The Sun.
London, England, 1841-11-20 00:00:00

Mr. FRESHFIELD—No Shareholder who has not paid
his calls can vote.

Mr. TAYLOR—Not even those who have paid up all
the calls but the last?

Mr. FRESHFIELD —That is their misfortune, but it is
the law according to the deed.
Mr. GOLDSWORTHY—Was not the delay in proceeding
with the actions the fault of the Directors?
_ _

Mr. TAYLOR would ask, waS the gentleman entitled to
put the question—for it was well known that there were
many persons in the AsiOciation who were mere
swindlers, many who were paupers, and others who had
paid only 2s. 6d. for their shares.
The CHAIRMAN was clearly of opinion that the worthy
Proprietor was entitled to put the question. He could
assure the meeting that it was the wish of the Directors
and bimself to answer every question.—(Cheers.)
Mr. GOLDSWORTHY could not understand what Mr.
Taylor meant by stating that he (Mr. G.) had come
into the concern as a pauper; all he knew was, that he
had paid upwards or 4,0001. into the concern.—(Hear.)
Mr. TAYLOR said that ho had made no personal ob-
servations with respect to the worthy Proprietor ;
when he spoke he did not even look at the worthy
Proprietor.

The Ch AinmAx was 'nest Anxious that the question
put by Mr. Goldsworthy should be answered by Mr.
Freshfield.

Mr. FRESIIFIELD had no objection to answer the ques-
tion, although, ordinarily speaking, it as inconvenient
to answer questions upon technicalities in such meetings
as the present. If he understood Mr. Goldsworthy, he
had stated that oyer had been demanded, and that he
(Mr. Freshfield) had objected to it. There could be no
doubt that the defendant was, entitled to oyer of every
deed in the declaration, but in the present instance Mr.
Goldsworthy demanded not only over of the deeds but
every declaration' n $ • at the hack On the case going
before a Judge, he thought Mr. Goldsworthy was not
entitled to have his npplication granted, and dismissed it
with costs. When he (Mr., ~y akked for copies of
the resolution, he offer k 1 tirglfe them instantly.
Major RICHARDSON wished t 0 know whether the
oyer which was demanded was not the endorsement of
the different alterations in the clauses in the deed of
settlement, by which the Company attempted to enforce
the payment of the calls by means of the law, and whether
they were not refused when demanded, unless the So-
licitor would at once admit that all these alterations
and amendments were done legally ?—(Flear, hear.)
Mr. RICARDO thought the present was a most incon-
venient proceeding ; the Company were- at law with
these very gentlemen, and they ought not to be allowed
to put questions to the legal adviser of the Company.
The CHAIRMAN said it was for the Proprietors to de-
termine whether the question should be answered or not.
Major RICHARDSON said he would Withdraw the
question, because he had the letter of Mr. Freshfield
before him, which admitted it.

The CHAIRMAN was about to put the original reso-
lution and amendment to the meeting, when
Mr. GREEN stated that he wished to make a few ob-
servations. He wished to know whether it was good
policy,, when the shares of the Company were hawked
upon the Stock Exchange, for gentlemen to undertake
the liability of Shareholders? He would ask whether it
was to be supposed, when half-crown men came forward
to interrupt the regular proceedings of the. Company,
their motives were either conscientious or honest ?
(Hear, hear.) The most villanous circulars had been
sent to the Proprietors. He would not say the reports
against the gentlemen were true, but this he knew, that
they had been charged with circulating them, and there-
fore it lay with them to prove they were false.—(Hear,
hear.) The Hon. Proprietor then referred to a letter
written by a Mr. Bailey, who stated himself to be Secre-
tary to the United Shareholders, and challenged that
gentleman to prove the correctness of its contents.—
(Hear, hear.) The letter emanated through the circum-
stances of the Report being printed and distributed
among the Proprietors. The parties reporting were
gentlemen of the highest honour and standing in the
City of London ; men without taint on their character.
—(Hear, hear.) When they made their Report, it
was a Report which was the best they could
make, and the reflection which had been cast upon
them were extremely unjust, but upon that the
Proprietors must come to their own conclusion, and then
they would consider the equity of the present proceed-
ings on the part of certain Proprietors.—(Hear, hear.)
The worthy Proprietor then read the letter of Mr. Bailey.
which appeared in The Sun of Tuesday last.
The CHAIRMAN interrupted Mr. Green during the
time he was reading Mr. Bailey's letter, and suggested,
that as all the Shareholders had had a copy of it, per-
haps it would be as well if, to save time, Mr. Green
would confine himself to commenting upon it. Neither
he nor Mr. Horsley Palmer cared much for the contents
of that document.—(Cries of " Read, read.") He begged
to state he had merely interfered to save time. There
could be no objection to Mr. Green reading the whole
of the document.

