The Sun.
London, England, 1853-11-16 00:00:00

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r PRICE SD.

a body, but vitally important to the directors—namely,.
the trustworthiness, or untrustworthiness of those to,
whom the interests of the shareholders bad been en-
trested. (Hear, hear.) After a full discussion of the
matter in May, the meeting resolved, " That the inte-
rests of the company are deeply concerned in procuring
the rejection of the Devon and Dorset Railway Bill,
now pending in Parliament, and in extending thereafter
this company's railway from Dorchester, by Bridport
and Axminster to Exeter. That the directors be ac-
cordingly authorised and requested to pledge this com-
pany to apply to Parliament at the earliest period for
powers to construct such last-mentioned line, and to put
such powers into execution, so as to give the district in
question the accommodation which such extension will
afford, with the least possible delay." That pledge was
given by the directors—(hear, hear)—and the price was
the rejection of the Devon and Dorset bill. (Hear.) A
great deal had been said about his (Mr. Scott's) per-
s mal pledge. But why should -the responsibility be
cast upon him ? It was a most unworthy mode of
proceeding. He gave evidence exactly as he was in-
structed to give it, and did not go a tittle further. At
the:Aeonclusion of the evidence before the committee he
was called in, and told the committee he was entitled to
go to' the extent to which he had gone, and he did not
klipw that he could go much further. He was then
*that the bill might be lest ; and he did what he
ttiotEght consistent with the wishes and honour and in-
terests of the proprietors. (Cheers and hisses.) He
mentioned the matter to the board, and the board una-
nimously approved of what he had done, and thanked
him for it. (Hear, hear.) These facts were fully stated
to the meeting in August, and that meeting, with
scarcely dissentient voice, resolved—" That this meet-
, ing fully ;unctions and adopts the pkdge even by the
board to bring before Parliament, in the next session, a
bill for covstructing an extension of this company's
railways from u Dorchester to Exeter, and for making the
Southampton- and Dorchester Railway a double line
throughout ; and the directors are hereby authorised
and requested i%co take from time to time all such mea-
sures as may appear to them most expedient for
enabling the company to carry these pledges into prac-
tical effect." (H, ear, hear.) Now, he wished to know
how that could b e called " the policy of the board,'
when the proprietors themselves had sanctioned that
policy ? So long .as that policy was acted upon—in
May and August— -the shares maintained their po-
sition ; and it was no ,t until September that any fall took
place. He had communicated with the chairman of the
committee on the subject of the proceedings which bad
taken place, and that gentleman said the company was
in a difficult position, : wad he did not see how he could
give it any help ; and ain hon. member connected with
one of the dockyards s aid, "If you do not complete
your pledge, I suppose the Great Western Company
will proceed, and Parliament will take up their fise."
(Hear, hear.) The events which had taken place had
created the greatest anxiety in the minds of the directors,
and they regretted exceedingly that their position had
been so materially damaged. If the shareholders em-
ployed any person s on an honourable mission, they
must employ honowrable men—if they employed any
persons on matters of trust, they must employ those
who were trustwortl iy—if they expected persons to
believe those who we. re so employed, they must show
their own confidence in the parties—if they desired
to be released from an a ngagement, they must admit the
obligation of that engage -Anent, for it was ridiculous to
ask to be released from a n engagement which they did
not consider obligatory, (Hear, hear.) He had stated
the position of the compel iy in August last. On the
31st of that month a staterr, .ent was issued to the effect
that the directors were working the company and not
directing it—that they had concealed important facts—
that they had misstated important figures in their ac-
counts ; but at the same time proposing that the gen.
tlemen who had been guilty of these misdeeds should be
employed in a negotiation with other parties, in order
to release the proprietors from the engagements into‘
which those false statements had led them. And this
proposition was made at the tl, 1.1. e the proprietors had
paralyzed the efforts of the dirqtors, and prevented
them from doing what they might 'have been able to
do with greater effect. (Hear, hear.) [The hon. chair-
man then proceeded at considerable length to com-
ment upon the various letters which have been recently
published;, and entered into a refutation of the state-
ments put forth by the committee of which Mr. Snell
was the ieliairmand He then referred to the assertion
that the dArectors were not so united as they had been
represented to be. Now, Mr. Uzielli had written very
strongly in favour of the views of the directors ; Mr.
Reed and Colonel Henderson approved of the course
which they had taken ; and Mr. Mortimer had stated
that they at could receive no further opposition from
him. (Hear, hear.) He did not see how that state-
ment could bi I reconciled with what had since taken
place. (Hear, hear, and hisses.) He had not the least
doubt that the, depreciation of the stock—which had
gone down 141. from the date of Mr. Snell's circular,
making a difference of about 1,000,000 e. in the capital
of the company.---had taken place mainly in consequence
of the obloquy- and slanders which had been circulated.
