitted. regard to the debentures I should like to point out that, at the present time, the reserve fund. lîs all in shipe and steamors,
The CHACKMAN-To what clause do you refer, Mr. Budor?
Mr. BURDER-I am dealing with the issum of Gebenturea not exceeding the cunt of the Issued capital. I am dealing with the borrowing powers "whereby the company can borrow io debentures the amount of the paid-up capital of the company." At the present time the reservo fund of the company is all in ships and steamers. There is no actual cash reserve, and I think we should like an assurance from the Chairman whereby the roserve fand may be gradually placed in securities or cash, because if the Foard are going to borrow £300,000 the position of the company, would be unwieldy.
Mr. MORTOS.-All we have to do to day is 16 obtain further information on the subject =
The CHAINAN.It is to confirm or rejot the resolution. not-to-ser-it-But-to-obtain, if you
Mr. MORTON. You either reject the bot or condem the lot. That moms to me to be a most unbusinesslike way of doing it.
The CHAJEMAN-1 is thek gal way with u confirmatory resolutico.
DR
Mr. MORTONAL the last meeting I asked the question whether we, sbonld hare
opportunity of discussing theso. They are drawn up by a solicitor, and we don't understant them, end aules we understand them her çın wo veto open thêm. It was for that reason that I asked whether we should bave an opportunity of geing fully into them. If that is your decision I am very sorry, sir."
The CRSIRMAN.-What is it you desire to know
Mr. MORTON--I wanted to ask whether, when these shares are divided, the bolders of a small number of shares as well as the holders of a large, unmber of shares hare an equal power of voting at any of three meetings? The CHAIRMAN. --We don't interfere with the voting power.
..
"otherwise."
In Arlide 16 the words "lve or more"
substituted for this wolescribed," the word "upon which all calls or other sinus then dow Company" where that word first areas, and Jaye been pui 1" shall be invertel after the word the winds and the vovisions of Section 13 af the Companies Act, 1800, all apply shall b nabled at th-end of the same artic
(i) Article 48 shaft by runcelled.
In Article at the words "and not are than one enlunlar, month's" thall be omitted.
(The flowing articles shall be inserted after article 51, namoly -
other purposes at the Band shell in their beli lisciction, think conducive to the interests of the Company, The Holmay divide "the rewery funal into such special funds as they "think, with full panser to employ the user's constituting the reserve fund in the business of keep the de segurte from the other assets"
the hourly, but they shall not be bound to (2) The following sticka sh 11 ko inserted after
Article 10, anuely :--
100s. The Hoard tap wtain any dividend upon which the Company has a lin and any apply the same in or towards satisfaction of the delta, the liet exists. lisbilities or engagements in respect of whiel.
joon. Any General Me ging declncing a divių- end or bonus max direct payment of such divid.
se, and that the shares to be thered J toi 120,000 he called Preferred Ordinary Shares, and i those to be numbered 32:56 o to 210,000 les called | Beferred Ordinary Bar
12, QUEEN'S ROAD CENTRAL.
THE
ROBINSON PIANO
CO., LTD.
Probably it is better to read them through. TALKING shorton matters up to section e if you nako If you have anything to say it would perhaps
your remarks LOW.
Mr. MICHAEL-I don't think any metanks are necessary on these points.
The Causas (rending) →
ata. Whem it is proposed to pass a special "resolution, the two mentings may be convened
by one and the sun tice, sad it shall be notion of speeltic assets, and in particular of paid ford Ordinary Stars shall be entitled to a "objection to such astice that it only convenes being passed by the requisits majority at the ties second meeting continantly on the rea ution first nesting.
fecred Ordinary Shares and the holders of thraid
(c) Tizal as Tetween the holders of this quick_this= }
beams wholly or in part by the distribu-Deferred Ordinary Shares the hellors of such Pre-
6. The accidental emission to give notice "of a meeting to nay of the Members shall n
invalidate any resolution passed at any such "meeting."
be omitted and the flowing words shall b substituind therefor, amelyhos les carried, or carried by a particular majority, or lost, or not real by a particular majority."
