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

EVENING suy

el he CHAIRMAN was clearly of opinion that the worthy
Pr, prietor was entitled to put the question. He could
as: ure 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 er 4,0001. into the concern.—(Hear.)
Mr. TAYLOR said that he had made no personal ob-
servations with respect to the worthy Proprietor ;
when he spoke he did not even look at the worthy
Froprietor.
The CHAIR3LAN was most anxious that the question
put by Mr. Goldsworthy should be answered by Mr.
Freshfield.

Mr. FRESWIELD had no objection to answer the ques-
tion, althorgh, ordinarily speaking, it was 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
tloubt that the defendant was entitled to oyer of every
decd in the declaration, but in the present instance Mr.
Goldsworthy demanded not only oyer of the deeds but
e• eery declaration made at the back of it. On the case going
before a Judge, he thought Mr. Goldsworthy was not
entitled to have his application granted, and dismissed it
with costs. When he (Mr. F.) was asked for copies of
the resolution, he offered to give them instantly.
Major RacmannsoN wished to 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?—('Hear, 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-
fisre 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 Losidon ; 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 rending 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
Rte 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
.assertitms in that document, which, on the face of them,
were gross falsehoods ; and, looking at the meeting at
whieh'it WLI3 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 iu the chair. At that meeting it
Iliad 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. GOLDSWORTHY—Yes, here I am.
Mr. GREEN—It appeared from that reper6 that a gen-
tleman named Jackson—

Mr. JA.CE:BoN—Behold him here.—(Loud laughter,
elerers, anti great confusion.)
Mr. GREEN—At that meeting he would contend Mr.
Jackson had not stated taiat the property was valueless. Mr.
Jackson had never made any suck statement.--(Uproar.)
.It was absolutely necessary, in all welt conducted Cum-
panies, to protect the Shareholder who paid the whole
of his calls, by commencing proceedings against these
ho
w had not paid. There was certainly a difficulty in
:dopting 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. Ail those persons had
taken their shares prepared to take a till idend of 10 per
c elite& though it appeared that it wasnot their intention to
pay up all their calls.—(Hear.) Now what right had
much 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 rurchased their
shares at 2s. 6d. a piece, would, hM was•sure, be the very
hat to take them into the Court ofChaneery. The Courtof
Chancery would not benefit. them, for they had become
'Shareholders with the determination to destroy the pro-
peley of the Company. The resolution they wished to pro-
pose was to dissolve the Company immediately. Now,
what an idea wee that, to dissolve a large Company of
such a nature immediately ! If the gentlemen had been
hired by sonte large iron factor in the back ground,
who was deFerous of taking_ advantage of the misfortunes
of the Corn puny, they could not have done it better. He
begged ti AI Proprietors not to be led away. Dissolve
the Coin- truly immediately ? How were their debts to
be paid C Was it a just or honest course to pursue ?
They Jhould place the Directors in the same situation
as ti eamselves. The iron trade was at present in
a d readfully distressed state, and if they were to
vie Jo their works they would depreciate the value
of their property, if not destroy it. The Directors
ad stated their desire that the Company should
'ultimately be dissolved. lie also would like to see the
*dissolution of the Company, but he should like to see
sit 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 (to
80 with honour and honesty,. and to do that they must
pay up their instalments. • Ut.til they did that they
were acting dishonestly by the Directors, dishonestly
by the Shareholders who had paid up their instalments,
an d were placing the Directors in a situation in which
tl ,ey ought not to be placed.
Mr. HonstAlY PeLezeat 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 ItICHARDSON had been present.
Mr. HORSLEY PALMER—Then, Sir, that document as-
serts a positive falsehood. I never t • eccived any conside-
rsition of value, except the usual quarterly allowance of
eesl. I never received a piece of plate from the COM-
pany in my life.
Major RICIIARDSON---It was never said YOU received
it. It was only said that it was presented to you.—
(Cries of " Oh ! oh !" and " Shame
1 shame 1" mingled
with cheers and great confusion.)
Mr. BAnNETT had been a member of the Committee
alluded to in the document which had been read. The
n
tents of that document "ere so contemptible that.ihe-
nthatt
should have thought it unworthy of his notice
it and
was
had it not
been for the charges brought againsti hChairmandocument
the Deputy Chairman. Now,
asked, what was the statement of profit and loss from
the Company with the house of Mr.
the dealings of
Horsley Palmer, for the last sixteen years ; and then
b
followed the statement, to which all
been on had been
made, of a piece of plate having presented
to Mr. Horsley Palmer by 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
Cernlasptantyhreaend.o the
house of Mr. Horsley Palmer fe
In the course of that time Mr.r t Horsleyahasa
given orders to the Company to grant 905,000/
(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
d been a profit
price, and the result to the Company ba
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 loth of July,
when u 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,
Jtinn Mortice, and Charles Parr Burney :
" The Committee cannot close their Report without
meknowledginee the invaluable and important services
rendered to the Company by the Chairman and Deputy
chairman, J. Horsley Valmer, Esq., and G. G. de H.
Larpent, ESQ.. as well as. the assistance of the Directors

