The Daily Times.
Liverpool, Merseyside, England, 1860-02-27 00:00:00

BIRKENHEAD ItAILWAY

COMPANY.

The ordinary- f:d.trydaiTy' general meeting of this
company was held in the board-ir^i.'in' pc the offices in
Cathcart-street, Birkenhead, on Saturday. Mi. E: G.
Salisbury, the chairman of the company, presided, a'al
amongst the other shareholders present were—Messrs.
Titherington, Belpe, Tyrer, R. Bryans, Barber, Ban-
croft, Mills, DoWdall, 'Taunton, King, Maddock, J.
Fate Lee, &e., &e.
The usual preliminary business having been tran-
sacted, the following reports were pregented:
The capital stock entitled to dividend, and in
the hands of prOprietOrs (elelnsive of for-
feited shares), stood on the 31st day of
December last, at the sum of £1;941,505 10 0
The loan and Mortgage account stood on the
same date at the sum of
The tour per cent. perpetual debenture stock
isstted by the comoany is

494,972 15 0

6,170 ,0 0

Total liabilities on shares, loans, mort-
gage, and debenture stock £2,442,648 5 0
The Expenditure on Capital Accoilnt
during the Half-year has been... £21,429 6 10f viz.
Payment for Land form-
ing part of Bridge-end
Station £7,616 9 3
Payment for Land, Par-
liamentary Expenses.
&c., on account of Hoo-
ton and Helsby and
-Traamere Extensions 6,871 16 4
Pkyment for Land pur-
ekitsed from Trustees
of Borough Bank. ad-
joining the Bridge-,end
Station

4,375 0 4

Parliamentary Expenses
in the . Sessions of
1358-9 -
Expenditure on Stations,
Sidings, 6:e 1,255 3 0
Ditto, on norses and
Flats

1,207 16'11

103 0 0

£21,429 5 10

crane: The' We goire id goods revenue, but
should be credited td., sitspeuse account, and it was only
fair td' the leasing companlcailitie fliaf erforstdald be
itcorka, and it would be provided Min' the next half-
year's acCo-Lents. Fie nest alluded to fte whittati.oo
between the MThehliad! Company- and the Oreail
Western Company, in refennte to the demand of the
former of a sum of .£5;000 a-year, for the turnpike, as
it was called by Lord Shelburne, hOttevn Birkenhead
drid Clrister. The Great Western Company wanted to
get rid el- the £5,000 altogether, and the Birkerther4
Company were Minions to add something to the £5,000.
The arbitrators" mef!rp:' December, and the umpire
was a lawyer, Mr. noggin's'. The Birkenhead Com-
pany paid £4lO for the avfatc!,- and they got
the very handsome return for the retit of the line frorrn
the 19th of April to the 31st of Decenthei" of ZlOO.
,(Laughter.) Their own arbitrator, Mr. Hawk ewe,
refused to sign the award. They had given notice feta
new arbitration.
- •

141, V•
After some desultory debate on the advisability or
necessity of a new arbitration,
The CILURMIN proceeded to state that the report
recommended they. should construct the proposed line
at Tranmere Pool at once ; and that they. should
proceed with the necessary works upon the Hooton
and Helsby part of the line as far as Sutton village.
The estimated expenditure on excavation, &ming,
bridges, culverts, and contingencies between the main
line and Sutton village would be £9,0'00. The advan-
tages of prodeeding Ntith that- portion• of the --Hooton
and Helsby line was twofold. The first was, that
supposing their agreements were not confirmed by Act
of Parliament, and they had to revert to the state of
things prior to that. arrangement being entered into, it
was undoubtedly the interest of this company that they
should make their nearest possible approach to Man-
chester as quickly as possible. hear.)
(Hear, The
directors felt that no further time should be wasted in
proceeding with that important link in their system.
Then, a second reason why they should proceed with it
at once was this, that the rock which they would
obtain froin that portion of the Hooton and lielsbv line,
between Hooton and Sutton, could be brought to Tran-
mere Pool for the construction of the proposed branch
line at Tranmere Pool; and the engineer assured the
Board that would save an expenditure of £3,000 upon
the cost of constructing the Tranmere Pool portion of
the line. The cost of constructing the Tranmere portion
of the scheme would be £12,784; and, although he did
not intend proposing a resolution authorising the Board
to spend about £21,000 upna the construction of the
Tranmere Pool branch, and so much of the Hooton and
Helsby branches as lay between Hooton and Sutton ;
still he thought it right to inform the shareholders that
they contemplated such au expenditure of money. The
Chairman concluded by referring to the retirement of
Mr. Bancroft and Mr. Evans from the directory, and
urged the adoption of the recommendation that the
vacancies be not filled up, in order that the board mie-ht
be reduced in number.
Mr. BAIiBER objected to the recommendation in
reference; to reducing the board, on the ground that there
was ample work for them all to do iu the pending Parlia-
mentary contests.

