THE HONGKONG DAILY PRESS, SATURDAY, MAY 161¤, · 1928
THORNYCROFT
AND CO... LTD.
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b
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MACKINTOSH
& CO. LTD.
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171
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17, ICE HOUSE STREET,
1709
COMPANY MEETINGS. UNION INSURANCE SOCIETY OF] CANTON LIMITED.
CONDITION LY CHUSA.
1 ranch regret that the unsettled condi. tions in China still conting seriously hampering trade, and whilst the country
זי
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ordinary resolutions patel at the first extraordinary inceting in connection with the amalgamation of the Company with the Hongkong Central Estates, Lid.
HONGKONG LAND INVESTMENT AND AGENCY CO., LTD. AMALGAMATION WITH · CENTRAL ESTATES. | POSITION MAINTAINED IN TIMES OF 18 passing through a transition period of
that brighamcISION TO INCREASE THE CAPITAL GREAT DIFFICULTY
go trial, 1 fol future for it is.
its certain, s
TO $10,000,000. The fiftieth ordinary general meeting great resources, enterprise, and the good
The second extraordinary general meas of the Union Insurance Society of Canton, sense of its people will surely overcome Limited, was held at Union Buildings. the presens difficulties. Steps bave beening at the Hongkong Istrul Investineut. yesterday morùing, the Hon. Mr. E. V. D. ⠀ tako to strengthen our position in our and Agongy Co., Ltd., was held at tha Parr presiding. "There were also present: home field and we do not doubt that we offices of "Mexra Jardine, Matheson & The Hon. Mr. P. B. Holyoak, Mr. G. T. shall receive our fair share of new busi- Cu, yesterday, for the purpose of con Falkins, Me A, O. Lang, Mr. D. 0. ness when the trade of China in which wearing a special resolutions the extra Russel (Directors), Mr. Paul Lauderare ait so interested revives.
NEW OFFICES IN LONDON." (Acting General Manager) and the folow, j ing shareholders; The Hon. Mr. A. G.) Before i conclude it will no doubt in Stephen, Messrs. A. R. Lawe, W. B. Lterest you to learn that the Society has Shenton, J. Arnoki. H, B. L. Dowbiggin. in course-of construction in London, at
The chair was taken by Mr. D. G. M. H. Hancock, A. S. Ellis, W. J. Carroll, the corner of Finch Lane and Cornhill, Bernard, and those present at the meeting | L. Cameron. G., S. Archbutt, H. Glana.seven-storeyed building. This is one of were the Rev. Father Robert, Sir Robert ville; Ë. A. Lers, J. W. Alabaster, H. J the best sites in the City, in the centre Ho Tung. and Mr. A. S. Gabbay Wilton, G. G. Franklin, W. R. Mansfeld, of Insurance activity, and when completed (Directors). Mr. M. H. Turner (solicitor), V. R. V. Ribeiro, Chan Yue Teng, Lo it will give us a commodious and perr. 1. S. Greenhill (Aeting Secretary) and Mrs. W. E. L. Shenton, J. Cheung Shin, Lo Mun Hin, B.- M. C. da! mant office in London of which we are Cunha, V. L. dos Remedios, M. "A. R. in great need. This will enable the Society Wilton, G. W. Barton. J. M. Alves, J..T. Souta, W. F. Gardner, Ho Leung, Lung) to house its various departments under Yau Po, A. A. M. da Silva, F. R. J. one roof instead of having them separate. Adatus, J. M. Alses, Ho Ki, T. G. Well, y accommodated in different buildings, a we are forced to do at present, Your C. A. Peel C Champkin, Chow Ngan
Directors are satisfied that this invest- Ting, Chan Su Ki, F. W. Stapleton, G. Grindle, A. H. K. Cobb, J. R. Kinghot, 3. J. G. Whiky, zad P. M. Hodgson.
The CHAIRMAN Aid:Contlemen,The business of insurance, and particularly marine insurance, during the past 15 months has been conducted during times, of great difficulty and changing conditions, time. Under all these cîrcingstadces. I feel
obtaining a footing in the Marine Market.
ment is a satisfactory one from all points
of view.
Gentlemen, our business is world-wide and our position to-day reflects credit on the management and staff for never in the Society's history has the work required more skill and care than at the present
to ask.
THE HOSA G... STEPHEN'S SPETY.
Bagram, E. Sadick. A, A, Guterres, You Yik Chenk, Leo Ping Seen, Yu Ia Sheting, Lau Hi Nam, and H. Perey Smith.
