The Sun.
London, England, 1841-11-17 00:00:00

TO THE PROPRIETORS OF Ti:E
BRITISH IRON COMPANY.

Castle Court, Budge Row, London, Oct. 23, 1841
The Trustees of the United Shareholders having given
the report of Robert Barnett, Esq., Gideon Colqu-
houn, Esq., Thomas Gibbes, Esq., John Middleton,
Esqs, William Morrice, Esq., Moses Ricardo, Esq.,
Benjamin Harding, Esq., lately circulated among the
proprietors, their attentive consideration, are of opinion
that it may be supposed that they approve. of the con-
tents of that document, if they remain silent, and in
order to avoid such a misconception, they deem it their

duty to review it.
The Proprietors will remember, that the nomination
of this Committee was effected in a manner which re-
flected no credit upon the Directors and their partisans,
and inflicted an act of injustice upon the United Share-
holders, from whom the proposition to appoint the Com-
mittee emanated.
The Directors having no alternative left but to consent
to the appointment of a Committee of Inquiry, or to fall
under the charges which had been brought against them,
after giving six months' opposition to an inquiry which
men possessing reputation and integrity ought not to
have opposed for six hours, consented to the appoint 7
ment of a Committee, which, however, they took care to
nominate themselves; and the seven Proprietors elected
for this purpose were their avowed and constant sup-
porters, and known to be so linked with them by self-
interest, that a condemnation of the Directors amounted
to a sentence upon themselves:—the appointment was
discreditable—the acceptance anything but judicious.
The Proprietors could expect little from such a Com-
mittee; and the Report in no way. disappoints their

autAchati-0.,
dtiti4 of the Ociiiimittee were declared by the fol-
loikifig
That the Report be laid before the Committee to be
apppinited by this Resolution, that the under-men-
iiimed-PrOprictors be appointed a Committee for con-
giob:lng'the past proceedings of the Directors in the
nauttagement of the affairs qt the Company ; and also the
best mode to be taken, either for closing the concerns of
the Company or otherwise, and to report their opinion
thereon, together with such observations as they may
have to offer upon the accounts submitted by the Di-
rectors, at a subsequent General Meeting, to be espe-
cially convened for receiving the same ; and that in the
Meantime a circular letter be addressed to: every Pro-