(No, no, and great uproar.) He would withdraw the
words, and Kay, in consequence of the unjust representa-
tions which lead been put forth affecting the characters
of the directors. (Hear, hear.) A great deal had been
said about the depreciation caused by the branch lines,
and statements had been made sheaving that the Dor-
che: ;ter line would pay only lf per cent. ; but the cal-
cula ition was based on a wrong foundation, and was
alto gether illusory. He felt quite confident that, after
full examination, the accounts of the directors would be
foun d correct, and afford ample data for the construc-
tion of the line. (Hear, hear.) He trusted the two
matters before the meeting would be kept quite distinct
—th. s project of the shareholders and the character of
the d l rectors. He would suggest the propriety of leav-
ing t rto matter to the decision of some person on whose
name the breath of slander could not rest—to some such
man as Mr. Pemberton Leigh, or Mr. Stuart Wortley,
or M .r. Spencer Walpole—and should feel quite satisfied
with . the It decision, whatever it might be. (Cheers and
hiss es.)
SECRETARY then read the following report from
Mies; ire. Quilter and Ball :
‘, 57', Coleman-street, N0v.12, 1853.
" Sir,—Having investigated the matter of a certain
staff sement made by the directors of the London and South
W,. ester!). Railway Company, in their report to the special
get ieral meeting held on the 19th May, 1853, namely, that
the traffic on the Southampton and Dorchester branch
yie bled in the year 1852 a profit equal to 3t per cent.
on. the outlay, we have to report, as the result of our
ir restigation, that the statement in question is entirely
b -ne out by the facts bend figures as found in the books,
a II( I elucidated by the authentic calculations of the re-
,po risible officers of the company.
Further—regard being had to the private explanation
&Late A to have been given by the chairman to the meeting,
th e non-inclusion in the amount of outlay of any sum
' for rolling stock, and also to the object for which it was
made, namely, the furnishing of data to assist the meeting
in forming an opinion of the policy of the extension to
Exeter—the integrity and pertinence of the directors'
statement becomes yet more clearly apparent.
" Time will not permit us to go into a lengthened expla-
nation of details in support of this conclusion, nor do we
think that course necessary, seeing that such an explana-
tion has been already arrived at by competent parties, and
rendered to the proprietors in clear and intelligible terms
through the columns of Herapath's Journal, and also in
the form of a pamphlet circulated amongst the proprietors
by Captain Moorsom.
" But should detailed explanations be required, we shall
be prepared to furnish them, either in writing or otherwise.
" It may be useful, however, to refer to the committee's
circulars to the shareholders, dated 19th October, for the
sake of comparing the net result put forward therein
with that alleged by the directors : and after showing the
difference between the two, to briefly point out what ap-
pear to be the inaccuracies in the statement of the com-
mittee, the adoption of which has led to the erroneous con-
clusions at which they have arrived.
The net earnings, according to the com-
-216,121 0 0
mittee, amounted, in 1852, to
According to the estimate of the board,
28,064 0 0
they amounted to

eeipts to lure been lees than the antliklv.4-. 3
..;,....,
l
about .e—.::..., ja,. . a '''''Or ti 21 C
—44-Note.—Thiaameunt of receipts etece4der_-- ee :44••e_7`,Z
include any sum in respect to t d:4,,A,c.,,- ~_.i:,4--,..
I
gained to the main line through t jaistrateeee ,;e7t''':''•o7 .
mentality of the Dorchester brew ': r'n.14,7", ''': ' V,l ,
Total e'a1t''.4..%4..24,02(r1_,_at ri alitZ
" The difference between the bo s.',oo.tinpsteeflat4a.• .Yr,,,.
and the statement of the committee • , offgell
~. ,e.„,;",il
earnings is thus summarily and fully ted,Tatkfy ..
the soundness of the former satisfactorily^ablisb)d
to the including in the outlay of a sum sufficiefirto
vide an adequate rolling stock for the traffic of the branch.
—We remain, sir, your most obedient servants,
" QUILTER, BALL, and Co."
" To L. Crombie, Secretary of the London and
South-Western Railway Company."
The CHAIRMAN then moved " That the report be re-
ceived and adopted, and referred back to the directors,
with authority to carry it into effect."
Mr. HIBBERT seconded the motion.