Mr. GREEN then concluded the reading of the letter
amidst considerable interruption. Now, there were many
assertions in that document, which, on the face of them,
were gross falsehoods ; and; -looking at the meeting at
which it was concocted (a report of which appeared in
the Mining Journal), he must say that it was one of the
Most extraordinary meetings that ever had been held.
Major RichardsOn was in the chair. At that meeting it
had been stated that the property of the Company was
utterly valueless. A gentleman, named Goldsworthy,
was also present. He knew not if he were present now.
Mr. GoLnswonTnir—Yes, here I am.
Mr. GREEN-It appeared from that report that a gen-
tleman named Jackson—

Jackson Mr.
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Mr. JACKSON—BehoId him here.—(Loud laughter,
cheers, and great confusion.)
GREEN—At meetingiirolipeerltYo
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Jackson had never made any such statement.--(Uproar.)
It was absolutely necessary, in all well conducted Com-
panies, to protect the Shareholder who paid the whole
of his calls, by commencing proceedings against those
who had not paid. There was certainly a difficulty in
adopting such a course, and that was, that it was impos-
sible to distinguish between those who could not, and
those who would not, pay ; and, therefore, it was their
duty to proceed against the whole. All those persons had
taken their shares prepared to take a dividend of 10 per
cent.,although it appeared that it was not their intention to
pay up all their calls.—(Hear.) Now what right had
such persons to take a prominent part in their proceed-
ings ?—(Hear.) What right had they. to be present ?
They had spoken of taking vengeance in the Court of
Chancery. But those gentlemen who had purchased their
sharps at 2s. Gd. a piece, would, he was sure, be the very
last to take them into the Court of Chancery. The Court of
Chancery would not benefit them, for they had become
Shareholders with the determination to destroy the pro-
perty of the Company. The resolution they wished to pro-
pose was to dissolve the Company immediately. Now,
what an idea was that, to dissolve a large Company of
such a nature immediately I If the gentlemen had been
hired by some large iron factor in the back ground,
who was desirous of taking advantage of the misfortunes
of the Company, they could not have done it better. He
begged the Proprietors not to be led away. Dissolve
the Company immediately ? How were their debts to
be paid ? .Was it a just or honest course to pursue ?
They should place the Directors in the same situation
as themselves. The iron trade was at present in
a dreadfully distressed state, and if they were to
close their works they would depreciate the value
of their property, if not destroy it. The Directors
had stated their desire that the Company should
ultimately be dissolved. He also would like to see the
dissolution of the Company, but he should like to see
it done with honour. It was impossible to carry out
the resolution for immediate dissolution. Before they
did so they must put the Directors in a situation to do
so with honour and honesty, and to do that they must
pay up their instalments. Uutil they did that they
were acting dishonestly by the Directors, dishonestly
by the Shareholders who had paid up their instalments,
and were placing the Directors in a situation in which
they ought not to be placed.
Mr. HORSLEY PALMER asked if there was any gentle-
man present who was present at the meeting of the
United Shareholders, at which the document alluded to
had been agreed to?
Major RieneabsoN had been present.
Mr. HORSLEY PALMER—Then, Sir, that document as-
serts a positive falsehood. I never received any conside-
ration of value, except the usual quarterly allowance of
251. I never received a piece of plate from the Com-
pany in my life.
Major Ricnnapsoie—lt was never said you received
it. It was only said that it was presented to yell._
(Cries of "Oh 1 oh !" and "Shame ! shame 1" mingled
with cheers and great confusion.)
Mr. BARNETT had been a member of the Committee
alluded to in the document which had been read. The con-
tents of that document were so contemptible that he
should have thought it unworthy of his notice, had it not
been for the charges brought against the Chairman and
the Deputy Chairman. Now, in that document it was
asked, what was the statement of profit and loss from
the dealings of the Company. with the house of Mr.
Horsley Palmer, for the last sixteen years ; and then
followed the statement, to which allusion had been
made, of a piece of . plate having been presented
to Mr. llorsley Palmer lsy his colleagues. Now,
the first of these passages was an insinua-
tion—the second was a direct charge. With re-
gard to the first, he had directed extracts to be made
from the books of the Company of all the transactions.
which had taken place between the Company and the
house of Mr. Horsley Palmer for the last three years.
In the course of that time Mr. llorsley Palmer had
given orders to the Company to grant 205,0001.—
(Cheers)—and for that Mr. Horsley Palmer had
received not the slightest advantage, either directly
or indirectly. The contracts had been made at the full
price, and the result to the Company had been a profit
of 13,0001.—(Cheers.) With regard to the assertion,
the first complimentary notice of the services of Mr.
Palmer, was in the . year 1838, on the 15th of July,
when a Committee of Proprietors, composed of
Robert Barnett, Samuel Hoare, John Jeffery, William
Parker, John Peter Basch, Charles Bayley, Thomas
Wilson, Thomas Warre, S. Marjoribanks, Hyde Parker,
John Morrice, and Charles Parr Burney;—
" The Committee cannot close their Report without
acknowledging the invaluable and important services
rendered to the Company by the Chairman and Deputy
chairman, J. Horsley Palmer, Esq., and G. G. de 11.
Larpent, Esq.. as well as the assistance of the Directors