(a) The following articles shall be inserted after Article 65, namely:-
The UNAIEMAN-Touching the latter part of Mr. Buider's remarks regarding the issue of deboatares for any Freh an amount that is, of course, out of the question. We could not deni with so much money. So far as the appoint stitution of article 17 that caused us to ask oud from place to place, bat no business
ment of another diretor is concerned we certainly hop that before our next general meeting a fifth director will have taken his rest. If he has not taken his seat at any rote there will be one proponed at the general meeting for appointment, but I hope we may have an addificual director on the beard before thatnesling. Our desire now is what it was when I last spoke on this subject some months ago, that we should select some one specially. acquainted with the trade of China and aut intimately connected with it. We have been forlunate enough in getting one director wace eur general" "mešling, or at about the time of that meating, who entirely answers to that requirement, and we hop, that by waiting a Little while we may obtain another. It not, gentlemen, we shall bars to do the best we can and make the best selection possible. But I _can say that it not beforo--certainly at our Bext general meeling there will be a fit director sppointed (Hear. Hoar).
Mr. BUBDER-Mr. Chairman, excuse nis ote mizate. Alcut the free of debentures. I think if you gave an ssurance at the meeting that only 64.9-ball of this amount will be issued for io three years it will be very satisfactory.
The CHAIRMAS.-I don't think we shall require more and hope the issue may be compara tively moderate. Even to one-half we don't in tud to go if we can possibly avoid it. I don't see any occasion to go to it if we can obtain money in more reasonable terms through debentures--and we eonkl issue debentures on reasonable terms and pay them off and so liberate the capital of the Company, it would be of advantage to shareholders. They would derive a better dividend.
Mr. MOETON. -It was in regard to the sub-
that question.
The CHAIRMAN. “That article 17 shall be cancelled and that the following article shall be subaliluted therefor "
Mr MORTON.-Yes.
{
B. Any poll duly demanded on the election of a Chairman of a meeting or on any question *af adjournment shall be taken at the meeting "auri without adjournment.
preferential divini
Company, or jail-up shares, debentures or the rate of 51 per cent per annu up shares, detentores erdelenlige stick of the fixet eurulative "debenture stock of any other company in
#1
* any one or more of evich ways, and the Board
+
How to here to state that representations
shall give effect to any anch resolution; and, having been made to the Board that per "where any difficulty arise in regard to the cat is a rate of interest on the cumulative pro-
distribution, they inny settle the anons they
reengsize that £6 per cent will throw the ordinary share a little into the back ground. I trust bowerer that the company is suficiently
allow of £6 per cent, without injury to the vigorous and will be niently proßlable to
MACHINES
AND
RECORDS.
NEW STOCK JUST ARRIVED.
MUSIC:
LATEST COMIC OPERA SCORES
AND
DANCE MUSIC
JUST ARRIVED,
F37
Hongkong, 29th November, 1908. residue thereof shall be applicet in payment of "a dividend on the Deferred Onlitary Shares of the Company in proportion to the capital standing anything contained "paid up thereon, Provided that notwith-
ik article
this the Bord zay it
any year
(1) In A tide 65 the work is carried shatisk expedient, and in particular, any inferred shares considered too low, and that LARGE AND VARIED ASSORTMENT
frnotional cortilentes, and may fix the value fa per cent ought to b.salutituted, wo have given m distribution of such specide a-sets, or any part the matter consideration, aud, we cannot but thereof, and may determine that esa ya ahall be made to any members upon the footing "of the Talue se fixed in order to adjust the rights of all parties, and may vost any such 5. The Chairman of a General Meeting the persus entitled to the dividend ng may seem. “specific assets in Trasters upon such trusts for my with the consent of and shall ifs directed"expediat to the Poard. Wherequisite, a pro "by the meeting, aijonan the wine from time to
"per nutract shall be filed in accurance with *shall be transced at any adjourned meeting Hourd may appoint any person to sign nekeon-qur proposition by changing the into £$ Section 7 of the Companies Act, 1901, and the ordinary slurs. If ít be your wish we will amend
maeting from which the adjournment Look "other than the business left unfinitis at the tret calf of the persons tilled to the (applanse.) Therefore, I will read the £5) as dividend and such appointment shall be effectire. *place
10 transfer of aures shall not pass the £6 per cent, and the lines would therefore read. right to any dividend declared theroon before the holders of such Preferred Ordinary the registration of the transfer.
1006. "Any one of acveral perenz who ne regis. share shall be entitled to a fized cumulativo tored a joint holders of any share ar Live preferential dividend at the rate of £6 per cent "c. The demand of a poll shall not prevent«ffected ceipts for all dividends and payments per sunum. *the continun of a meeting for the trin action on scrunt of dividends in ropect of such share. "of any business other than the question on which
on the cupita paid up on sucle Preferred "pell has be a domande.
1. Unless otherwise directed, any dividend Ordinary Shares put to no more than wech “way he pair by chaque c warrant sent through dividend and that in the event of any return of thepost to the registered address of the Member capital being made upon a winding up or other shape or form, with the voting power. It will shall be substituted therefor, namely the first on the register in respect of the joint hold-
the of "shall be omitted, and the following word registered address of th tone who e me statsbarca skolas between themselves and the romain exactly as it is.