The tiILAIRMAN, at some length, supported the recom-
mendation, stating that a small board would be more
punctual in attending to its duties, that a greater amount
of responsibility would attach to the respective directors,
and that there would not so much danger of two policies
existing at the board.
Mr. BARBER went on to say that the most important
business would be over before the next half-yearly meet-
ing ; and it would not matter who was then on the board.
Ile thought the Birkenhead railway was a magnificent
property, and he did not care to sell his shares. He
was so strongly impressed with the importance of in--
creasing the number of directors, that he should here-
after move it as a 'recommendation to the board to fill
up the vacancies.
Mr. MILL thought that with a small board the share
holders got responsibility; and he was therefore opposed
to Mr. Barber's opinion. In reference to the appropria-
tion of the unclaimed dividends, he expressed an opinion
that the directors had acted illegally, and protested
against the passing of the accounts in the shape then ,
presented to the meeting. Ile complained that -the line
was not well managed; and urged that the directors had
depreciated the value of property on the line by with-
drawing facilities for travelling that had been enjoyed
for a long time by residents near the roadside stations.
Mr. TAUNTON asked what was the amount of un-
claimed divide:•7ds.

Mr. &LOB said he had better read an extract from
the letter- which be had addressed to the chairman of
the board on the subject. It was as follows :
"1 have only one further remark to make, and this I do.
with some hesitation, as I am not confident how far I
am exceeding the duties of my office: . You will doubt-
less remember, that in my audit of Felaiary, 1859, I
bad occasion to remonstrate with the board on the
transfer of unclaimed dividends to general revenue, and,
at the suggestion of the auditor, the beard cancelled the
entry and transferred the amount to suspense account
No. 2; and in the balance-sheet for August last I found
this account credited for £1,500 7s. Bd. In my examina-
tion to-day, I found, to my great surprise, this credit
altered to a debit of £632 12s. 9d., the change being
caused.by a purchase of the company's own stock on the
31st December last., at. 'the price of £77 10s., and to the
extent of £2,000. It is not for me, as an auditor, to
make any comment upon any investment the board may
choose to make with its surplus funds, but I nevertheless
feel it my duty to notice the fact."
The CIAIRMAN said the board had not been guilty of
any illegal act in the conversion of the unclaimed
dividends ; but if they had they were quite willing to
take upon themselves the'reiponsibility incurred by that
act. With regard to the management of the line, he
. said that the receipts from the roadside stations, when
trains were run almost every hour to suit residents there,
had hardly paid for the management of those stations,
and an alteration therefore, became necessary. As to
leasing the line, he held that the overwhelming majority.
of proxie*, and the numerous lettt:irs of approval sent by
shareholders,to the directors, had settled that question,
and so great was the confidence in the directors, that if
the board proposed to let the agreement drop and work
the line as heretofore, he believed the shareholders would
again give them their cordial support.
Mr. KING thought the conversion of the unclaimed
dividends was illegal, and therefore hoped the directors
would retrace their steps.
Mr, MILL said he was determined to take the opinion
of the meeting on the point, because if the act was a
legal one, the directors might be speculating in the
stock of lines all over the country, on the plea that it
was for the benefit of the company.
The CHAIRMAN said he would put the resolution,
along with Mr. Mill's protest.
, Mr. MILL again asked if the legal adviser would give
an opinion upon the point.
The CHAIRMAN deprecated the putting of such a guess
tion as unusual, unwise, and detrimental to the interests
of the company.
After considerable discussion on the subject,
'Mr. LLOYD said it was his opinion that the board
were legally entitled to invest in the stock of the
com-
pany,what
as a trust fund, the unclaimed dividends which
stood in their accounts. It was only following out
the Government did, which was to invest theoutnitenlcait unclaimed
dividends at the Bank in consols from time to
The amendment' was then put, and rejected by a
large majority ; and the original motion was Passed
unanimously.
The CHAIRMAN moved that the'dividend for the half
year ending the 3.1.5 t of
,December last., on the consoli-
dated .stock of the company, be declared after the rate
