The Express.
London, England, 1849-07-03 00:00:00

fp A'

a regiment of Comacks. The liongariemi lest 300
killed. _ _ _

The Sis Zeitunq announces that Zombor
his been i„,,,zn by the Ban. Eight ships, with 18
pices of cannon, which toi;ed before Zomoor, on env
Fromm Canal, several thousand barrels of wine, and
a magazine of corn at Monostor, have fallen into the
hands of the imperialists.
The cholera is still raging in the Banks, and
makes many victims in the Austrian army. Several
officers have died of it, among whom are General
Grammont and Colonel Hallavanja von den Brodern.
The reported defeat of the Magyars at St. Thomas
is now contradicted, even by thd ministerial papers.
The heed-quarters of the Ban were, on the 21at, at
Sore. _ .

A flotilla of steamers is to he establihed on the Lake
of Constance.
The executions which take place here and at Free-
burg, by sentence of court-martial, continue to be
matters of every-day occurrence. Among these may
be recorded the fate of Emil Anton, a caporal of the
69th foot regiment, aged 23, who was shot yesterday
fur spreading among his comrade incorrect news
from the seat of war, and speaking with disparage-
ment of the military decorations bestowed on the
imperialists, whence it is interred that he wanted to
seduce them to desert.

CITY ELECTION.

(THIS DAY.)

RAILWAY SHAREHOLDER/3' DISSOLUTION f
BILLS.

Yesterday, a public meeting to toneider this subject was
.old at the jkinte:: Head Tanta, Yount,. when Mr,Phu:
• •
Nash, who appears to have taken great pains to get intro-
duced into the Sillicitor-General's bill for winding up insol-
vent companies, stopping further works, &c , several vain-,
able amendments, took the chair, and laid before the meet-
ing the following resume and suggestions which be urged
all railway shareholders to support for their own protection
•
by Cigning the petitions in the various localities :
'Government having yielded to the supplications of mis-
guided or victimised shareholder', and introduced bills to
enable incorporated companies to wind up, or Wiesen their
lines, such measures must meet with the support of all
(except those interested in salaries, contracts, and share
transactions), provided the machinery be of that practical
nature which shall protect bona
fide shareholders. The
necessity for the measure is shown in the costly attempts at
dissolution made by the North Wales Company—the Direct
Portamout.k Csmpany—the Liverpool and Newcastle June-
tion Company—the Northern C unties Union Company—
and others, whose application. to parliament were rejected,
and appeared to be promoted for undue purpoe e. The pe-
titions of shareholder' from 1847 to 1819, to parliament for
relief against the conduct of their directory, demonstr.ited
that the time had arrived to complete the imperfect and im-
practicable legislation of former years as to insolvent rom-
panics, without distinction of their formal positions. The
returns to parliament also establish a justification of such a
measure, and exhibit the following results :
Total capital for all British railways from 1826 to end
of 1848 was above two hundred and ninety-two millions
(292,331,7161.), of which about ono hundred and twenty•six
millions (126,000,0601.) had been received up to March,
1848—leaving then unpaid about 166,000,000/. Assuming
that 21,000,0001. have since been called and paid (to June,
1819), there remains to be called up about 142,000,000/., and
7,005 miles of railway to make out of the 12,012 miles sanc-
tioned to end of 1843. The railway commissioners make a
higher edit:tote : for they believe the expenditure on rail-
ways to the end of 1813 to bare bow rather more than
200,000,0001, and that the companies then had rower to
expecd about 140,000,0001.; thus making a total capital re-
quited of about 340 millions to complete all the railways up
to 1848. It appears to them to be ' probable that a large
portion of the lines not in progress will not be completed,
and that at ken one-half of them will be abandoned if per-
mitted, effecting a saving of 50 millions of capital.' Although
only one•half of the authorised railways, •of which the
works were not in progress, were prevented from dog on
by the Suspetttioa Act or December, 1847 ; yet no additional
lines of any =portents were commenced between May 1818
and the end of that year.' It may be assumed that nearly
5,000 miles (4,1500) are untouched.
The necessity for a measure of relief being beyond all
doubt, it is expedient that the details should be practical, and
such as to ensure its efficient working, with protection to the
bona fida shareholders—and the following suggestions are
submitted thereon:—

