Northern Times.
Liverpool, Merseyside, England, 1859-03-09 00:00:00

TITE Li cIERPOOL AND__LONI)ON FIRE AND LIFE
INSURANCE COMPANY.
A special,
' general meeting of
,the proprietors of this com-
pany was helci in the comp;.2ll.
v s offices, Dale-street, Liver-
pool, at one o'clock yesterday, for the purpose of consider-
ing the propriety of
.eonfirming certain resolutions adopted
at the annual meeting o: the company, held on the 17th of
February, and having for tt;:eir object to direct and accom-
plish the division of capital into stock instead of shares, and
to alter the deed of settlement, so as to effect the same.
Among those present were—Messrs. J. A. Tobin, William
Earle, G. H. Lawrence, H. Hornby, S. B. Braneker, R.
Hall, Harold Littledale, Barclay, TheakO)net Charles
Mozley, Corbally, C. 8. Parker, Taunton, Marti n, Hyslop,
&c., &e.
The Secretary read the resolutions passed at the
last
annual meeting, and now brought forward for confirmation:
The Chairman said it was his place, in the absence of their
worthy chairman, Mr. Ewart, and of Mr. Grant, to move
that the resolutions be confirmed.. He might mention
that,he understood some objections had been raised to the
measure proposed by the directors. He did not know
what these objections might be, but, they would no doubt be
urged to the meeting that day, and would receive tife fullest
consideration. He could only say that the directors had
but one object in view, which was to promote the interests
of.the company, and if they had not believed that those
interests would be promoted bycarrying out the resolutions.
they would not have brought them before the meeting. It
was perhaps right that he should state that the resolutions
had not been hastily adopted by the directors. Twelve
months ago the subject was brought before the
board, and was referred to a committee to report
upon. That committee reported unanimously to
the Board in favour of the adoption of the scheme. The
Board, however, thought it desirable to take time to con-
sider it, and they therefore postponed it for a period of
twelve months. It was again brought before the Board,
after a month's notice had been given, and was then
adopted. He only mentioned these facts to show that the
decision of the Board had not been hastily come to. He
might advert to one or two of the objections which he saw
by the papers had been raised. It was said that the change
would diminish the number of shareholders, and that men
who would not mind holding a few shares in the company
would object to hold an equivalent in stock. He must con-
fess that that seemed to him a perfectly visionary
objection. (Hear, hear.) He could not conceive how it
could make any difference to any man whether he
held a small amount called shares, or whether he held the ,
equivalent of it called stock. He believed that "persor6
who invested their small earnings in that way looked to
the nature of the security, and the amount of interest which
they would receive for their investment. (Hear, hear.)
They must also bear in mind, that when the company was
originally formed the amount to be called up, £2 10s per
share was made small for the very object of increasing small
holders, that persons who had only a few pounds of hard
earnings might come and invest them in that company. But
it must be borne in mind, that the shares were now of the
value of something like £l2, and therefore it could only be
by the adoption of some such principle as that now proposed,
that the very object upon which they had agreed at
the formation of the company could be perfectly maintained,
so that any man, however small might be the sum which he
wished to invest, could invest that sum. He did not need
to tell gentlemen conversant with such subjects how difficult
it was when a small number of shares, say 15, was wanted,
to get them sometimes. Often persons had to wait a con-
siderable time before they could get such a number. Per-
haps a lot of 30 or 40 might be in the market, but persons
who wanted a small number could not get what they re-
quired, and great practical inconvenience had thus arisen in
several cases. By the means now proposed, the directors
believed that the basis of the proprietary could be extended.
(No, no.) Gentlemen who entertained different opinions
would have an opportunity of expressing them, and
would, he was sure, receive the greatest attention
at the hands of the directors and the meet-
ing at large. But perhaps these gentlemen
would allow him to express the views of the Directors upon
the subject. (Hear, hear.) It would then be for the
meeting to judge. The Directors believed also that persons
would be more anxious to invest upon the conditions now
proposed, when they would be free from the responsibility
which now rested unon them, of having a large amount
called up at the will of the Directors : and that if the
capital were converted into stock there would be a much
greater avidity to invest upon the part of the public at large.
Another objection which had been raised was that the stock
would go forth to the public as an amount of only £200,000.