Mr. MORTIMER then addressed the meeting. He said
that when he joined the board 12 months ago, certain
statements were put before him of the past expenditure
upon every individual tine, of the earnings, of the cost
of the plant, &c. In May last, when it was proposed to
extend the line from Dorche,t2r to Exeter, certain state-
ments of receipts and expenditure were laid before the
boarl, showing the receipts of the Dorchester line to be
56,1291. and the expenditure 28,0001., or in round num-
bers 50 per cent. He carefully compared those figures
with the half-yearly accounts, and found there were at
least ten different items which were not charged. Those
items (which he enumerated in considerable detail)
amounted to at least 10,0001., and to that assertion he
would pledge his reputation. (Cheers.) If he had been
favoured with an interview with Messrs. Quilter and
Ball, he had no doubt he could have convinced them of
the accuracy of the view which lie had taken, but he
had never received any communication from the board
On the subject. (Cries of Shame, shame.) He had
joined the board in a minority, and should most likely
continue in that position.
A SHAREHOLDER—We'II support you if you'll stand
by the proprietors. (Cheers and laughter.)
Mr. MORTIMER believed that the depreciation of the
line had been caused by the construction of branches.
But of all the branches he believed the Dorchester to be
the best, for it had saved the Southampton traffic, and - - - -
in his opinion (the traffic on that line was not yet half
developed. The chairman had alluded to an assertion
made by him (Mr. Mortimer) in May 'last, • that he would
offer no further opposition to the scheme. He admitted
that he had made that-assertion. When the shareholders
abandoned him on the question of extension he consi-
dered it his duty to bow to their decision, and he should - ' '
not have said anything more on the subject, had they
not seen their error and appointed a committee. (Hear,
hear.) He had always objected to the pledge, and con-
sidered that the minority had the right given them by
the Wharncliffe clause, which gave power to one-fourth
to refuse their concurrence to any new lines. Shortly
after the pledge was given, the committee of the House
of Commons got an admission from the counsel that the
company would make a double line, and the chairman
ratified that pledge. Now, all that the proprietors had
sanctioned was a single line from Dorchester to Exeter,
at a cost not exceeding 700,000/. It was said that the
pledge had been ratified at the last meeting, and he
was convinced that not one of the proprietors in a
thousand knew that any such vote was to be taken.
(Cheers.) The meeting ought to have been made special
for the consideration of that point. (Cheers.) That
pledge, having been made to the House of Commons,
must be taken for what is worth. And he must remind
the proprietors that there were most frightful expenses
with which they were unacquainted. (Hear, hear.) He
believed that some 276,0001. had been scored up for
western extension expenses. (Hear.) He was quite cer-
tain that the line could not be run at the cost of 23,000/.
a year. (Hear, hear.) Since the accounts bad been
gone into, the directors had found out some way of re-
modelling them, and had increased the 56,1291. to
58,0001., and reduced every item of expenditure. He
trusted they were right, but had no means of ascertain-
ing the fact. (Hear, hear.)
The CHAIRMAN declared that the board had never
altered its figures at all. (Hear, hear.)
Mr. W. HENDERSON, on the part of the committee of
shareholders, then rose to move the following amend-
ment :—" That this meeting declines to authorise the
directors to undertake any liability for raising the
capital to construct the extension of railway between
Dorchester and Exeter, being of opinion that it would
be impolitic and unremunerative, especially under the
present unlooked-for state of public affairs, and involving
serious injustice to the large body of shareholders indi-
vidually protesting against the measure ; and further
that this meeting is not bound to adopt the deviation
proposed by the directors from the terms of the pledge
given to a committee of the House of Commons." He
trusted that a final decision would now be come to on
this question. The amendment was founded on the
principle of opposition to extensions, which had lowered
shares from premiums to discounts, and high dividends
to low ones. (Hear, hear.) When this line had fallen
.from 1701. to 75e, in consequence of extensions, he did
not see what confidence could be placed in the course
taken by the directors. (Hear, hear.) The great ques-
tion for consideration was whether this line would be
remunerative or not. "N‘
A SHAREHOLDER—Whether wa shall keep our word
or not. (Hear, hear.)
Mr. HENDERSON said he would come to that point • '.
presently. He would first take the question of popula-
tion. The population between Southampton and Dor-
chester was 92,800, whereas between Dorchester and
Exeter, the population was only, 55,700, and in three
towns the,population had actually fallen off. If popu-
lation was a test of the value of the line, the case of the
chairman must fall to the ground. (Cheers.) Then
with respect to the cost. The original estimate was
630,0001., and it was said that in no case should it ex-
ceed 700,0001., but now a considerable addition had
been made to that sum. The money requisite for the
line could not be obtained at less than 5 per cent., and
the annual charge for interest would not be less than
35,0001. According to the figures of the directors, they
could not get more than 3 per cent. in return, and
would, therefore, lose to the extent of 14,0001. a year.
He did not consider that there was any probability of
raising the necessary amount for less than 5 per cent.,
and was of opinion that the interest would in a short
time be 8 per cent. (Hear.) He now came to a more
important matter. The directors, considering that the
line between Southampton and Dorchester and South-
ampton could pay 3i per cent., had come to the con-
clusion that the other line would pay the same. He
wished to know how the money was to be raised for
making the Dorchester line ?