The first step proposed by the bill is the sanction of three-
fifths of the shareholders, in meeting to be called by the
directors, on a requisition to consider a dissolution, shorten-
ing the line, &e. So that if a certain majority, no matter
how obtained, assent to the winding-up or shortening, then
the railway comm:ssioners are to be put in motion, and have
the power of deciding thereon. It is notorious that similar
provisions, in Lord Dalhousie's ' Dissolution Act,' and other
acts, requiring a special majority of shareholders, were de-
feated, and the bona fide shareholden overpowered, by
directors and otficies bu)ing up scrip and shares, and die-
tributing them in such a way as to secure the majority in
favour of their own views, also by rejeettng votes tendered
by other', by canvassing and other undue influences.
1. There seems no reason for making the question wholly
dependent on the will of a majority open to such influences,
and which notoriously prevailed under and de'eated the
salutary provisions of Lord Dalhousie's act. It is contrary
to the constitution of tribunals in this country to give no
power of appeal. There seems no reason why the question
should not go to the railway commissioners, whichever way
the decision of the meeting may be (or to the Vice-Chan-
cellor, as under the Dissolution Act of 1848), on a rsquieition
(or petition) signed by a certain number of shareholders to
decide on the propriety of a dissolution, &c., those being
tribunals not open to parliamentary influence, or the inflts-
ence of bought.up shares, &c., &e.; or it would be better to
leave the wh le question to the railway commissioners on a
requisition, than to the decision of a majority of shareholders
likely to be so constituted.
2. Provision should be made for the refusal of the ' direc-
tors to call the meeting that the requisitionists may do so
as in the ' Company's C. C. Act, 1845 ; also that the per-
sons entitled to vote thereat should be bond fide shareholders
for at least three months—and that shares held by other
companies in the dissolsing company should only have a
limited vote—otherwise bond fide shareholders would be
overpowered by the directors and °fillies whose interest it is
to prolong the existence of the company for their own private
schemes, and against the interests of their proprietors.
3. The condition (section 5) of ' payment of calls, &c., to
enable a shareholder to vote ' for the dissolution is unusual
in the case of dissolving &partnership. It is not provided for
in the Winding-up Act of 1548, where the ' contributory'
remains liable to pay hie calls, which are enforceable under
the powers for winding-up. Moreover, this condition will
enable directors to defeat the statute by malting a call just
before the meeting is held, as has been experienced under
other acts of parliament.
4. There should be some provision for the nomination of
the chairman at the meeting, and for the adjournment of the
meeting, if occasion should arise. Also some mode of de-
ciding on the validity of the votes tendered, end received or
rejected by the chairman, whose decision cannot be free from
iGtiatnet and ought not to be without appeal. This might
safely be referred to the railway commissioners to direct on
any questioned votes, and to regulate the numbers ac-
cordingly.
5. In order to defeat the operation of this bill (es was done
with former billet) the directors may enter into contracts or
commence their works. There are many cases of rr.ilwnya
being now in partial formation (in smell rections) which it
would be desirable to stop and abandon, or finish the section
in hand and dispose of it. It would be very useful to give a
power to the commissioners to decide in such cures and on
such matters if they thought fit.
Section 18 makes a petition to wied-up dependent on the
decision of the commissioners foe the abandonment of the
whole railway. But it a warrant be issued for the abandon-
ment of part, or all but a small section of tie line, then the
shareholders should have liberty to apply for the substantial
relief by petition, and to take the opinion (of the Vire Chan-
cellor) as to the propriety of dissolving the whole company—
because it will be remembered that he will have a discretion,
on view of the whole case, as to winding-up or not, where a
small section of a long line is in hand."