INANGAHUA LOW LEVEL TUNNEL COMPANY.

Inangahua Times, Volume VIII, Issue 1333, 7 December 1883, Page 2

INANGAHUA LOW LEVEL TUNNEL COMPANY.

♦ ANNUAL MEETING. The annual meeting of shareholders in the above Company was, pursuant to announcement, held at the office of the legal manager, Mr George Wise, on Thursday evening last. At the advertised hour there were some twelve or fifteen shareholders present, and Mr J. Kilgour was voted to the chair. The Chairman having formally opened the meeting. Mr Collings moved, and Mr Grieve seconded, that the meeting be adjourned to Kater's Hotel. Mr Gissing moved that the meeting should adjourn to the Southern Cross Hotel, as being nearer. This was seconded by Mr Mulvay. Dissent to this proposition was expressed by the mover and seconder of the first resolution, and it was then moved by Mr Trennery, and seconded by Mr Potts, that the meeting adjourn to McGaffin's Ho' el, and after some discussion the question was put to the meeting, .when the first motion was carried by a large majority. It was then suggested by the Chairman that all proxies to be presented should be handed in at once, and a large number were accordingly handed in. The mee!ing then separated ; after the lapse of half-an-hour the shareholders re- I assembled at Kater's Hotel. Mr Kilgour resuming the chairmanship. A question w»3 then raised by Mr W. G. Collings as to admitting the Press to the meeting, the Chairman, Mr Grieve, Mr Kater and other shai'eholders expressing a wish that the Press should be allowed to attend. Mr Potts said a3 it was not a usual thing to admit the Press to meetings of this character, some reason ought to be assigned for the step which i 1 was now proposed to take. There was already one reporter present as a shareholder. Mr Collings said his reason for moving for the admission of the Press was, that in his opinion it was necessary that daylight should be let into the affairs of this company. Mr Potts said if tliat was the reason, the best course to pursue would be to have the whole of the proceedings of the meeting recorded in the minutes, and have the minutes published. Such a course would ensure a fair and impartial report, and prevent the proceedings from being burlesqued by either an incompetent or hostile reporter. Mr Trennery said that in the face of the many slanderous statements which had been made, both in reference to himself and the past management of the Company, it wonld be advisable to give the public a full and impartial report of everything that transpired at ■he meeting.