Moraper whose most s first on the registering and every cheque or warrant so seat shal hereeportively entitled to receive the full naisal pay an interim dividend on the Ceferred Orli
made without javjalice to the said proferentia! hters of the Bald Deferred Ordinary Shares dividend up to the end of such year declare and and other, shall be entitled to vate m ale payable to the tor of this person to whom aupants of the said Preferred Ordinary Shares y flareu of the Company in respect of the rospect thereof."
(The following article shall be substitutel
beli by them respectively and all areas of Erst half of each your and by way of dividend on for Article 62, namely
deficiency of their said preferential dividendesunt. The Board any also from time to tirs whether declared or not up to thecommencement pay such interia dividends on le fraferrad of the witching-up for any reform of capital irdinary Shures as in their judgment tác posi. aande to the hollars of the grid Deferred Ordinneytion of the Share, bat that the Builders of the sit
› Comp my justifica," Preferred
(e) Alter aneh bow Article 17 the following Ordinary Blares shall Not entities to any further share in the rphis
article 1 be added:- asis of the Company: provided that the of the Company is Eleneral Meeting, deel 104 "57A. The Directors way, with the sanction hirectors suny itr ny year in which individend to be paid to the Meakers necording to their canion such payment way he made without their rights and interests in the profits, and may projedice to the said preferential dividend up to the ting for payment." the end of such year declare and pay an interim dividend on the sail Deferred Ordinary Sharesin That is the second resolation which I submit, respect of the first half of such year.
gentlemen. Will some one second it?
Mr. BEAGLLY. I second the resolution. The resolation was carried naanimously. Mr. BURDRE-May I ask how the Board
The CHAIRMAN. The roting power is exactly as it was. We don't interfere with it; but in proposed, aut confirmed, to-day, it is stated that the second series of resolutions which will be
We do not propose any interference, in most only shall be entitled to vote in respect entitled, or in the case of juint holders, to the wise, the holders of the raid Preferred Ordinery in which in their opinion aneh payment any las
we can attach certain conditions to the isstio.
to the position of depositors provided d›ben.
Mr. J. 8. Bone inquired of the Chairman as
fures were issued.
(1)In Article 60 the concluding words "o
↑
Mr. J. R. MICHAEL.If we are going to eauf any share held by him alone or jointly to be 62. No Member shall be entitlul in respect firm these recolations which deal with £1 per
cent--
The CHAIRMAN-We will come to that
presently. We want to deal with what we did at the last meeting by confirming the TeBola'ion.
The motion confirming the resolution pasaert and carried unanimously. ou the 6th Novelaber was put to the meeting
The resolution was as follows:-
RESOLUTION.
That the Article of Assuciation of the Company begáltered in manner following --
the following wools:- (a) her child-dysulder at the end of Article,
The Boned may also isste day of the states which fee the time ing shalt fo issuable ered itolas fully pail insatisfaction of any disident
Jonas whether much dividetal or out shall be teclad to bu payable out of pony
fund of 16 Company
others
**PPCTVO
Mr. Brener, Will the reserve (unl be con- the fear and latil serve the provisions
verted into cash?
present, or to vote on any question either personally or by proxy, or as proxy for another Member, at any general Meeting or upon apoll, torbe mekon zel'in a quoruta, whilst any call or "other mineshall be law and payable to the Company in respect of any of the shares of such Meriler
it is sent.
ACCOUNTS.
other places or places as the Band think if
1. The bokef decount shall be kept at "the registered ofßee of the Company or at anch
10,33 leard abit from time to time determine whether aut to what extent and at what times and places and unter what con- "ditions or regulations the neeeats end books of the Coop by or any of them shall be can for inspection by the Memus; an ao Mber bull have pay right of inspecting any account " or book er document of the Company except as confered by statute or cathorized by the Band "or by a resolution of the Company is Generál
Mee ing.
