291
PEPELTI
PUBLIC RECORD OFFICE
C.O
Reference :-
885/25
PUBLIC RECORD OFFICE, LONDON
ALLY WITHOUT PERMISSION OF THE BE REPRODUCED PHOTOGRAPHIC-
COPYRIGHT PHOTOGRAPH-NOT TO
71
We have heard from Singapore since that the liquidation would result in (perhaps) the sum of $14,000 being available to meet European creditors for £6,570. This will increase the deficiency to over $42,000.
One of the reasons for the increase in the amount of the estimated deficiency, in so far as it relates to ordinary creditors, is undoubtedly the law in Singapore as to local creditors, whose claims have to be paid in full. The claim of the landlord of the shop in Singapore for damages has been assessed at $9,000 plus costs, and, being a local claim, has been, or will be, met in full. We have no definite informa- tion as to this, but have drawn the inference from the wide divergence in the figures. given as the estimated deficiency.
In connexion with the suggestion to merge the claims of Hong Kong and Singapore for dividend purposes, we have prepared a statement showing the effect of the suggestions as regards creditors. The claims have been divided into three classes, namely, creditors with claims against both Hong Kong and Singapore, creditors of the Hong Kong business only, and creditors of the Singapore business only. For convenience we will refer to the classes of creditors as A," "B," and "C" respectively.
Singapore.
An examination of the figures reveals the following position
Hong Kong. Class "A"
£3,931 18s. Od. £5,144 148. 4d. As the Singapore claims exceed the Hong Kong claims, the merger, if carried out, will penalize those creditors whose claims against Hong Kong exceed their claims against Singapore.
Regarding class "B," £1,459, the claims being against Hong Kong only, the creditors will suffer by the amalgamation, the estimated loss to them being £643.
Class "C" creditors, that is, those creditors against Singapore only, £1,424, will benefit by the suggested pool of the assets by £514 in increased dividend.
In order that you may appreciate this point better, we may state that there appears little probability of Singapore paying much more than 20 per cent. to creditors, whereas we are hoping for a distribution in Hong Kong of 100 per cent. If the assets are pooled, the dividends will work out at about 56 per cent., the gain to Singapore creditors being 36 per cent., and the loss to Hong Kong creditors 44 per cent.
We may mention that the sum of £1,260 is due to local creditors in Hong Kong (included in class "B"), and that the suggestion to pool the assets, by which the probability of being paid 100 per cent. will be reduced at best to a dividend of 56 per cent., will work a harship on them, and appear inequitable, in view of the law in Singapore, under which the local creditors there were paid in full.
The sum of £1,260 mentioned includes the amount of £1,000 due to the estate of the late Captain Bunje. This estate will lose £440 if the assets are merged.
We are enclosing herein statements showing the particulars of the three classes of creditors, with details of amounts receivable in dividend by each creditor. These statements will also show the extent of the benefit or loss to each creditor under the proposed pool.
Another point which we think should receive consideration before a decision is made as to whether or not to pool the assets is the question of partnership. According to a partnership deed executed in March, 1914, the partners of the Hong Kong firm are Carl Otto Georg Heerfiann and Otto Wagner. Mr. C. F. Heermann is not mentioned as a partner.
In a power of attorney, dated the 20th January, granted to Mr. C. Bunje, Mr. C. F. Heermann described himself as carrying on business at Singapore under the style of Chas. J. Gaupp & Company. As the partnership deed between Mr. C. O. G. Heermann and Mr. Otto Wagner was not signed until two months after we cannot understand why Mr. C. F. Heermann was not a party to the deed if, in fact, he was a partner of the Hong Kong business.
If the power of attorney granted to Mr. Bunje is to be taken at its face value, and having in mind the doubts as to Mr. C. F. Heermann being a partner in the Hong Kong business at all, we think it is a fair conclusion that the Hong Kong and Singapore businesses are separate businesses. We must, however, state that we have always regarded Mr. C. F. Heermann as a Hong Kong partner, and have addressed him as such. In the abortive negotiations for the sale of the business in Hong Kong he was referred to as a partner, and his name appears in the draft deed as such. Our Mr. Williams, who is now on the return journey from Shanghai, may have further particulars regarding this apparent discrepancy. We expect
him within the next couple of days, and if he has anything to communicate with regard to this we shall advise him [you] at once.