The CHAIRMAN said it would be taken out of the
general funds.
Mr. HENDERSON resumed—lt appeared to him that
part of the amount had been raised by debentures, and
therefore impugned the accuaracy of the statement of
the directors that the line would pay 34 per cent. (Hear.)
With regard to the accounts, Mr. Foyle said they were
all so intermingled that it would take months to go
through every item. A great deal had been said about
the pledge which had been given, and that the other line
would not have been thrown out but for that pledge.
Now, he wished to warn the meeting against persever-
ing in the course which had hitherto been pursued, and
contended that the spirit of the contract had been so
altered that Parliament would not insist on its being
adhered to. (Hear.) The directors had themselves de-
viated from the pledge, because they had promised to
make a double line, and now proposed a single one.
Mr. PUNCHARD seconded the amendment.
Mr. Ker Seymer rose, but was interrupted by loud
°ries of " order," several gentlemen persisting that Mr.
Punchard was in possession of the meeting.
The CHAIRMAN said if Mr. Ber Seymer would give
way, of course Mr. Punchard would be in possession.
(Oh, oh, and great confusion.)
Mr. PUNCHARD declared that he bad eaten a hearty
breakfast, and would not give way if he detained the
meeting till to-morrow morning. (Cheers and laughter.)
He had been a shareholder for some years, and had wit-
nessed such a course of proceeding, on the part of the
directors, that he had opposed every step which they
had taken. (Cheers and laughter.) He protested against
the construction of lines for the purpose of putting
money into the pockets of solicitors and engineers.
ye ntshi or
threats.
ef. the ( lineH
ea tE r
.o)
Txbee-
rerrehaatdiebteeerrnubpitoieung.h)t aTbhoeutexbt
putnd h
hi se threat
must
of resignation
ew
ailedto say
into
seoxoeenuertiotnhethcehabierrtea better and
tphieantsl.ie I(ocohkeeedrauapnodnlatuhgehtwerh.o)le board as a nest of scor-
ienel Dor-
chesterwbettthwetehnatp.re.
ll i KERand ESLYtmeErßweaseldaltmhoe eestiasdet line
identical
m o ted by the Great
of
Westtheern
billCo mepfanthyarede
mthpeairnyalteasa.
The second reading
passed, and but for the opposition whichitreceeceree
r
received
~fromd
the South-western Company, it would have
the. ion of the legislature. That line would neces-
sarily been construcatekde oanndthweerbk, androa
dgusvagaes,
so
which
d
was more expensiveto make
down that it would not have afforded the greatest amount
of accommodation to the local traffic of the district.
rtyndhor Cvewidneoeag is
se
remunerative.pprbl
tendencyvaoa ennudyenad,supportwhtto.oof uaaehldl
.et
earrin
aTffhoer di)great t I oee af I tahcec o Smemu tohd-aWt i oens t,
quite
nnu
pi
tutehl
aa
tet i
on anncfictdoeeunnt t
visit ;tphtianhaniet
od
sniecttuohtnwhes
einedruoneml r id
watering
agapnt
(Hear.) In his o
here to the pledge which had been gi •
ven to Parliament.
If they did not adhere to that pledge, they could never
again appear before a committee with credit.
(Cheers,
and cries of " oh, oh.") They
perhaps might say they
did not want to appear before Parliament. (Cheers.)
But they would be obliged to appear there when other
persons brought forward linesaffecting their interests;
and if they did appear with a damaged character in con-
sequence of repudiating their engagements, but little at-
tention would be paid to their representations. (Cheers,
and oh, oh.) The honourable and learned gentleman,
after replying to various attacks which had bee* made
upon the directors, and commenting on the course taken
by the minority at the board, concluded by recom-
mending the line to the shareholders as one intrinsically
right, remunerative in itself, greatly protective of the
company's existing lines, and certain to add largelY to
their earnings. (Hear.)
Mr. DICKENSON', a proprietor to a smallextent in
Great Western preference stock, but a much larger
holder of South-Western stock,Great
said that the
to
Western extensions had nearly all proved great 13f
theosethat company, and, with the excaepbetinotn
whicho he South-
ampton and Dorchester extension,
and con-
sideredexten-
sions there was a doubt, all thebranches
South-Western line had proved equally a
of the
He thought it was a most hap
loss to this company. they happy
Company that lost
thing for the Great Western.
bill last year, and they ought
their Devon and Dorset
to thank the South-Western Company for having op-
posed them. Extensions had proved equally disastrous
to the London and North-Western Company. Be did
not consider the shareholders of this company were
bound to carry out the pledge given by the bc.ardi but