Page
S. MOUTRIE
LIMITED,
INTIMATIONS
& Co.,
SOLE AGENTS
for the famous
WEBER & ALLISON
PIANOS
BRITISH-MADE THROUGHOUT.
NEW
MODELS
JUST RECEIVED.
INSPECTION INVITED.
DE
THE HONGKONÍ DAILY PRIS DÉSDAY, JANUARY 18TH, 1815 -
(29.2
VILLIERS
ILLUSIONIST.
WITH HIS COMPANY OF SONG, DANCE AND MUSICAL ARTISTES TABLEAUX VIVANTS, ETC.
MOVING THEATRE,
KOWLOON
(NEXT TO POST-OFFICE).
THURSDAY, JANUARY 20TH, AT 9.15P.M.
FRIDAY,
JANUARY 21st, AT 9.15 P.M.
SATURDAY, JANUARY 22ND, AT 5 P.M. AND 9.15 SUNDAY, JANUARY 23RD, AT 6 P.M. AND 9.15
All Performances-2 solid hours' entertainment.
COMPANY MEETING.
HONGKONG AND WHAMTOA DOCK CO.
The adjourned general meeting of the Hongkong and Whampoa Dock Co., Ltd., was held at the Company's offices at DOOR. Mr. S. H. Dodwell (Chairman) presided, and there were also present The Hon, Sir Paul Chater,, C.M.G. tho Hon. Mr. D. Landale, Messrs. H. P White, D W Craddock and A8
Drinbar C
Hough, H
D. Wilkinson, G Looker, P. Tester, J. H. N. Mody. F. B. L. Bowley, PE. Kwok, C. F. de Carvalho, S. Michsel, Wong Lin Tai, E. D. Haskell, and R. M. Dyer (Chief Manager).
Sorenson C
angelice convening the meeting having been road,
The CHAIRMAN Suid-Since this meeting was adjourned the discussion which was then proceeding has been concluded and an Agreement reached on the outstanding point. The Resolution for the adoption new Articles can accordingly be pre eceded with,
of
As you know, the proposed new Artides led to representations as to their arend ment in certain respects being made to
Your Directors. These representations
disclosed the existence of apprehensions that the Directors, for their own private advantage, were endeavouring to gain a greater control over the Company than they have at present, with a view to depriving shareholders to a large extent of the voice they now have in the Com pany's
y's affairs. I need hardly say that nothing was further from the minds of the Director, and that such apprehensions are entirely groundless,
That paragraph (h) of Article 80 be eliminated and the following paragraph substituted therefort--
JAPAN'S CHINA POLICY. STATEMENT BY WASHINGTON.
EMBASSY
Lany
(b) A Director who is a member of, or Director of, or a member of the Consult ing Commitice of, or otherwise interested in, a-Public Company which is interested ject of a formal statement recently issued Japan's policy toward China is the sub- in any contract or arrangement brought by the Japanese Embassy in Washington. "p for determination at any Meeting of declaring that China was advised to post- entitled to wrote as a Director in respect of only with the view of avoiding the Directors shall notwithstanding be pone a change in her form of government. such contract er arrangment provided:- untoward development in the Far East (a) That he has disclosed his interest in which might add one more disturbing ele such Public Company before such comment to the already complicated world tract or arrangement is voted upon by situation, and denying reports that the Directors.
Japan is being used as a base of Sun Yat (b) That the Public Company so interest Ben's activities against the proposed won-
ed is not ▲ Company whereby a private archy in China, firm becamo incorporated and,
*Certam reports and comments, cal- (c) That he is not a General Manager ofculated to damage in the eyes of the Ame
the Public Company in question and ican public the integrity and sincerity that the firm in which he is a partner of Japan in ber Chinese policy,"
save the or which he represents are not the statement, "have appeared in some of the General Managers or feneral Agents New York papers of the December 10th of such Public Company.
and 11th. The imputation they convey may possibly have their origin in a simple recently addressed to China by the catente fact of Japan's participation in an advice Powers to postpone a change in the form of government. The advice was dictated by the simplest and purest of motives, that is, to avoid, particularly at this time any untoward development in the Far East which might add one more disturbing element to the already compacated world situation. Nothing more ner less.