If Hong Kong and Singapore are different partnerships there will be, we think, a difficulty in acting on the suggestion to pool assets. In fact, we think that, in this event, Hong Kong should be allowed to prove in competition with the other creditors against Singapore for their indebtedness to Hong Kong.
Another aspect of the question for consideration is to whom was credit given for goods supplied to Singapore. The firm's creditors had, by a long course of dealing, learnt to rely on Gaupp & Company, and, not having received any notice (as seems probable) as to the constitution of the firm in Singapore, they may have considered that credit given to Singapore was in fact given to Hong Kong. One creditor against Singapore, Marks & Cohn, £1,405, did take this view.
We informed Mr. Lofts, their representative, on the 18th of March last, that the liquidations were entirely separate, and that, his firm's claim being for goods supplied to Singapore, his proper course was to apply to the liquidator there, and we also urged him to consult his solicitors in the event of his not agreeing to our ruling. He expressed great dissatisfaction, but we have not heard from him since. Our view has always been that the liquidations are separate, but the position is full of difficulties, and more so because of the law in Singapore allowing preferential rights to local creditors.
We desire to state that if it be decided to merge the assets the proceedings in reference to the validity of the bank's lien, now in abeyance by consent, should be continued in the interests of all creditors, in view of the large difference it would make to the dividend. We have no doubt you agree it will be our duty to do this in the event of the merger being decided upon.
We advised the liquidator at Singapore in March last that, if the anticipated surplus in Hong Kong be realized, we would have no objection to its transfer to Singapore, provided the Hong Kong Government so instructed us.
The Honourable
The Attorney-General,
Hong Kong.
We have, &c.,
LowE, BINGHAM, & MATthews,
Class "A."
Name.
Hong Kong Debt.
Bingapore Total
Debt.
Claim.
Mappin & Webb... Baume & Company Heath & Company J. J. Hinka
Liquidators of Chs. J. Gaupp &
Company.
Dividend of
100 per cent, Dividend of
and 20 per
50 per cent. cont, if fiqui- if merged.
dations
separate.
Gain or loss in dividend by merger
B. d. 8 a, d. £ 8. a. £
0 01794 0 01764 0 0
0 0 889 0 0 526 0 0187
| jo
Gain.
Lose.
8.
...1455 17
252 14 8 688 59 0 9 849 59 1 11 86
d. £
81695
1. d.) £
8. d £
I. d.
2 28150
80 0
5 8 940
0 0
0 0 187 0 0 228 0 0 91
0 0
0 어 66 0 0 53 0 0
18 0 0
229 8 6 43 11 10 265
0 0 830 0 0 14800
82 0 0.
9 15 6 122 28 181
Imray, Laurie, Noris, &
Wilson
A. Johanson & Company 8. Mordan & Company Manton & Mole...
W. F, Stanley & Company,
Limited
Whitehorn Brothers Chatelain, Leal, & Com
pany
Haswell & Company R. Tack & Sons ...
O. Jacob (Fca. 2,129-20)
0 10 408
0 8 95
61 6 11 177 15 11 288
517 10 81403 9 101920
34 6 8 88 12 8 72 1007 3 7 859 17 51866
107 7 8 6 10 10 118 51 5 11 88 6 4 184 8 18 9 8 17 8 17 85 0 0 182 0 0 217
ᄋ 어 83 0 O 78 0 0 40 0 0 0 여 96 0 어 188 0 0 87 00 798 0 01075 0 0277
0 0 41 ᄋ 이 40 0 0 001078 0 0 765 0 어
0
0 of 108 어 63
0 0
0 0
1 0 0
818 0 0
45
0 0
0 0
1 0 0
0 C 0 0 88 0 0 75 0 0 7 0 C 10 0 O 9 0 0 00111 0 0121 0 0 10 0 0
£8981 18 95144 14
49076 0 04959
0 05073 0 0 699
0 0486
0 0
Name.
Chinese Engineering & Mining Company E. R. Watte
Gallet & Co. (Fos, 2,330)
J. Keyser (Fcs. 1,284)
Keystone Watch Company
76
Class "B."
Creditors of the Hong Kong business.