Mr Wise said if he could think that the motion of Mr Collings would lead to that end nobody would be more pleased than himself to see it endorsed by the meeting, but he knew perfectly well that "he result would be otherwise. What Mr Collings desired was that the proceedings should be reported in a manner most hostile to him (Mr Wise), That was the object the motion sought to attain, and Mr Collings had come there with a majority tr> ena le him to effect it. He (< he speaker) did not wish to influence the meeting^ in the slightest way on the question, butjhe considered it necessary to point out that if the shareholders desired to have a true and impartial report of the proceedings published, a thing he (Mr Wise) himself wished to see, they would not accomplish the object by passing Mr Colling's motion. Mr Potts said it was notorious that both Mr Collings and the paper he desired to see represented at that meeting were rancourously hostile to both the legal manager and a section of the old directory, and the result of the passing of such a motion would be, not a "full and impartial report of the proceedings, which was certainly very necessary in the face of the slanderous statements which Mr Collings or his faction had circulated when collecting proxies, but simply that the occasion would be taken advantage of to heap as much mud as possible upon those who were opposing Mr Collings efforts to force the flection of a. directory of which he -(Collingo) would-l>e leadtlig^pirit. r In order to challenge Mr Collings and his friends to a full and impartial report of the proceedings he would make the following amendment. "That the proceedings of the meeting be recorded in, full on the minutes, under the direction and supervision of the Chairman, and that such minutes be published in the newspapers." The amendment, was seconded by Mr Chattock, but onjbeing put to the meeting was lost, the original motion being carried * Mr Collings then asked, and obtained .permission to introduce the representative of the Reefton Herald. The following shareholders of the company were present personally :— Messrs Kilgour, Dick, King, Mulvay, Bartlett. C'hing, Grieve, Cassells, Scoltock, Cereseto, Rosser, Scantlebery, Kater, Potts, Bell, Trennery, and Wise. The legal manager laid before the Chairman the proxies which had been presented by shareholders, stating that a memo had been placed on each proxy showing whether the calls thereon had been paid or not. Mr Kater submitted ithat it jras not necessary that the last call should be paid in order to entitle the proxies to vote, at that meeting. It was only a dodge of the legal manager's. Mr Collings concurred, and thought it was only a rouse on the part of the legal manager to debar shareholders opposed to him from voting. Mr Grieve thought it a great shame that any shareholder who had paid his calls np to the last struck should be shut out of the right of voting. He had put L3OO into the company, and looked upon the attempt made to shut out some of the proxies as a very scandalous thing. Mr Potts contended that as the last call struck was actually due and payable, and had been paid by many of the shareholders, it would be manifestly unfair to admit any shareholders to vote who were in arrears. Mr Trennery here interrupted the discussion by the very pertinent inquiry as to what the rules of the Company had to say on the subject. Mr Wise said the rules of the Company distinctly debarred any shareholder from voting whp was in arrears for calls. Mr ''ollings desired that the rule should be read. The manager read the rule in question, which, in express terms, forbid any shareholder from voting until all calls were paid. Mr Collings said he would not accept the manager's memos on the proxies as correct, the share-register would have to be produced to Bee who had and who had not paid their calls. The following shows the manner in which the proxies were held : — Messrs iVI 'Quillan, Crutnpton, Schulhof, Hunter, W'Gafiin, Dowsing, Methven, Green Total 1000 shares, by Mr J. Grieve. Messrs Swinburn, Frances, Gilbert, Ching, Corbbett, Hutson, and Capias. Total 1931 shares, by Mr W. G Collings. Messrs Defillippi, Keevy, Cereseto, Burgett, Lawn, Boers, H. Jones, T. Jones, Norris, Varney, Austen, Adams, Wilson, Kerr, Arnott, > itchell, Neates, Richards, and Garth. Total 3798 shares, to J. Kilgour. Messrs Shi Herman. Coombe, Sheard, V'acqnarie, Gittoes, Acton Adams. Total 2046 shares, to r Trennery. * essrs Gorrie, Gage, Shannon, Lawrie, Penrose, Leggo, Beeche. Total 1C45 shares, to \ir Potts. Messrs I dridge, Sampson, Phillips, Meddings Total 870 shares, to Uv Chattock. a r Nancarrow 252, to v r Wise. Messrs M 'Gechie, Brennan, Watson, Morrice. Total 500 shares, to VI r \ ulvay. Messrs Nagle, Murray, and Kater. Total 600 shares, to Mr Kater. The total number of shares represented personally at the meeting was 8738, and by proxy 12,642, making together 21,380 out of 24,000 shares in the Company A discussion arose here concerning the admissibility of a proxy given by the same shareholder to two different persons. Mr Chatiock claimed the right to vote on the proxy held by him, as being the last given, and he produced a receipt for the calls due thereon. Mr Collings contended that the proxy first given was the legal one The fact that the calls had been paid by the holder of the subsequent proxy went for nothing, as the money could be now paid. He moved that the proxy given to Mr Grieve be admitted, and the other rejected. The Chairman suggested that the proxy in question should be laid aside till all the others had been gone through, and if it was then found that the voting was close, a legal opinion could be taken as to which proxy was entitled to vote. Mr Collings maintained that the proxy to Gribve was the legal one, and Mr Chattock held that hia was the legal one, and produced the receipt for the calk. He (the Chairman) would not care to rule on the question. Mr Collings persisted that unless thesubsequent proxy contained the words " and former proxy revoked," it could not stand. Mr Potts pointed out that if one or other of the proxies was bad at law a resolution of that meeting could not right it. If Mr Chattock had a legal right to vote on his proxy, he could not be rightly debarred from doing so by the passing of Mr Oollings' motion. The Chairman concurred, and again suggested that both proxies should stand over for the present. ( Mr Collings insisted upon his motion being put.