What would appear to the public would be that they had funds
invested to no less than £1,156,000. He would, especially,
urge upon the meeting, that as between the public and the corn-
pany, no change whatever in the nature of securityZwould
take place—the liability would be retained precisely under
the stock system as under the share system, but the proprie-
tors would be relieved from that which the directors believed
to be a very great objection, namely, that a share upon
which only £2 was paid up, the directors could call at any
time even to the amount of £lB more. Complaints had
been made upon that subject. He knew of one gentleman
who held 12,000 shares in the company, and who had in-
tended to sell these shares, but who, when he heard the
shares were to be converted into stock, said his resolution I
was changed, and he would still hold them. He could
mention instances of trustees who felt bound to sell their
property, feeling the great liability of a call of £lB per j
share ; and in one case a trustee actually invested £l,BOO
at three per cent., because, having 100 shares, he was
liable to a call to that extent. He believed
therefore, that the proposed change would be found to
work advantageously, and instead of diminishing would
increase the number of shareholders. Let them look for
one moment at the position of the company. They had
funds invested of £1.156,000 ; but if he took the fire
business alone, it would be seen that they had funds
invested to the amount of £560,000, which, with sums
coming in for fire premiums alone, £300,000, would make
little less than £900,000 to meet losses that might arise.
He might remind them that by the original constitution of
the company, £250,000 was the amount which was to be
first called up. They were then to have a reserved
fund of £lOO,OOO, and after that a call of £250,000, and
when that sum of money was lost, then the company
became dissolved. Well, now, what was their position ?
Withont the liability to a call of £250,000, they had
actually a sum equivalent to it in cash invested in good
securities Therefore he thought there could be no doubt
whatever that they had arrived at a.. position when they
might, with perfect safety, and without the slightest feeling
of insecurity to the public, take the step which the directors
proposed. Their security, and their liability to meet losses,
would remain precisely as they had been before ; and the
directors, therefore, believed that they could, after the most
mature consideration, recommend the course now proposed to
the proprietors. It had been mentioned to him that some of
the largest offices in the kingdom had their property in
stock. The Sun, the Plicenix, and the Royal Exchange
had been mentioned to him ; but, unless the system was a
good one, examples would not strengthen the argument. The
directors themselves had not only a deep interest in the
subject pecuniarily, but they had a great pride in seeing the
growing prosperity of the company, and they would not do
anything which might in any shape or way interfere with
that increasing prosperity. (Hear, hear.) He believed
that the course they now suggested would be one which
would conduce to its prosperity still further, and he
believed also that the very fact of its diminishing the cost of
the transfer of shares would, of necessity, increase the num-
ber of operations in them. The transfer of 100 shares now
cost £l2 10s, but under the proposed change the cost of a
similar number would only amount to £slos. He believed,
therefore, that the change was a desirable one in itself,
and that by giving facilities for transfer, and lessening
the expense, it would increase the number of operations,
extend their constituents throughout the country, and be
generally beneficial to the company itself. (Hear, hear.)
Upon these grounds he begged to propose that the resolu-
tions be confirmed.
Mr. Wynne seconded the motion.

Mr. Hall said, that whether the change might be to the
advantage or disadvantage of the company, he suggested,
seeing that there was so much strong feeling against the re-
solution, that it would be better to defer it for twelve
months, when the question would be fully considered. He
considered that this would be better than to throw the apple
of discord amongst them.
Mr. Hall put his suggestion in the form of an • amend-
mont, at the request of the chairman and others.
Mr. Theakstone seconded the amendment. He said he
held in his hand the proxies of 4,000 shareholders, and he
could have doubled this number if he had taken the trouble,
and all of them deprecated the change that was proposed, it
being neither called for, nor yet one of utility. He did a
large amount of hilliness with that company, and he never
had the slightest difficulty in investing small sums. He
considered the proposed change would be a great disadvan-
tage to the company.
Mr. Martin asked if the directors in voting would use the
votes of foreign shareholders ?
The chairman in reply said, that of course whatever power
the directors had, they would use it at their discretion.
Mr. Martin asked, if the resolution were carried, what
would be the capital of the company ?
The chairman : Two millions.
Mr. Martin : Then so the directors would have £1,800,000
stoci,, with which they could buy up companies that were
not paying. This he objected to.
Mr. Mozley said, after the discussion that had taken place,
and the desire expressed by the board to concede to the wishes of
the proprietors, he thought it would be very desirable that
the amendment should be allowed to pass. He was sure if
the question was allowed to be discussed further, it would
be to the injury of the company. He simply threw this
out as a suggestion. By deferring the matter for a year,
the proprietors would have time to sift it fully, and it would
then be thoroughly understood, and then if it was found to