generally, in superintending the affairs of the Company.
(Signed) " THOMAS WILSON, Chairman.
The next notice was in 1833, just after the decision of
Lord Lyndhurst became known. A Committee, corn-
' 'sell of Samuel Hoare, J. P. Wilson, John Morrice,
bert Barnett, Francis Ricardo, Charles Parr Burney,
IS. Marjoribanks, R. Small Charles Gibbes, and W. T.
Hibbert:—..

Resolved, " That this Committee cannot conclude their
labours without expressing their high sense of obligation
to Mr. Palmer for the very important services he has
rendered to the Company in a season of despondency
and gloom, when loss and disappointment awaited them
at every turn. and when the question of immediate dis-
solution was proposed. As the only means of averting
utter ruin, Mr. Palmer was induced to assume the ma-
nagement, and by character talent, and assistance, on
frequent occasions of extreme emergency, was enabled to
change the aspect of affairs, and to restore confidence to
the dispirited PFoprietary.
" The Committe,e gladly avail themselves of the pre-
sent opportunity of recording these services, and of re-
commending to the Proprietors that a piece of plate
worthy of his ,acceptance should be, presented to Mr.
Palmer, at itny time they should think most opportune,
testimM a the high fesPeet in Which his character

is held, and as an expression of their acknowledgments to
him for all the important benefits he has conferred.
(Signed) " S. INIARJORI3ANKS,
"In the absence of the Chairman of the Committee."

