The Sun.
London, England, 1852-09-21 00:00:00

It will be in the rece%ction of our readers that on
the sth of August last the . hale'- early mee"Pgoef th
r „e
cempany was held, when, -it was regolved, aft +:r
transaction of the ordinary n.iness, "That the report
.of the directors be reeeivcrd 'adopted, with the_ t
e.c- .
ception of that part of iz atato the offer of
_he
e 3 )o
A
Great Western orepany tal setistaetery; that f.il
an instruction to the direct, in too eegeellraOGS with
'eh any of
the Great Western ene,p4)., Lot to ialitarn-
the profits of the Shrow* ury and Birmingham Co-
mpany up to 5 per cent., uoHo consent to a fixed gauran.
tee of less than 4 per Cent, without profits.
The meeting was then adjeurned for the purpose of
_
receiving a report from ;the directors relative to_th ;
negotiatione with the Great Western Company. This
o'clock, the room being croavded with ehareholders.
_—
morning the meeting was held for that purpose at one
The Hon. Colonel Care* took the chair, and said
They wore aware the pre'tlt was an adjourned meeting,
hold the sincial meetinCem once. The business of the
and he thought the bettee eeay
half-yearly meeting haVheen, he might say, disposed off
directors and auditors ht ii h
elected, and the report,
with the exception of onteparagraph, had been received.
He would, therefore,- call-upon the secretary to read the
supplemental report of the directors.
Mr. NICOLL then reatlehe report, which contain he
to proceed would be too
following terms offered td the Shrewsbury and Birmitis-
ham Company:—
" The Great Western; Company will, subject to the.
following conditions, consent (ander a proper agreement
to be approved by counsel) t ecure an option to those
shareholders of the two ewsbyley Companies who
will undertake to hold the' shares, or in selling the
shares to others to bind Reeichasers to ttlitaisam!
covenants, to bindeqeeetlektrte. assist by voting at-the
-Wharnclife meetings; and otherwise to support the Bills
and to carry out the subsisting agreements between the
three companies, provided that proprietors holding at
least one half of the capital in each company shall
execute such agreement.
" 1. The Great Western Company, when authorised
by
will secure 3 per cent. per an-
oumPardliaarmine to do
during three
threo so,yearn,
as a minimum guaranteed
dividend; and 31 per cent. per annum, after three years,
as a minimum guaranteed dividend, to those proprietors
who may have performed the engagements, and who
may declare their option within one month after passing
of the Amalgamation Act to require such guarantee on
their respective shares. •
"2. The said shareholders shall be entitled to all the
profits on their shares in excess of those respective divi-
dends, after reimbursing out of those•profits to the Great
Western Company any antecedent loss or advance made
by them towards such guaranteed dividends.
"3. The Great Western Company are to have the
option of buying at par the said shares, at any time
during the period fixed inr the guezeuteed
minimum di-
vidend
4.100 t 3oponersicaeonreattpoeor aonfnutmhis
agreement the Great
Western Company are to be held entitled to apply to
Parliament in their own name, separately but contempo-
raneouely with the Act for amalgamation, for a Bill to
obtain running powers and stations, sidings, and water
accommodation, &c., over the two Shrewsbury lines, to
come into operation in the event of the amalgamation
Bili failing from any reason to be marled through Par-
liament during the next session; and the Great Western
Company may also apply, if they require it, in the said
Bill, for running powers, or in the amalgamation Bill,
(.r in both of them, fur Parliament to sanction addi-
tional rails being laid over the said railways, or either of
them, at the expense of the Great Western Company,
for the purpose of running their broad-gauge engines
and carriages continuously over the said lines.
5. The foregoing conditions are to be confirmatory
of the subsisting agreements—and supplemental to them
—and not in substitution for them; and are to be carried
out in the manner to be approved by counsel, so as not
to street the validity of any of the said agreements; and
the agreement is to be submitted forthwith to special
general meetings of the three companies for rncon-
These terms have been approved of by the Shrews-
bury and Birmingham and ;Shrewsbury and Chester
boards.

The adoption of the report having
been moved and
secoLded, an amendment for an adjournment was moved
by Mr. Scott and seconded.
Alter considerable discussion the following letter from
the secretary of the London and North-Western Com-
pany was read by Mr. Geach,
" London and North-Western Railway, Easton
Station, London, Sept. 18.
" bXy dear -Sir,—Having brought under consideration
of the hoard of directors, at their meeting this day, our
recent communication in reference to the Shrewsbury
and Birmingham, I am authorised and instructed to
state that the'board are quite willing to concur with
the Shrewabary and Bingham Company in an ap-
plication to Parliament the next and ensuing session
for an Act to confirm to the proprietors of that
company of the agreement guaranteeing a divi-
dend of 4 per cent. per annum on their
i ordi-
nary stock, and that such Act shall provide n all
respects for an absolute guarantee of 4 per cent.;
and I may further state that my directors continue
willing to enter into such traffic arrangements as will
secure to the proprietors of the Shrewsbury and Bir-
mingham Company the same result
until such time as an Act can be obtained rendering the
arrangement permanent. immediately, and