Mr Grieve maintained his right to vote on the proxy, but if both were thrown out he would waive his fight. Mr Chattock also maintained his right to vote on the proxy Mr Trennery suggested that they should take a common sense view of the matter. One proxy was dated Ist Octobjr, and the other a month or so lftter. The shareholder could have changed his mind in the interval. His opinion was that the latest proxy was the only admissable one. Mr Oollings contended that giving a proxy was equivalent v to transferring a right, and no second transfer could bo given without expressly stating that a preceding one was revoked, and thererore the proxy to Grieve must staud. Mr thattock said he would certainly not give way. Mr Grieya said he would certainly not give way. Mr Oollings insisted upon his resolution being put. * r Oxley was of opinion that a shareholder who gave two proxies did not deserve to have a vote at all. He moved that both proxies be set aside. Mr Trennery said it would be obviously unfair to submit either of the resolutions moved for the decision of that meeting. There were only eighteen. or twenty shareholders present personally, out of some hundred orCmore, and it did not follow that because one side, was sure of a u»jori|ythat itwas^a fair ex--preaßiorf trf- -opiriiwfif i ®- eftßer of'fhe resolutions wen* put to the meeting he should ask for a ballot, so that every shareholder should vote. The Chairman said what Mr Trennery remarked was quite correct, but a fresh difficulty arose. They could not take a ballot until the proxies had been all gone through. In the face of the demand for a ballot the vote to be taken would have to be the vote nf the whole shareholders, and not merely of those present. At this stage it was agreed that the disputed proxies should stand over till the others had been gone through . A discussion arose concerning another proxy signed by a married woman on behalf of her husband Mr Potts pointed out that no person could give a proxy for another unless so authorised by power of attorney. In this case there was no authority set out, and the proxy was consequently invalid. Mr Collings insisted that the proxy was in perfect order, and asked Mr Potts whether he wished to insinuate that it was a forgery. Mr Potts requested Mr Collings to address the Chair, and not him. The i hairman said there was a doubt as to the admissability of the proxy, but it would be found that there was a later proxy, which was signed by the husband. A further discussion cropped up concerning a proxy given by the guardian of a minor for shares standing in the name of the guardian, but the proxy stood. A question arose concerning the proxy of Kerr, Arnott, and Co., which had been given to Mr Kilgour, and also to Mr Cohen. The matter was eventually settled by Mr Cohen withdrawiug the proxy to himself The names of the whole of the proxies having been examined and read by the Chairman, it was moved by Mr Collings, and seconded by Mr Kater, that Messrs King and Scoltock be appointed scrutineers to check the votiug power given ■ y the proxies, and the meeting was then adjourned until 11 p vi At half- past 11 o'clock the chairman resumed his seat and the meeting was reopened. Messrs King and Scoltock handed the chairman a list compiled from the proxies, and showing those upon which calls were unpaid. Mr Collings here handed the chairman a cheque in blank marked as "correct" as security for the payment of calls due on several proxies. Mr Oxley moved that the proxies Edwards to Grieve and Edwards to Chattock' be thrown out. The chairman remarked that it was purely a question of law, and it would therefore be useless for the meeting to pass resolutions on the subject. Mr Chattock insisted upon his right to vote on the proxy, and if the meeting decided against him he would ask to have a protest entered in the minutes. Mr Collings moved and Mr Batira seconded that both proxies are informal and, that they be thrown out. Mr Potts pointed out that by adopting snch a course one or other of the proxy holders would certainly be deprived of a legal right. Mr Kater thought the better plan would be to allow both to vote. Mr Colling's motion was then put to the meeting and carried. Mr Chattock asked that his protest against the resolution just passed should be recorded in the minutes, aud this was done by direction of the chair. The chairman here read the advertisement convening the annual meeting. I The legal manager then read the directors Report for the past half-year and concluded by saying that the surveyor's measurements of the work done were not inserted owing to Mr Johnston's absence from townThe chairman explained Mr Johnston's absence and said that his report would be attach'-d to the printed balance sheet. The manager then read the audited balance sheet of the Company. It was moved by Mr King and seconded by ■ r Oxley that the Report and Balancesheet be received. (To be continued).