Savo us above provided no Director shall as a Director vote in respect of any contract or arrangement in which he is interested and if no do so vote his vote shall not be counted,
That Article 6 be amended by the substitution of the word "five for the word "seven in line four thereof.
That the following new Article be in serted atter Article 96:
The Japanese Embassy has received from Tokio a cab.e dispatch which autho rize it to state that from no quarter in Japan have arms been supplied, or assist- acou any form been given, to the re- volutionary elencats in China, nor has The any instigation been attempted. allegations that Japan is being used as that the Japanese are actively co-operat a base of activities by Sun Yat-sen, and
The Company may by Extraordinary Resolution remove any Director before the expiration of his term of office and appoint another person in his stend: The person 80 appointed shall hold fico during such time only as the Director in whose place he is appointed would have held the same if he had That the following words be added at the end of paragraph (a) of Article 88-
"A Director who is entitled to vote (asing with him, are equaly unfounded and provided by Article 90 (b)) notwith untrue, to the best knowledge of the standing his interest is to be counted in Japanese Government, which is taking quorum, but otherwise a Director who every measure of precaution against such is interested is not to be counted in a
attempts.. quorum.
not been removed.”
be eliminated from line seven of Artice 107 and that the following words be sub- stituted thereios subject also to such (if any), regulations to sheh the words not being inconsistent with such provisions or theso. presents "be liminated from lines eight and nine of
The reports such as that the Japanese
movement. would succeed if something ist December saying that the monarchical were not done quickly, or that Japanese warships are being rushed to Shanghai hardly merit refutation.-Japan Adver can only be characterized as wild, and
tiser.
The Directors thought it desirable to have new Articles because, since the pre sent Articles were adopted a number of years ago, Companies have developed Chormously as a part of the edifice of commerce, and the complexities attendant on modern business tend to increase from That the words "to any regulations Contul at Shanghai ́cabled to Tokio on day to day. Such new conditions require new regulations to meet them......... ...*
In addition to this, many important changes have been made in the laws by which Companies are regulated, and mary decisions have been given affecting Ar- ticles as originally framed. The result has been to render obsolete, to a large extent, old Articles like ours and to make it desirable that new ones in more modern form should be adopted. We socordingly requested our solicitors to advise what changes were desirable under these circumstances. They inform ed us the only practical step to take was to have new Articles altogether, and we gave instructions that these should be prepared. Savo in one respect, rolating. P.M, to the date our accounts were to be made P.M.up to, we gave no instructions as to what
PRICES OF ADMISSION:
EVENING 9.1 T.M
MATINEES 5 DE 6 PM.
tet Class
$550
2nd
*1.00
3rdl
0.50
1st Class 2nd 3rd
$1.00 0.70 0.40
Gallery (Asiatics only)
0.20
0.15
..
+
Gallery (Asiatics only) Children under 10 years of age-Soldiers and Sailors in uniform-Half-Price to 1st, 2nd and 3rd Classes only. Hoazkeng, 18th January, 1916.
[187
THE AUSTRALIAN ORIENTAL
LINE.
BONGKONG to PHILIPPINES AND AUSTRALIAN PORTE.
SAILINGS (NUBJECT TO ALTERATION),
Steamer,
"CHANGSHA "
* TAIYUAN "
Arrive Hongkong from Australia.
18th Jan.
20th Feb.
Have HongKong for Australia.
28th Jan,
28th Feb.
These Steamers are fitted with Refrigerating Machinery, ensuring a plentiful apply of Ice, Fresh Provisions, oto, and have superior aoromn odation with Electrin Light throughout and Electric Fans in the State-Rosins. A duly qualified Doctor is carried. Redwood Fares. Cargo booked through for all Australian, New Zealand and Tasmaniaa Ports.