In consequence of that • resolution, a member of the
Committee had waited upon Mr. Palmer,. who had re-
fused to accept the plate.—(Loud cheers.) Now, he
would ask any honourable man, was it not monstrous
that the Committee of the United Shareholdei s should
dare to put forth such a slanderous falsehood ? He
was merely anxious to show how little reliance could be
placed on the statement of that gentleman, and he hoped
it would show the Shareholders the absurdity of follow-
in.. such a leader blindfold any longer.
follow-
ing
SHEARS would only occupy their time for a few
minutes. The great object of the present meeting was
to take into consideration the dissolution of the Com-
pany. It was not the first time such a motion had
been submitted to th&n, nor would it be the last, because
if carried, it must be submitted to another meeting for
confirmation. There had he believed been enough of
discussion to show in what partYthe Proprietors ought to
repose confidence. So far as he could ascertaiu,he believed
there was no difference of opinion as to the propriety of 1
taking steps to wird up the affairs of the Company. The
mode in which that should be carried into effect
was the point upon which the difference of opinion
existed. If ttiey adopted the resolution which had been
put forward in the requisition for the immediate dissolu-
tion of the Company, let them consider what a ruinous
position they placed themselves in. It would debar the
Proprietors from all power of protecting the interests of
the Shareholders. The other resolution, which had
now been moved as an amendment, was to the same
effect, but would not leave the property of the Com-
pany without protection. It appeared to him that it
would be madness (if he might use such a term)
in the Proprietary to support such a resolution as that
which would go to the immediate dissolution of the Com-
pany, and for that reason he should feel bound to hold
up his hand in favour of the amendment.
Major RICHARDSON said the discussion of that ques-
tion had not yet come before the meeting, but he would
now answer for himself. He was aware of the great
advantage it would give the gentlemen to whom he was
opposed, and conscientiously opposed, if they were
enabled to knock down the leader.—(Hear, hear.) That
individual, however, was powerless in himself, and
it was only the large number of highly respectable
Shareholders by whom he was supported that
gave him strength. He was rejoiced at the
attack that had been so publicly made upon
him, because it afforded him an opportunity of de-
nouncing all that had been uttered against him as base
and infamous falsehood. He had had nothing to do
with the Poyais scheme—it was set on foot by General
M‘Gregor and others ; when he became a shareholder
he knew nothing of the circumstances, but the moment
he did he called a public meeting, and exposed the whole
fraud.—(Hear, hear.) For that he had been voted
thanks, and now, after 17 or 18 years, no aspersions that
might be cast upon him as regarded that question
could hurt him.—(Hear, hear.) He knew well that
it they could escape accounting for themselves the
Directors would be very glad to attack him, but he
was ready to meet them. (One of the Directors
here laughed.) He could assure that gentleman
that he would make him laugh with the wrong side of
his mouth.—(Laughter.) The statement that he had
bought his shares for half a crown each was false, and
an infamous lie, and he would refer in corroboration of
that statement, to the books of one of the most respect-
able stock-brokers in the City. So far from that being
the case, he had lost 150/ by his shares, and it was
false to say that he came there with the object of gaining
one penny. He would ask the Hon. Gentleman who
had spoken of Poyais, whether he had heard anything
of Spanish and Greek loans, and who were the con.
tractors and concoctors of those schemes ? With regard to
the piece of plate which had been alluded to, he took it
for granted that it had been presented to Mr. Palmer
when he saw it entered on the books, and he was glad
the statement had been made, as it afforded Mr. Palmer
an opportunity of denying it.—(Cries of " Shame.")
Mr. BARNARD said it was a proposal to the Proprie-
tors to give a piece of plate to Mr. Palmer.
Major RICHARDSON hoped he would be allowed to make
a few more observations. The question before them
was, whether the account and Report which had been
read to the meeting should be printed and circulated
'among the Proprietors, in order that they might under-
stand how they should vote. To that an amendment
had been moved by Mr. Ricardo. The object of the
meeting was to consider whether the Proprietors
under all circumstances were in a position to
dissolve the Company immediately or not. All that
he (Major Richardson) wanted was to have passed some
resolution which would fix a time for the liabilities of
the Proprietors to be paid. That could be done as easily
now as twelve months hence. As regarded the law of
the question, a great deal had been said bearing upon
the actions brought against the Shareholders. He
(Major R.) had said so twelve months ago, and be now
repeated it, that no action could be sustained against a
Shareholder for the payment of the calls made on him
by the Company, until an account was taken of the debts
and liabilities of the Company.
The SOLICITOR of the Company here observed that
that was not the law as regarde..l this Company.
Major RICHARDSON said he would prove it to be so,
and he would tell the Proprietors, who so wished, not to
be afraid to vote on the present occasion. Those who
had not paid the last calls were fully entitled to vote,
and he called on those who did not wish to be harrassed
by law-suits to vote for his resolution.
The CHAIRMAN said that, as a ballot had been de-

manded on the question, he would state the original re-
solution and amendment to it. Ile then road them to the
meeting, and said that, conformably with the 10th clause
of the Company's deed, he would fix a day for taking
the ballot, and that day should be Thursday-, the 25th
inst., between the hours of twelve and three o'clock, at
the Company's Office.
Major RICHARDSON then called the attention of the
meeting to the fact of actions at law having been
brought against some Shareholders for refusing to pay'
the late calls made on them, and to the grounds of de-
fence which the parties sued had adopted, and referred
to the conduct of Mr. Hooper, who, to avoid being
harrassed by law proceedings paid the calls made on him.
but paid them under a protest, which he would be glad,
to hear read.

The CHAIRMAN could not admit of the paper, which
the Hon. Proprietor adverted to, being read.
Major IlicnAuDsoN then read the resolution which
he meant to propose. It was to the effec, that in or-
der to save the finances of the Company, no action or
suit at law should be entered into by the Company till
the actions now pending between certain Shareholders
anzl the Directors had been decided.
Mr. Wm. JONES seconded the resolution.