(e) In Article 71 the words or make an assignment for the fit of or an arrangement with the greater part in huber and value of his credito "slaill begonittedand the followlog worda ball la stituted therefor, namely:- "or conapound with his litors, or accept or **hold any other clicy on plans of predit urder
the pompany except that of Maging Directer delivered in the ordinary course of the by authorized to do all sneh nets and things ne
Thru the maid divisions Ball be made on and Day In Article 162,' the words “at the time whal Strike vitnet na from the Ja day of Janstory, when in lesec containing the same would base, and that the Directors He mud they are here
or Manager og Truster of a deal for caring all be vuitted, nu the following wer-ls { Pary, may dean expedient for the purpose to Droposes to issue the zer shares of the
**dents or debenture stock of the Company,
be request in writing by all his co-Direct
all he altituted thereto, namely the effecting the said division.
app containing the anae in posteȚ
The CHAIRMAN.We have not yet considered how that can be done. Of comino they cauuvÉ ·
day following that which the envelope or Thut resolution No. 1. I move company? I resign or be absent from the meetings of the Directors during a period
adoption. Hrbe "Calendar "months willout" special leaves of phrenico Irera
his eu Direntats.
ig: The following actiele shall be inserted after Atiebe 79, namely
7. The meetings and prowlings of any mch Comesittee. Pusisting of ten or mare
6) The Sallowing article shall be inserted after Article 102; manly -→
Mr. PATERSON -I beg to second. The motion was carried unanimously.
be issued at a dirent. They must be at par
62. (1) If B e Company shall be wound up. whether voluntarily or otherwise to líquidators "mag, with the sanction of an extraberdinary
TŁO CHAIRMAN. --Now the gasand resolution. | or above it, and it will be for the board when resolution «lvide muning tau.contributories, in 2. That on and from the 1st day of January, the time comes to think of how best that should "specie or in kind, any part of the ag.64% of the 1907, the Articles of Asiointioa be altered in bu dose-whether by submitting them to the "Company, mul mag, with the like sauction, vest | marmer following:--
trustees upeach trusts for the benefit of the ing artir e shall is substituted therefor
44 Article 3-hall be cangeliod and the follow shareholders at present interested, which would be the fairest way, I-ibink, or simply by an with the hhe saction, shall this kit. "contribute or ray of them, at the liquidators. The wanital muital of the Company is announcement that a certain number of shares **£1,200,000 divided into 120,00 Preferred "Or-
wise and in the most of my shrestlers. elm begavened by the provisiosny part of the assots of the Company in being an
and presodinga of the Birreture so far as the issurd the Board may exrvise hewin rantail for regulating thus meeting
e are noplicable thereto and are "hed by any reghtlations made by the Directors
under the lat przesling clitre.
ferved by and contained in Artide job as to *** the issue of fractional certificates, the sling of “a proper exstruct and otherwise.”
(That Artiek: 17 shall be cauce-Vel and that the followingatiele cha 1 be substituted therefor, anely-
The CHAIRMAN-I think that is the right destination of a reserve fund when a company has reached a position that will enable it to maintain its 74509 ve in a liquid form and nat in its business. Hitherto requirements of
17. The Company may by special resolution “auħadívido ar by ordinary resolution consolidate xtension of building baso justified the applicuits shares or any of them. The special resolu- tion of the reserve to the payment for ateamors.
tion whereby any abares is sub-divided my de Fortnumtely it has proved a very entisfactory
terame that a between the hell of the
resulting way up to date of dealing with that reserve. I
from auch sub-divi- "sien one or more of auch shares slid have any think now that we bars preference shares and preference or special advantage as regrets doteutures we might be wiss in bare the compared with the others or other."
"dividend, eapital, roting or otherwise over or as reservo readily available for contingencies.
Mr. BURDER-I am much obliged, Sir. The CHAIRMAN-I now pnt the resolution.
(e) The following acti-le shall be inserted after Article 10, namely
"any class junkess otherwise provided by the
(e) In Articks the following words shall be inserot After the words "tatement of tsely-together with a report
** the Hoerd is to the state and con
dition of the Company, and as to the ant which they recommend to be paid out of "the profits by way of dividend and bonus to the propose to carry to the reserve fond according Members, and the amount (if any) which they "to the provisions in that beinlf hereinafter "Boutainal.
(s) The following article shall be substituted for Article 83, monoly--
duties regulated in meoriance with the Co- 83. Awitors shall be appointed and their *panies Act, 1900, Section 21, 22 and 23, or any
"torms of issue of the shares of that class) may for Article d, namely:-
(t) The following article shall be substituted
(2) If thought expedient say xuma division "dinary Shares of £5 ch and 120,000 before will bo inned than completing the frst issue of may be otherwis, than in accordance with the | » Ordinary Shares of 25 ech, and the holders of 60,000 shares. We could not very well to-day legal rights of the contribute rind such Preferred Ordinary Shups are entitled to! particular any class may be giv preferential such rights as are confrared upon them by the ay how that is to be done, bat I think that the or special richte, or may be curindad sitogether"'ntion of the empay whereby the shares abareboilers at the time of ikis proposal should or in part, but in cun any division cfhowi-o | “in the original capital of the Company were have the offer of thêm. I don't think there is than in accordance with the legal rights of the "rub-divided into the classes of resaid.”