For freight or passage, apply to
Bengkong. 15th Janary, 1916
ASAHI
DAI NIPPON BREWERY
BUTTERFIELD & SWIRE,
TELEPHONE No. 36
AONNTE.
1180
BEER FRESH AIR AND HEALTH.
CO. TOKIO
JAPAN
the new Articles were to contain, but left our solicitors to prepare fresh Articles in modern form. Such new Ar ticles, when prepared, had our careful consideration and, after obtaining all necessary explanations as to the reasons underlying all changes which appeared to us to be important; we approved them in the form in the print now before you as being desirable in the interests of the Company. When giving notice of the meeting we thought it proper to direct the attention of the shareholders to certain proposed changes which they might con- sider of importance, and caused the circular letter of the 1st December, 1915, to be sent to shareholders according ly. This resulted in certain shareholders intimating that in certain respects they would prefer the position existing under the present Articles to the position which would exist under the proposed Articles. These representations were mainly, if nst entirely,
based on the desire of such -shareholders--that no-variation should be wade in the rights they now possess to a voice in the affairs at the Company, and chiefly related to those points to which we had drawn the attention of shareholders in our circular letter." Such variation appeared desirable to your Directors in the interests of the Com pany Ba whole and of the shareholders as a whole in order to guard against any possibility of the policy of the Company being interfered with by a section of tile shareholders animated by personal or speculative interests rather than by the interests of the Company as a whole. It was not due, as I have stated, to any desire of the Directors to obtain greater control, and I may remark that the Articles in the schedule to the Companies Ordinance, by which all Companies who do not expressly exclude them are bound, are to the same effect as the variations chiefly complained of. You will realize from this that the Directors and the
Article 107.
eliminated,
That paragraph (p) of Article 108 be
That Article 112 be eliminated and the fojowing Article substituted therefor:-
ABSERVA PUND.
(a) The Directors before dealaringa dividend nay with the sanction of the Company in General Meeting set aside out of the profits of the Company such sums as they think proper as reservs. furd to meet contingencies, or for equalising dividends, or for special dividends, or for repairing, improving and maintaining any of the property of the Company or for the augmentation uf any existing reserve fund or for such other purposes as they think conducare to the Company's interests and any with such sanction as aforesaid, pay out of the profits of the Company such "bonuses as they think fic to those mem- bets who for the twelve months covered by each profit and loss account shall have contributed business to the Con pany (but so that no bonus to contri- bating members for any twelve months: shall "wakeed fifteen per cont of the net profits made during those months). (b) The Directors may invest any sums set aside is a reserve fund upon such investments (other than shares of the Company) as they may think it and may from time to time deal with und vary such investments. N (c) The Directors may employ the reservo fund for the time being or any portion thereof in or for any of the purposes for which it or for which such portion was created and in or for such other
pur. poses as the Directors shall in their discretion think conducive to the in- teresis of the Company and shall havo power to employ the assets constituting the reserve fund or nay. part. thereof in the business of the Company, and that without being bound to keep the same separete from the other assets of the Company.