There were ho question, and the- CHAIRMAN then put the followiak, extra- ordinary resolution:—
That cach of the existing 80,000 fully paid up shares of $100 which constituting the Company's present Capital of $5,000,000 nà divided into four fully paid up shares of $25 each sons to make such Capital of $5,000,000 consisting of 200,000 fully paid up shares of $25 each
Mr. GUERRES seconded, and the motion
was carried unanimously.
The CHAIRMAN than proposed the following further extraordinary resolu-
tion.
4-That after the division aforesaid, the Capital of the Company he in- ercased from $3,000,000 consisting us aforesaid, to $10,000,000 divided into 4000 shares of each by the creation of 200,000 new alares of s each-40,000 of such now shares to be issued and allotted in accordance with clause eight of the Comitional
for the
nagokong Agreement
with this Company of tho
Limited duly Extraordinary General no all
of the Company held on
of May
1023 say, the 3rd
Central
Estate
appror-
and the balance thereof to ti issued at such time or times and on such terus and conditions in every respect as. the Company's Board of Directors. may think fit.
This was seconded by Mr. W. E. I. The CHAIRMAN, explaining the objects of the meeting, said that under the Hong SHENTON, and carried unanimously. kong Companies Ordinance it was neces- This completed the business of the sary that the approval of the new memo-meeting, and the CHAIRMAN announco‹Ã randum and Articles of Association should that a further extraordinary ~ generel be signified by special resolutions, and it meeting would be held at the same place was for the passing of thest solutions on the 14th June for the purpose, if (inter all) that the meeting had been thought fit, of confirming the two extra-
ordinary resolutions just passed. called.
HONGKONG CENTRAL ESTATES, LIMITED.
:
This meeting was followed by a meeting
1.That the provisions of the Company's Memorindum of Association with respect. to its objects be altered so as to read as of the. Hongkong Central Estates, Ltd.. shown in the print signed for the purpose for the purpose of confirming extra. ordinary resolutions passed at the last weeting.
extraordinary meeting of the Company.
Thus chair was taken by Mr. D. G., M. Bernard, those present being the Rev. Father Robert (Director), Mr. M. H.. Turner (solicitor), Mr. L. S. Greenhill
Mr. G. W. BARTOs seconded agil the resolution was carried unanidously.
The number of Insurance Companies confident, Gentlemen, that you will The CHAIRMAN thea haved the confr which commenced business in recent years heartily approve the usual bonus of 13 per mation as a special resolution of the first with high hopes of success and which have cent, which we have voted to the credit
resolution, saraply, since, passed out of existence, or have of members of the staff holding Pro teased to transact marine business, testi-vilout Fand agreements. I now beg to fies to the difficulty of the times. These propose the adoption of the Report and failures have been caused largely by Accounts, and when this has been second indiscriminate rate cutting with a view, tod, I shall be glad to answer to the bow of identicntion by, the Chairman of this and to the fact that the trade conditions of my ability any questions you may wish of the world have so quickly altered, high values falling to low values. and great trade activity passing to great trade de pression. The Society in common with all Companies transacting Marine and Fire business has had to face a restricted market, which bas involved a certain de crease in its premium income, but I think you will agree that notwithstanding the many difficulties with which we have been faced, our Sgures reflect the fact that we have maintained our position in the insurance markets of the world.
The CHAIRMAN then proposed the con- firmaation as a special resolution of the second resolution, namely,
The Hon. Mr. A. G. Stephen," in seconding the speech said:-We have with interest the Chairman's
That the new Articles already approved (secretary), and Messrs. A. D. Stewart,.. heard remarks, and I am sure you will all agree by this meeting and for the purpose of iden-J. T. Bagram, H. M. H. Nemazee, E with me that our thanks are due to the tification subscribed by the Chairman thereof Sadick, Li Tss Fong. Li Koon Chun, A. S. Articles of the Company to the exclusion of Directors, the General Manager and Stage and the same are hereby adopted na Gubbay, D. V. Steavenson, Lau Hi Nam, The CHAIRMAN" addressed the meeting for the able way in which they have and in substitution for all the existing and S S. Porry (shareholders). weathered the storms of the past two Articles thereof.