"vontributories shall be determined on, any Article 6 shall be canceled and theything further, gentlemen, to state. Thor contributory who would be prejudiced thereby following article shall be substituted therefer, is all the business. We shall have a confirmatory shall have a right to dissent and ancillary righta mamey –
meeting in regard to these second resolutions, "as if such determination were a apertal resolution
The Board any allot and is the shares we have passed to-day, on the 27th inst. I "pissed paruant to Section 161 if the Companies" of the Company' to sack persons on such tpros
Act, 1862.
"unal conditions and ne uch times as they think am much obliged for your affondauca, (3) In case day of the shues to be divided ast. Profidei always that if and when the Mr. MICHAL-I bare now much pleasure "aforesund involve a liability to calls or otherwiuumber of the issue shares of the Company in proposing a vole of thanks to the board for "any person entitled under ruch diví io ‹ to any of either of the classes mentioned in the lust
101 the
Mr... HORUT-I-have-much pleasure in seconding that resolution. I hope the reserve fund will soon be converted into cash.
of the said shares mag within ten days after the preceding articio al amount le 90,000 no acceding to the wishes of shareholdere. *IDA. If at any in the carital is divided intostitutory modification thereof for the time tuingin writing direct the liquidator to sell birthe Hoorl without the sanction of a General preferred ordinary sharos, from 54 to 6 por
"passing of the extraordinary resolution by notice further shares of such claws shall be issued by in altering the rate of interest Mr. MORTON-At our last meeting I under-different classes of shares, the rights attached to in fores
the liquidator skull, if pretenble, act record- proportion and pay him the pet procencia and [ " Meeting of the Company,' holders of three fourths of the issue shans of Company shall be vested in the Pond yigin. "be varied with the consent in writing of the
cent, and I hope there will always be good 8. The management of the Lusters of the
ingly.
harmony between the board of directora "and "thust class, or with the auction of an extraordi.addition to the pores and authorities by these There may be as much discussic as you please
the shareholders. The Chairann-Now, gentlemen, we proceed.
every sach separate General Meeting the pro-gth nets and things as may be exercised or done following resolution - "Meeting of the borders of the ahses of the class, this way ezione all such powers sad de ull the "Tyresolution passed at a separate General "articles or otherwise expressly conferred
new resolutions, I propose the "visions of theng regulations relating to General "by the Company and are not hereby or ty
Meetings shell stutis mutandis apply, but so
3. (4) That each of the existing 130,000 shares "statuta expressly directed or required to be of £10 each the Company's capital he divided "thut the necessary quorum shall he two persons **at least holding or representing by proxy one-
"exercised or done by the Company in Gomel into two shares of £5 each, The CHAIRMAN.-You asked to have them "third of the issued shares of the class."
"Meeting, but subject nevertheless to the pro- (b) That the shares resulting from the division visions of the statutes and of these articles and of each of the 19,589 issued shares be re-numbered (d) In Article 25 the word thirty" all be abstituted for the word "twenty-one,"
"to any regulations from time to time made by the so that the also representing that now numbered Company in General Meeting: prasided that no 1 be respectively amabered 1 and 120,000 and
stoed that an opportunity was to be given of fully discussing the various amendments in this paper. I ask the question becauso. I was not prepared at that meeting to go fully into the instier. I anderstood that all the shareholders would have nu oppertunity of disenssing thesa articles of association. I was deaured that such was the case,
zazd seriafin?
Mr. MOBTON-Yes, Sir.
·
upon
Ia Articles 18 and 3 the unter 1,000 shall be substituled for the number
ing article shall be substitutes therefor: - Wherever such last-mentioned number coeurs,
(d) Article 97-hall-bo canettist and-the-follow-
7. Subject as aforesaid the profits of the Company which it shall from time to time ku The CHAIRMAN.I thank you, gentlemen, "determined to divide in respect of the gear very unch. We always appreciate knowing
and of every subeequent year commenting on a commenting on the 1st day of January, 1907, that what we do is satisfactorily regarded, and wo de trust that the changes which are row in 1st day of January, shall he applied first in pay process of being effected will be to the strength most of a cumulative preferential dividend at ning of the company. The company is a the rate of 25 per cent per annumu upon the splendid one, and I think we have all reason to capital paid up on the Preferred Ordinary be well pleased with it. Shares of the Company for each year and the
The meeting then terminated.