The Sun.
London, England, 1865-11-01 00:00:00

SAN PAULO (BRAZILIAN).

A special general meeting of this company was
leld yesterday at the London Tavern—Mr. Heath
in the chair.

The Secretary having read the notice convening
the meeting,
The CHAIRMAN said that since he last met them, in
July, when he told them that money spent during the
construction of the line for interest would have to
be replaced by the issue of debentures, the Brazilian
Government had sent to them and the other rail-
way companies Captain Medeiros, who he believed
had power to deal with them, and was, no doubt,
on certain matters an exceedingly able man. Capt.
Medeiros was introduced to the Board by the repre-
sentative in this country of the Imperial Brazilian
Government, who requested the directors by letter
to afford Captain Medeiros every facility to examine
the accounts of the company, and, as the accounts
had been always duly audited, they saw no harm in
affording him every facility. After making the ne-
cessary examination, Captain Medeiros menthe di-
rectors and had long discussions with them on the
subject of modifying some of the terms of the con-
cession. lie made them an offer, but the terms were
such that the directors did not deem it advisable to
accept them. He then told the directors, if they did
not approve the terms he had proposed, they might
suggest terms to him ; they did so, and Captain
' Medeiros duly accepted those terms for the Brazilian
Government. They were to the effect that the du-
ration of the guarantee of 7 per cent. by the Impe-
rial Government was to be reduced from 90 to 50
years. The Government had, in fact, power under

the concession to take over the line at the end of 30
years from the opening of the railway if the Govern-
ment deemed that course expedient, the premium of
redemption being regulated by the mean annual
amount of net receipts for the preceding five years.
He thought, therefore, there could be no great ob-

jection to that condition. The next condition was
that Government were prepared to advance all the
money to complete the line, being about £500,000
or £600,000, for which they would take a bond of
the company to that amount, having in respect to it
all the advantages of shareholders in the company,
but exemption from all liabilities or contingencies of
shareholders. The company would thus get all the
money they required from the Government at 7 per
cent. interest, but if they had to raise it themselves
in the present state of the money-market he feared
they would not be able to get it at less than 8, or
say 10 per cent. The difference of interest between
7 and 10 per cent. on £600,000 would be £lB,OOO
a-year. If the company had to raise the money
themselves debentures would have to be renewed
from time to time, or a sinking fund would have
to be established, which would still further
and to reduce the money available for divi-
dend. He held, however, that under the proposed
offer they would be relieved from the risk and diffi-
culty of borrowing money on their own account,
and that the 7 per cent. guarantee was a good one.
The third proposition was to divide the surplus profit
over 7 per cent. with the Government, instead of
over 8 per cent. as provided in the concession. The
Government, of course, understood the value of the
line better than they did, and would thus sooner
come into a participation of profits with the com-
pany. The receipt of those counter-propositions
was acknowledged by letter, and duly accepted by
Captain Medeiros on behalf of the Brazilian Go-

vernment. This letter of Captain Medeiros was
dated the 27th of October, and it was understood
he wrote by the last mail to the Brazilian Govern-
ment for power to make an immediate advance of
money to the company, and for the sanction of the
arrangement. He (the Chairman) thought no one
could be so accredited without requiring confirma-
tion by the Government. If the shareholders agreed
with the directors in this matter, they would sanc-
tion a series of resolutions drawn up for the purpose,
and which would require confirmation at another
meeting of the company. If any delay or difficulty
should arise the shareholders would, of course, em-
power the directors to raise money in the meantime
for the purpose of the company. The Government
might change in the interval, so that there was not
an absolute certainty about it.

The solicitor then read a series of resolutions ap-
proving the agreement and authorising the directors
to carry the same into effect.
Mr. CONYBEARE seconded the motion. He had
no doubt the proposition was accepted in good faith,
and would be carried out in a satisfactory manner.
A long discussion ensued, in which Mr. Nichol-
son, Mr. Goez, Mr. Davis, Mr. Wild, and Mr,
Galsworthy took part.
The resolution was unanimously adopted, and on
the motion of Mr. GALSWORTHY, seconded by Mr.
p Avis, a vote of thanks to the chairman and direc-
tors concluded the proceedings.

MANCHESTER, SHEFFIELD, & LINCOLNSHIRE.
The total expenses of this company's railways
and canals, including rents, tolls, duty, &c., from
July 1 to Oct. 22, 1865, amounted to £141,622, as
against £133,478 for the corresponding period of
1864• The proportion of the South Junction re-