(d) The Directors may also with the
sanction of the Company in General Meeting employ the reserve fand for the time boing or any part thereof in the payment of bonuses to members whether the part of the reserve fund so employ. ed shall be bet apart for that special purpose or not,"
and that any necessary amendments to the numbering of the proposed Articles be warried out,
Mental work calls an unusual supply of blood to the brain; the process of diges tion cals the blood to the stomach, Brain work immediately after a hearty meal often causes indigestion because the brain Legislature had, in these respects, the Mr. WILKINSON added-I fully agree
with you, sir, that new Articles are neces- sary, and, gentlemen, with these amend ments the present existing rights of the shareholders will not be interfered with
has first call on a supply of blood that same objecta in view. The question is should be helping the stomach,
one for the shareholders themselves to they do not wish the Wherever in the economy of the body, determine, and work is to be done there is a demand for Variation to be made the Directors are bright, red blood. Thin blood or blood not further concerned in the matter. in any way,
I will now formally put the Resolution dark with impurities will not do, because it is the oxygen carried by the blood that adopting the new Articles, and an aword-smendment. does the work and oxygen-bearing blood went will be proposed incorporating the The CHAIRMAN-Mr. Wilkinson having is bright and red. This life-sustaining
changes which it is desired should be proposed and Mr. Duubar having seconded oxygen is taken up by the blood from the proved by me the changes has been the amendment you have just heard, I will approved by our solicitors and by the
the great need of fresh air every hour of
Mr. DUNBAR-1 bog to second the
air which it meets in the lungs. Hence Directors and no objection will be raised I briefly indicate to you its effect: the day and night. But fresh air is use- by the Directors to their being made. After the amendment has been proposed and seconded I will shortly explain the voted upon, and, nature of the amendment before it is
Jess
if the blood cannot take up the oxygen which it gives. Dr. Williams Pink Pills enable the blood to take up more oxygen because they increase the part of the blood that carries the oxygen. This corrects the lassitude, palpitation of the heart, shaky nerves and the pallor that are the results of thin, impure blood
Mr. D. W. CRADDOCK seconded,
Mr. C. D. WILKINSON said I beg to propose that the Resolution which has veen proposed be amended so as to read:- You must have pure, rich blood to enjoy printed
"That the Regulations contained in the
document submitted to complete health. Begin to improve and meeting
this the and for increase your blood supply to-day with identication subscribed by the Chair- purpose of Dr. Williams' Pink Pills. Sold by max dealers everywhere, also by the Dr. Wil-after set out and that such regula hereof be amended as hofe liams Medicine Co., 96. Szechuen Road, tions so amended be and the same are Shanghai, I bottle for $1.50, 6 bottle So, hereby approved and adopted as the post free:
Artic.es of the Company in substitution for and to the exclusion of all the exist ing Articles thereof."
[91'i
The said amendments are:- That Article 67 by amended by the jelimination of the words the Chairman'
OBTAINABLE EVERYWHERE. FRENCH LESSONS line one thereof and by the substitution
BOLE AGENTS:
MITSU BUSSAN KAISHA.
HONGKONG,
G. MOUSSION,
15, MOABISON HILL HOAD.
108
[118
of the word "three" for the word “five” in line two thereof,
That Article 82 be diminated.
That the following words be added at the end of Article 84 "but any such epointment shall be subject to confirma- - tion by the Company at the next ordinary Yearly Meeting."
Article 87.-Under the present Articlos
·a poll is demandable by five shareholders. Under the proposed Articles the Chairman is also entitled to demand a poll The amendment takes away this right of the Chairman but enables thrée shareholdera to demand a poll instead of five. In modern forms the right of demanding a poll is given to the Chairman, but with the reduction of the number of shareholders necessary from five to three the Directors think the same result will be attained.
"Article 82 This Article coupled with Article 107 as proposed was intended to make it clear that the discretion of the Directors in managing the Company's affairs should not be interfered with save by a Special Resolution altering the
Articles: The Articles contained in the
Schedule to the Companies Ordinancs which every Company is bound by if it does not expressly exclude them, have the same effect. I have indicated in my open ing remarks why the Directors thought it desirable to make this clear. The amondment leaves the Company in the same position in this respect as it is in under the present articles.
Article 84.—The amendment renders it necessary for a Director appointed by the Directors to have his appointment con-
firmed at the next Ordinary Yearly Meet- ing. In practice this is usually done under any Articles.