" I am, dear Sir, faithfully yours,
" CHARLES STEWART, Secretary.
" C. Gesell, Esq,, M.P.
After some further discussion the
CHAIRMAN put Mr.
Scott's motion, which was rejected by a large majority.
A poll was demanded, and the shareholders were
about to record their votes, when
Mr. SCOTT said he would not press for a poll upon
tho question of adjournment, consequently the motion
was declared lost.

The CHAIRMAN then put the 'resolution, which was
carried by a show of hands, and poll was demanded.
The CHAIRMA.N said it
ould be impossible to make
the result of the poll known that day, and he should
adjourn the meeting till Tuesday, at ten o'clock.
Tho meeting was accordingly adjourned.

SHREWSBURY AND CHESTER-
. Tire adjourned meeting wa held at Chester yesterday,
A
The CHAIRMAN, in
in pursuer:co of the reselet" e D'. which a ballot took
pieTeeheorne thheeinig3tnhoidniartecjrsh-pi-e:nt, po the motion of
Mr. 11. KENNEDY, Mr. Thom n was called to the chair .
openinethe roceedings, said that
at the last meeting it was determined to adjourn the pro-
ceedings till that day in order that the remaining busi-
ness might be completed. This was, therefore, merely
a continuation of the meeting on the 11th inst., and it
devolved upon him as chairman, to state that, as on that
occasion, the business for which they had assembled was
not completed, a resolutionAirould now be submitted as
a continuation of the
which he had the honour of submitting was as follows:
" That this meeting do %djourn to this place at one
o'clock in the afternoon of Tuesday, the 14th day of
December next, and that the directors be, and they are
hereby, prohibited from affixing the seal of the com-
pany to any petition to Parliatneut for leave to introduce
a Bill or Bills, and from giving
of the traffic of the company, or the
lillbeedings. Th® resolution
the assent of the com-
pany to, or in any way promoting, the passing
with reference to the working or Management of the
railways of this company, or which Shall in my way in-
of any Bill
erere with or affect the management or carrying on
thereof, '
either generally or artially; from entering into
any arrangement or agreemePut with respect to all or any
etr the matters aforesaid, and from doing any a° which
shall interfere with in affect the objects for
moment they were very actively
Which this or any way
business or affairs
meeting has been called?'
He stated that every exertion had been made by the
late directors to n_larlie exertion
e-whole proceedings which
their whole proceedin
the new board had contemplated; and at the present
UP obtained 16
p the 3201. qualifications, w
hereby they
votes,
employed in buying
Mr. KENNEDY seconded the motion, and said it ap-
Peered to him that the sai-disant directors would treat
they (the shareholder-6had deemed it desirable to place
their ) se a nullity, and, therefore,
prohibition against the performance of any acts
in the ,
that mighttors. whose only object in this movement was to obtain
militate against the interests of the proprie-
tors:
dividend for their investment.
The CHAIRMAN then put the motion, which was car-
ried unanimous)y, and he then declared the meeting
adjourned accordingly to the 14th of December next.
Thanks were voted to BM Thompson for his conduct
--------t--- - .
NORTH AND SOUTHAVESTERN JUNCTION.
A special meeting of this company was held yesterday
at the office, Parliament-street, Westminster, to receive
a report from the directors respecting the proposed
and the meeting separated.
branch line to Hammersmith, Mr. H. Tootal in the chair.
The report stated that the directors had, in com-
pliance with the resolution passed at the general meet-
ing held on the 31st ult., taken into consideration the
propriety of applying to Parliament in the next session
for an Act to authorize the construction of a branch line
from the main line near the Acton station to Hammer-
smith, the latter
place having a population of 17,000,
and the districts adjoining, belonging to Chiawiok and
Turnham-green, nearly 7,000 persons in addition, all of
whom are at present without railway communication.
Tho facilities afforded by the South-Western loop line
from the junction at Brantford to London, and on the
north by the East and West India Dock Junction line
from Camden-town to Fenchurch-street, both of which
are made accessible by the North and South-Western
surveyed, and be-
and
in
advantages
'function Railway, offer to Hammersmith, by means of
the
i ha
v ?the
that ground
at forthe the
present
Proposedbranob, the advantage of a connexion with
both of their metropolitan termini. The directors have
h timecarefullygreat
facilities are offered for its construction. It is pro-
posed to leave the main line near the level crossing at
Turnham-green.iane, and to reach the main wes-