prietor, with a copy of this resolution, urging the -neces,
say of prompt payment of the calls necessary for dis
charging the liabilities in court of payment."
The Trustees of the United Shareholders having
weighed well the instructions contained in this resolu-
tion, have no hesitation in decla`ring that the seven
gentlemen have not fulfilled their duties ; in fact, the
document which they have issued is evidence of their
having examined nothing more than the half-yearly
Report, May 20th, 1841, instead of commencing their
investigation from the month of April, 1825; but to make
up for this neglect,, these seven gentlemen declare,
in the same Report, that, all the losses are to be attri-
buted to the errors of management made by the first
Directors in the origin of the Company, the very period
which they admit they have not investigated, and, put
down this loss to the purchase of the Corngreaves Estate
which they state amounts to 850,0001. This Committee
make this declaration, with the Report of the Directors
in May, 1841, before them, by which it appears that the
total cost, including law expences, is 971,0001., and the
present value 586,2791., besides a profit of 195,7861. The
object of this part of the Report is to shield Sir George
Larpent and Mr. Horsley Palmer, and give the appear-
ance of truth to the oft repeated assertion of these two
Dire ctors—that all the losses of the Company arose
from the mal-administration of the Directors before they
entered the direction. Whilst the fact is, that the losses
of the British Iron Company are to be attributed to the
management of these identical gentlemen, Sir George
Larpent and Mr. Horsley Palmer, who have been con-
nected with the direction from its first establishment.
The aspersions which this Committee say " have been
thrown on the Directors," are the charges which have
been brought against them—before the assembled pro-
prietory—in the face of the world—and under the eye of
the press.
These charges have been supported and substantiated
by the evidence adduced from the report and balance
sheet issued by the Directors themselves in May. last—
they have never been met, much less refuted ; and Sir
George Larpent and Mr. Horsley Palmer must even yet
answer to these charges or abide by the consequences !
The Committee have not in their Report informed the
Proprietors,—what is the amount of profit or loss which
has resulted to the Company in consequence of the deal-
ings with the firm of Mr. Horsley Palmer during the
last sixteen years ; neither have they said whether they
approve of the service of plate which Mr. Palmer's col-
leagues presented to him at the cost of the Company ;
or whether they consider the annuity adequate which
was granted to Mr. Simson, the late Managing Director,
to indUce him to retire, in order that Sir George Lar-
pent might provide for his brother-in-law, Mr. Wilson,
and-his two friends Messrs. Barclay and Ravenshaw, by
appointing them to be Managing Directors at 2,0001. per
annum, in lieu of 5001. per annum paid to Mr. Simson.
lor have they informed the Proprietors whether the
holders of the 1,161 shares forfeited were solvent ?
What are the numbers of the said shares ? and it any of
the said shares have by mistake ever been sold ?
The Committee have not recommended that the •.lavv
bills of the solicitors, amounting to 185,5991., . sliall be
, 1
taxed; they have, however, recommended that. the Com-
, piny shall be dissolved, in which recommendation the
Trustees of the United Shareholders most heartily join;
provided the Committee to carry out the dissolution are
'Well selected, and shall fairly represent the getieial body
iof the Shareholders. *
ThiS Committee of seven has had but one object
throughout their labours as their Report proves, and
that was—to place the Directors before the Proprietors
in the most favourable light—to gloss over all their
mistmarigemcnt--to make them appear honourable, just,
and vise ; and as the picture would not be perfect
without shade as well as light, they venture to asperse
the motives of the United Shareholders, by attempting
to prove that the illegal calls made upon the 501.
shares are just and not fraudulent—that the Directors
are ill-treated and injured men, and have not wasted,
squandered, or lost one million seven hundred and
seventy-three thousand, three hundred and twenty-seven
pounds of capital and interest, as is proved by their own •
accounts, contained in the Report of May, 1841 ! ! !
They next attempt a justification of all the injudicious
and illegal acts of the Directors during the past sixteen
years, by reminding the Shareholders that all which the
Directors have done has been sanctioned by the Pro-
prietors at general or special meetings ! No doubt the
chosen seven imagined that this statement would clear
the directors of all blame. But when the Shareholders
are informed that this sanction, given to the illegal acts
of the Directors, was obtained by deception; namely,
by the Reports produced to the General and Special Gene-
ral Meetings, from time to time by these Directors, the
contents of which are now proved to have been fallacious
in every respect (vide Report of 4th May, 1838, in which
the one-half only of the opinion given by five leading
Counsel is inserted, to satisfy the Proprietors that the
Company is under no liability to Mr. Attwood, beyond
that of returning him the Corngreaves Estate for 325,0001.;
and then in the month of May, 1841, the other half of
the same opinion is inserted in the Directors' Report, to
prove to the Proprietors, that the Company can never
get rid of the payment of the interest upon the amount
owing to Mr. Attwood, and therefore they have not
returned the estate, but paid Mr.t Attwood 350,000/. !)
—a deception which has not only produced ruin, but
whichit is now attempted to adduce as a justification to
throw the blame upon the deceived instead of the de-
ceivers.
The Trustees of the United Shareholders having now
refuted the statements contained in the Report of the
Committee, have only one duty more to fulfil, and that
is earnestly to request every Shareholder to refrain from
pitying any further calls, and to attend the General
Meeting of die Proprietors to be held in November next,
and vote for the immediate dissolution of the Company
and thus put an end to their losses and liabilities, and
avoid the only alternative left to the United Share-
holders,—namely, an appeal to the Court of Chancery.
By order of the Trustees,
JAMES BAILEY, Hon, Sec.