Mr. J M. ALVES seconded, and the explaining the objects for which it was.. called, a proceeded to propose the cat- ears. The war and post-war boom was responsible for many mushroom growths motion was carried.. in all branches of trade and finance, and
The Quing then went on to say:-firmation as a special resolution of the - it was only natural that insurance should
This meeting will now be continued for first resolution, namely, attract its share of new enthusinsta. It the purpose of dealing with the further was also the natural order that when the boom had ran it route, losses came business which according to the said which the new concerns could not Ince and Notice is to be brought before it; namely, they therefore had, in many cases, to go to the consideration, and if thought it, the the wall, but they were very troublesome passing as extraordinary resolutions of competitors while they were in existence. the resolutions (Nos. 3 and 4) set out The Union originated in local enterprise in the Notics and already tend to you by and we feel justly prond of it when we the Secretary.
1-That it is expedient to effect an araalgamation of this Company with the Hongkong Land Investment, and Agency Company Limited, and with a view thereto this Company to wound up.. voluntarily and that HORACE PERCY Suru of Victoria in the Colony of Hongkong be and he is hereby appointed Liquidator for the purpose of such winding up.
(ientlemon, the Report and Accounts were issued on the 11th May, which will have given you ample time to study our figures, and I proposo, therefore, to follow the usual procedure, and take them as well as the Auditor's Report as read The working account for the year 1921, after allowing for a bonus to contributors and an interim dividend of 245. per share, shows that the balance available for dis-sen the splendid position it is in ns The first of these lasi mentioned resolu-motion was unanimously carried. tribution is £400,593. is.. 118. and your evidenced by the excellent balance sheet tions, namely, that numbered, concerns
Good, reserves, well] u5. Directors recommend that this balance be now
the propen! to divide each of the exist invested, make it a solid institutioning 30,000 fully paid up shares of 8100 allocated as follows:-1
capable of meeting all posible con each constituting the Company's present tingencies in its world-wide business. I
A final dividend of 10. per share on 111.000 shares, £85,800.
To carry forward to Underwriting Suspense Account to close the account for the year 1921, £311,703, s. 11d. The balance of the working account for the year 1922 stands at Lu20,526. 3. 1, and out of this balance your Directors recom mend the paymeas of an interim dividend of 249. a share absorbing £133,200 and a bonus of 20 per cent to contributors of business on bonus terms.
BONUS DIVIDEND DISCONTINUED.
before
The effect of the resolution, if passed,
Mr. A. B.. STEWART seconded, and the
The CHAIRMAN then proposed the con- frmation su special resolution of the following "resolution!"
That the Conditional Agreement submitted to the Meeting for the binelgamation of this Company with The Hongkong Land Investment and Agency Company Limited upon the terms alia) of the acquisition by Land Investment, and The Hongkong
Agency Company Limited of the com plete undertaking, business, good will and property of the Company in return for the issue to this Company of 40,000 shares of The Hoogkong Land invest mentnad Agency Company Limited of the nominal value of $25 each uredited as fully paid up, being four shares of $25 each of that Company for each share of $100 each of this Company, be and the at is hereby approved and that the Liquidator be and is hereby author
pursuant Ordinance 1911 to-
to Section 185 of Companies
adopt the said Agreement aux carry the same into effect with such (if any), modifications either before or after the execution thereof an the said Liquids tor may think expedient.
may say that I have been privileged to Capital of $3,000,000 into four fully paid see a list of the securities constituting up shares of 895 each so as to make such these reserves, and I can assure you that Capital $5,000,000 consisting of 200.000 they are such as would satisfy the most fastidious in such matters. As the Chair fully paid up snarea of 825 each. man has pointed out, cumparisons between the balance sheet of one year with that of will naturally to not only to reduce the another are dificult owing to the factor of the exchanges. There is the method of nominal value of the share in question
inctor. but I am sure we to 895 each, but also to reduce the market | avoiding are all much crafuried he the Chairman' Esurance that it is reasonably likely to more or less correspondingly, and are reaching a more normal period in thus vendor the shares more marketable. respect of exchange. It was to be expect The next resolution for your conside
that the figure of the sláger sheet | During the years preceding the trade should show some reduction on those of raton is that numbered 4 in the Noties, depression already referred to, your the previous year. The reports of in which relate, to the proposal to incrense Directors were anxious that you should surases companies, especially marine are the Company's capital from its present participate to the fuli fu the profits that bound to reflect faithfully the conditions
modities and the world wide depreciation As you know under the agreement -wo were being made and they iugurated a business the full in price of cor- figure of $5,000,000 to $10,000,000.- bonus dividend. My predericssors in the trade during the last two years are chair for the past three years have struck bound to be so reflected in our balance have entered into with the Hongkong alnote of warning forecasting that this sheet. No doubt some of you regret the Central Estate, Ltd., which was duly ap
absence of a bonus, but, gentlemen, we proved by the members of this Company it bonas dividënu might be discontinued if were amply warned that it was of a at the meeting held for that purpose on trade did not quickly improve, auil, after temporary nature dependant on an im- much consideration, we have decided that provement in trade, so I think you will lay ard last, every member of that Com- ngrep with me that the Directors used a pany in consideration of the assignment notwithstanding the satisfactory figures wise discretion in adopting the prudent thereby agreed upon to this Company is before you the most prudent cours is to course of discontinuing it this year. It discontinue the payment of a bonus a pleasure, however, to feel that the to receive four shares of the nominal dividend this year. The usual dividend of handsome ordinary dividend of the Society value of $25 of the capital of this Com- the Society remains unaltered and your can is maintained. With a retary to Directors feel that under ordinary cit sound and normal trade which we all look Pany in respect of each share of $100, cumstans the payment now being made forward to we may even wen steady held by such member in the capita; of the can be well maintained in future years, increase in the distribution, but Bafety Hongkong Central Estate, Ltd. All our and increased as the trade conditions of first should be our motto. I am sure
the bonus of 45 per cent, to the Provident capital has been issued and it it is there- the world adjust themselves.