of £2 10s. per cent. per annum, and made payable
after the 2nd of March next.
Mr. TOWNSHEND seconded the resolution, which was
at once agreed to.
The CHAIRMAN said that this was the whole of the
ordinary business, anti they would now resolve them,•
salves into a special meeting for the purpose of sub-
mitting to the proprietors, for their consideration and
approval, the draft of a bill intended to be introduced
into Parliament during the present session, "for veltiiv,
the Birkenhead Railway Company in the London and
North-western Railway Company and the Great Wes-
tern Railway Company, and for other purposes."
Mr. LLOYD having read the preamble and the
marginal notes of the bill,
The CHAIRMAN moved the following resolution :
" That the hill which has been now read is hereby
approved,esubject to any alteration which Parliament or
the directors may consider advisable to make in the same
during its progress in Parliament ; and that the directors
be hereby authorised to oppose sack bills as they may
consider in any way injurious to the interests of the
company." •
Mr. tOWNSIIEND seconded the motion. •
The CHAIRMAN explained that it was simply a bill to'
carry out the agreement entered into between the-
directors of this company and the directors of the London
and North Western and Great Western Companies in the
month of June last, and signed by the respective
solicitors in the month of August last. lie was sorry to
had made little or no progress in inducing
say that they
those two companies to deal fairly by this company since
i
he addressed the shareholders n January last. In
some respects, the comnanies were further asunder than
theywere then. The London and North-Western
Company offered to leave to unconditional arbitration
the two points
in difference between themselves and the
Great Western Company—first, as to the withdrawal of
the running power over the South Junction Railway,
an Td, secondly, as
Great to the tolls and. rates for the use of
the line. he Western Company also offered to
leave to arbitration the points in difference, but they
could not agree with the London and North-Western.
Company that' those points which they raised were the
precise points in difference between the companies. In
,
a •. e ltter which Mr. Saunders sent to Mr. Stewart, on
the 16th of January, an entirely different issue was
raised, and questions were involved which undoubtedly
the London and North-Western would meet by a direct
denial ; they would be no parties to any such arbitration.
It was their duty clearly to go on with the bill, for the
other 'Companies had conic to an agreement upon which
the bill was founded, but owing to disputes between
them they refused to assist: the Birkenhead Compan in
obtaining the bill, and indeed the North-Western ywas
i
the very first to petition against t In that petition it
was stated that the Birkenhead Company sought to
impose upon the North Western an agreement- which
was most onerous, and one which they were not prepared
to adopt and carry out. Mr. Swift wrote a letter: to
Mr. Lloyd, stating that in consequence of the then
eisting state of things it was impossible for the North-
Western to be a party' to that bill, and stating their hope
that the Birkenhead Company would withdraw the bill.
The board instructed. Mr. Lloyd to reply that the
Birkenhead board not only meant to proceed with the
bill, but that they would bring it before the eotumittee,
and state to the conimittee all the facts lucid( ut to the
question. It was manifestly the duty of the Birkenhead
Company to actin good faith upon the agreement made with
the London and North-Western and the Great Western
Companies, and that they should leave no stone unturned
to obtain Parliamentary sanction to that agreement. -The
bill would he in committee in a few days, and although
lie had not much hope that the bill would pass, yet it
was possible that Parliament might point out some
mode by which the two leasing companies -could get out
of their difficulties. There was a resource left .to the
Birkenhead Company in the last moment, which they,
as at present advised, felt inclined to take ; and in all
probability the two leasing companies rnight find out if
Parliament felt justified in greeting the Birkenhead
Company what they asked, that they had played a very
foolish and a very ridiculous game Hi this matter. The
Chairman then proceeded at sonic length 'to refer to the
other bills affecting the interests of the Birkenhead
Company, and stated that as the London 'and North
Western Company proposed to take the St. Helen's line--
and dock, and as they had running powers over the
Birkenhead Coinpany's line to the Birkenhead docks,
they (the Birkenhead Board) thought that this company