's
Article 90 (b)-It is necessary to make some provisions for Directors voting although interested, as otherwise a ques-. tion might arise on which no Director- would be able to vote. The amendment has the effect of confining the right to vote under such airenmstances to a Diree. for whose interest is as a member of a Public Company-not being a Company formed to incorporate a private fra—in which he is not interested as a Managing Director or as a member of the firm who are General Managers or General Agents of such Public Company. Directors other
wise interested are not to vote. This amendment is equally calculated to get avor the difficulty your Directors had in view as the Article proposed by the Dire
tors.
Article 06.The length of rolice to be given of the intention to propose as a Director a person not recommended by the Directors is by the amendment altered from seven days to five. It is thought this wil give ample time to canble the Directors to make any necessary anquiries. New Article to be inserted after Article
HONGKUNG VOLUNTEERS,
ORDĶER BY LIM UL-COLA, CHAPMAN, V.IN
PARADER
Parades for to-day (Tuesday), "th dustant
7 0.0.
Members of Signallers us detailed in Signalling Section order, dated 8th December 1915, Morse flag practice at Headquarterse
5.10 p.m. Centre Section M.G. Co., Machine Gun drill at Kowloon Docks, Launch loaves Statue Pier, at 1.30: Pa Pies. Hurper, Hind, Wylie, ̈ and Todd at Headquarters, at 5.16 p.m, under-Lieut. Wright.. 5.15 pm, Nos. 1 and 2 Sab-Sections Artillery Battery (as, detailed in Corps order No. 4, dated 30th Decem- ber, 1918), 10 pdr. gun drill at Head- quarters. Sergeant Bradley, 4G, A., will attend.
4.15 p.m. Right Section 3.G. Co., Sec-
tion drill and Musketry exercises on. Cricket Grouad.
5.15 p.m. Left Section M.G. Co., M.G.
instruction at Headquarters.
515 p.m. Recruits of all units, Squad.
Drill and Rifle exercises ab Head- quarters under Sergi Major Higby and one N.C.O, from Right Section 31.Q, Co.
5,15 pm. Stretcher Bearer Section,
Instruction of Headquarters. Remainder, nil,
ENGINEM COMPANY,
2- Lyeemun Reefs" from 17th to Mist instant is posted on the notice board at Hendquarters for information of all concerned,
G. E. STEWART, Capt.,
Adjutant, H.KV.O.
NOTICE.
meeting of the Company Shooting Cour- mittee will be held after parado on. Wednesday, 19th instant.
CIVIL AREVICH COMPANY..
HOCKEY,
The following will, represent the Corps against 33rd Co. R.G.A., in a League match to-day, as 4.30 p.m. :- Le-Corpis. Edmonds and Vivensh, Pues, Sara, Redmond, B. Johnson, Brayshay Miskin, Evans, Sim, Dyer Ball, and Brand.
All
HONGKONG POLICE RESERVE.
MEETING OF N.C.OPPICERS.
Inspectors and Sergeants are reapestad. to meet at the Magistracy on Thursday, January 20th, at 5,30, p.m. sharp, t settle the arrangements for Febru ury 5th, (2) the arrangements for Saturday, January 22nd, as per circular issued on Saturday last.
PARADES 6.30 F.3. Tuesday, January 18th-Nos. 3 and 4 and
Ambulance Companies, Wednesday, January 19th-No, 2 Company
and all Recruits thereof,! Thursday, January 20th. The parade of No. 1 Company is cancelled on account of NC.Os. meeting. Friday, January 21st-Nos. 3 and 4 Com-
panies.
Saturday, January 22nd.-Parade of types of Gael Guards, Warders, Water Police, Patrolmen, etc., from 3 p.. onwards at Central..
MUSKETHY PART 1.