The CIIAIRMAN having put the question,
Mr. TAYLOR said, that the resolution now proposed
seemed to him nothing but a demand on the part of cer-
tain persons owing money to the Company that the Com-
pany should not sue them for it.

Ilajor RICHARDSON was astonished that a person of
such acuteness as the Hon. Proprietor, who had just sat
down, should attach such a meaning to the words of the
resolution.

After a few words from Mr. GREEN,
The CHAIRMAN said, that since the resolution had
been read, a ballot had been demanded on it ; and he,
therefore, according to the clause of the Company's decd
before mentioned, appointed the same place and time
which he had fixed for the ballot on the former resolu-
tion—namely, Thursday the 25th inst., at the Company's
offices, between the hours of twelve and three o'clock.

Major RICHARDSON —As the Ballot had been demanded
he trusted that every Shareholder would go forward and
offer his vote, whether he had paid his calls or not, let
them try the question and let it be set at rest. He
would now move that all calls made over 501. per share
are illegal, and that no more be made.
The CHAIRMAN—That cannot be put, no notice having
been given.
Major RICHARDSON would then move that the calls
paid by certain shareholders over 501. having been paid
in ignorance, should be repaid.—(Cries of " Oh, oh.")
The CHAIRMAN hoped that some end would be put to
such scenes ; they were disgraceful, and were destroying
the character and trade of the Company.
Mr. TAYLOR—If the actions against the recusant
Shareholders should be settled in their favour, as a
matter of course those who have overpaid will he repaid.
Mr. 11. PALMER said there was a great mistake on
that point in the minds of many. It was a mistake to
suppose that every Shareholder was not liable for all
the debts of the Company. If the funds should run
short the whole of the Shareholders must contribute.
Mr. JACKSON had a resolutign to propose, but before
doing so he begged to ask Mr. Palmer whether Messrs.
rh
14, r!solitield were not his private solicitors ?—(Cries of
2 That it
Well, he would propose a resolution
Palmer, against
titofishmtehsesros.pipnrioenshofifeitdhewmaeseatinngimthparotptehre ap-
pointmentope
to tal:
inasmuch as
ey were the private solicitors of Mr. H.
elel whom the Court might think it neces-
saryglad he had amused Major
nientri:groceedings.
should amuse him tle
seconded the resolution. He was
Chairman, but he thought he
of one of the moreblasters of when he got him into the office
whether Mr. Ques-
tion, question.") He
The question was, to the question.
em,f.aCshancery.—(Cries of "
properly appointed as Solicitor Freshfield had been
(Hear, hear, hear.) lie had tto the Company.=
question, and when he did heglNo-asupm to speak on that
laugh.—
(Laughter.) It was a true saying,
thatet by a
many.—(Great laughter.) Ile thought Mornel,ool made
Fresh field,
being the confidential solicitor of Mr. H. Palmer,
the Directors of the Company, was not a proe one of
to be the Solicitor of the Company. That proper
tpheer sor
ob-
jection, and the only one he had, to Mr. Freshtield.
Mr. WILKINSON felt glad this objection had been
made by the party by whom it had been, as it showed
most clearly that the shoe pinched in the proper place.
The CHAIRMAN then put the resolution to the meeting,
and upon a show of hands declared it to be negatived.
Major RICHARDSON, in proposing a resolution, to
the effect that the annual allowance to the Directors
should be discontinued, observed, that the strictest eco-
nonly ought to be enforced by the Company, as there
could be no doubt the concern was insolvent. It was
losing mosey every day, and during the last half year
there had been a loss of no less than 14 , 0001 .
Mr. JONES seconded the resolution.
The CHAIRMAN, in putting the resolution to the
meeting, would ask the Proprietors whether it was right
for the meeting to permit one of the Proprietors to talk of
the insolvency of the Company ? .As for the salaries,
to the Directors, he was sure to some of them it was no
consideration, and, for himself, he cared not for it.
He should have resigned his situation in the Direction
ten years ago had it not been for the hope that he might
be able to benefit the concern. With respect, how-
ever, to the Directors, who were obliged to attend daily,
he thought their salaries ought to be continued.
With respect to those gentlemen he would only say,
that he congratulated the, Company in having such
faithful serpents. There was another gentleman to