With reference to the figures in the Funds of the Staff has the hearty approval fore necessary to increase the capital of
of the shareholders. With our far-flung Report I would explain that the Society's
Gore than ever de this Company. The halance of the fresh investments are taken at the Market value commitments we are g as at the 31st December last, and where pendent on their vigilant activities very cupital, i.c., $4,000,000 will be fasued by the motion was carried.
where In this connection I am sure we the Directors as and when they consider aer doubt has existed as to the intrinsic all wish that our General Manager, who
value of any of our investments they have
is
Hr. BAGRAM Beconded the motion, and
was carried unanimously.
The CHAIRMAN then put the third re- solution forward for confirmation as a special, reolution, namely:
3.That the aforesaid 40,000 shares of the Hongkong Land Investment and Agency Company Limited shall in pursuance clause 8 of the aforesaid Conditional Aement be allotted as and from the 2nd day of July, 1923, to merabers who
on the Register of Shareholders of this Company on the date of the con- firmation by this Company of the Special Resolution confirming the said Agreement.
Mr. H. M. L. NEMAZER seconded and
This concluded the business for which
been written down to a conservative figure, has done so much for the Company will same to be necessary in the interests of the meeting was called, and the CHAIRMAN Interest received shows a decrease, but then be restored to complete health, the Company. Your Directors consider it anndanced to members that
have much pleneuro in seconding the question of exchange affects us here, and adoption of the report and accounts advisable to have a reserve of uniased
as regards our balance sheet totals I (Applause).
capital for any purposes that the interests would remind you that the silver dollar The report and accounts were un-of the Company may call for was worth 2a. 7d. on the 31st December,animously adopted.
ber,
I do not think there is anything 1921, An against 2, 2d. on the 31st Decem On the motion of Mr. C. CHAMPKIN,
1992; also, that the cross rate for seconded by Mr. W. F. L. STENTON, the further I need say but I shall be pleased American
to, endeavour to answer such questions
31st Decemb dollara was 4.213 on the Hon Mr. P. H. Halyoak and Mr. G.
the 31st December, 1972, There is no of Diretory.
2023, as against 4.037 mM. Dodwell were re-elected to the Board and give such explanation to the best of method that can place us outside the posi Mesars. Lowe. Bingham and Matthews my ability. If a questions are asked, or tion of being affected by exchange, but I aud. Mr. Bernard Brown, were think it is reasonable to conclude that oriccted auditors for the enguing year on explanation sought, I shall assume that are reaching a more normal period in this the motion of Mr I. HANCOCK; seconded you approve of both of the resolutions in rospect. Our loss ratios must be consider- | by Mr. H. BL DOWBIGGIN
ed antisfactory if you recollect the dificult
This was all the Infined bofers the question, and wil thereupon propose times through which we have passed: meeting.
separately, ach of such resolutions."
"Mr. Horace Percy Smith, the Liqui
dator will be communicating in the usual way with the shareholders of this Company with regard to the pay ment of 860 per share in respect of cach share held by, the members of this Company. With regard to the allotment of shares of the Hongkong Land Investment and Agency Co. Ltd. to members of this. Company, the Liquidator will be despatching tha nocenty application form for mem bora to sond in to the Hongkong Land Investment and Agency Co., Ltd., with regard to the allotment to them of shares in that Company",