96. This is a reinsertion of an Article The eight highest scores nude on January which appears in our present Articles. It 16th by N.C.Os. on Ranges A, B, C, and enables a Director. to be removed by Ex-
Dwere:-
traordinary. Resolution. It was omitted (1) Chief Inspector Mason and Inspector
Hynes from the proposed Articles because it was (2)Inspector Lammert felt the removal, possibly through mis-Musketry Sergt. Ford and Cr. Sergb guided motives, of a Director controlling
J. Wong Large shipping interests might be pre- (4.) Cr. Sergt. Sive Netto judicial to the interests of the Company (5.)-Inspector Wei Wing Sam, Sergt.
Article 98. This amendment is a corol-
Chan Sig. U, and Sergt. Chow Pak lary to the amendment as regards the vol Tim
B ing of interested directors as covered by the amendment to paragraph (b) of Article 90. It is necessary to make some provision for a Director to be counted in a quorum although interested and the pro- posed amendment is thought to sufficient ly meet the case.
Article 107. I have already dealt with this.
(6.)-Cr. Sorgt, Acculli and Bergt. Fo
thergill
(7.)-Inspector Wilden and Sergt. K.
words
60 eacă
Koon ****** (8.)-Sergt. Chow U Ting CORRECTION. The
"before round" on page 16 of Musketry Hand- book should read "before first round only,"
Article 103 paragraphs (p) and Article 112 By the Articles en proposed power was given to the Directors to set aside such suns out of the profits to form a Reservo Fund as they thought fit. Under the present. Articles the sanotion of the Com- pany to such setting aside is required. The Directors considered it desirable in the Company's interests that they should have an unfettered discretion as to the amount to be placed to Reserve; as share. holders are sometimes apt to think rather of their immediate financial interesta thas of the interests of the future of the No. 1 Co. No, 2 Platoon. J. Smith.. Company The Articles on this point in No. 4 Platoon.-J. Mohamed, the Schedule to the Companies' Ordinances
Sunday, January 23rd-All P.-c. of No...
3 Company who passed Part I. are werned to attend the Range. Further details will be issued.
All applications for leave from any fixture made for firing Part II, 2ust be addressed to the Musketry Inspector and not to this office.
are to the same effect as the Articles pro-
MOUNTED POLICE.
The attention of all ranks with experience of riding is drawn to orders of January 14th to 15th.
JOINED
DAND. PRACTICE,
posed by the Directors. By the amend Tuesday, January 18th, at 6 p.m. mont the sanction of the Company is roFriday, January 21st, at 6 p.m. quired before sums can be so set aside, The renumbering will be a necessary con sequenos of the passing of these amend- ments.
These explanations, will, I think enable the meeting to understand the difference between the effect of the Articles as pro- posed and the Articles as proposed to be amended, and the amendment is now open for discussion,
FC. JENEIN, D.S.P. (B.).
A DUKE AND THE DEFENCE OF THE REALM: AOT.
Robert Sly, an obscure promoter who The CHAIRMAN, putting the amendment, tried to carry on the sale of munitions aid--The original motion was that without a permit, in breach of the Defence appearing in the notice of the meeting of the Realm Act, was sentenced to four and I think the meeting is familiar with months' imprisonment at Bow Street re- it and I need not read it again. To this cently The Duke of Manchester, with amendment has been moved by Mr. whom he bad arranged a secret code as Wilkinson and seconded by Mr. Dunbar his Paris
it is said that as the Duke proposing certain changes in the Articles land, altheunt has not returned to Eng have heard Mr. Wilkinson read these to the law. At the same time it is run proposed by the original resolution. You was operating abroad he is not amenable amendments and you have also heard my oured that the British Government has explanation as to their affect. With your been considering his connection with Bly, approval I will not read such amend- but that, as the Duke could not be ments all over again as they are somewhat secuted or tried except by his peers, which
pro lengthy, but I will put the amendment would entail a summoning of the House to the meeting.
of Lords, with numerous tedious formali- ties to arraign him, he probably will be ignored. It is said, however, that he has been requested to resign his commission in the Royal Naval Reserve,
The amendment was carried, The CHAIRMAN That is all the business, gentlemen, The date of the confirmatory meeting will be advertised.