The Sun.
London, England, 1846-01-26 00:00:00

SAT NORTH and SOUTH WALES
WORCESTER RAILWAY COMPANY.
MEETING OF SHAREHOLDERS.
A ieeting of ths shareholders of this Company was held on
rday, at the Gt .Idhall'iavern,in conformity with a reso-
-1 agreed to ate former meeting, in consequence cf the
-1) ..o._torB having refused to accede to the request of a
;. appointed by the shareholders to inspect a bals.uce-
sheet of the affairs of the Company up to the present time.
At-the meeting-at which thedeputation was formed, a reso-
..l4tion was agreed to not to pay the additional deposit of 11.
per shaxe, demanded by the Directors.
Josiah Bates, Esq., was called to the chair.
The CHAIRMAN said, that as many shareholders present
were not aware of the preliminary meeting that had been
held on Wednesday last, it might be, as well for him to state
the circumstances that had originated the present meeting.
They were all aware that the Managing Committee of their
Company had advertised that •an additional deposit
of 1/. per share would be required, with a condition
that if it were not paid on or before the 30th
instant, that the shares would be forfeited. That
announcement naturally produced dissatisfaction among a
considerable number of 'shareholders, and they seemed to be
in doubt as to what steps they should take under the exist-
ing circumstances, and .at a meeting, a committee was
nominated, and a deputation appointed to wait on
the Board of Directors, to request those gentle-
men either to postpone the payment of further deposits,
or to call a general meeting to be held at the London Tavern.
The Directors refused to call a meeting, but stated that if
the deputation would retire they would consider what course
it would be best to pursue, and after a protracted disc
had taken place, of course they were informed that the
Directors had agreed to call a meeting for the 4th of February-.
The deputation then requested them to extend the time for
payment of the deposits beyond the 31st, or to announce that
the shares would not be forfeited in the failure of meeting the
demand at that period. The deputation then proceeded
to ask the Directors a number of questions,—to be
allowed to see the traffic tables, and to be informed
what number of Directors had paid their first, not
their second deposit. These questions the Directors having
refused to answer, the deputation withdrew. It now re-
inained with the meeting to agree as to what steps should be
taken to protect the shareholders. The meeting was open
to discussion, and any gentleman would be afforded an oppor-
tunity of expressing his opinions.—(Hear, hear.)
The SECRETARY then read the notice convening the
meeting.
The CHAIRMAN said, that there was one remark which he
intended to have made before calling on Mr. Com tenay to
make his statement. It had been stated that the gentlemen
who had commenced that agitation were persons who had
purchased their shares at discount, and that they expected
to realise a large profit by breaking up the Company. That
he denied, for every one of the gentlemen had purchased at
15s. premium.—(Hear.)
Mr. CounTE.NaY said he had purchased shares at 10s. per
share premium, and was informed that no further deposit
would be required until the Act of Parliament sanctioning
the Bill had been obtained. He saw in the prospectus that
such were the terms. He need not tell them of the panic still
existing in the share market. In full reliance that the Com-
pany was promoted by respectable persons, and that the terms
of the prospectus would be adhered to, he became a shareholder.
But what was his surprise to see an advertisement in the
Times, requiring 1/. additional to be paid ?—(Shame.) He
thought it right to make inquiries, and accordingly called
at the office of the Company. On applying there for some
information, he was asked whether " he was an original
shareholder?" and when he replied that he was not, he was
told that he had " no right to any information."—(Shame,
shame.) He was also told, that if persons got shares and.
signed deeds they must abide the consequences. He then
addressed the following letter to the Directors of the Com-
pany
"TO THE DIRECTORS OF THE GREAT NORTH AND SOUTH
WALES AND WORCESTER RAILWAY COMPANY.
" 289, Regent-street, Jan. 19, 1846.
" Gentlemen,—Some short time before the panic, was
induced by a friend to purchase 100 shares in the
re vi a
ous
bove
railway, at a premium of ten, shillings per share. P
to doing so I inquired the amount of the d
that deposit, andurther was
informed that it was only one pound, an no f
call would be made till an Act of Parliament was obtained.
The correctness of this statement is borne out by one of your
prospectuses, which I 'now have before me. It states the
capital at 2,000,0001., in 100,000 shares of 201.
each. Deposit, 11. per Awe.' In the nineteenth para-
graph of the same prospectus, I find the following
announcement' viz. The subscribers will be held liable
only to the extent of their first deposit until an Act of Par-
liament is obtained, and afterwards only to the amount of
their subscription.'
" I am filly aware that you announce as your reasons the
Turessity of complying with the standing orders of the House
of Lords. But, with all due respect to yourselves, I protest
against this being any justification of your flying in the face
of the announcement made in the paragragph I have brought
under your notice. You distinctly state, that until an Act
is obtained no further call shall be made. Even if you have
this right—which I for one dispute—why, in the present
state of the money market, exercise it? Why not act as
other respectable companies are doing (the Grand Union for
example), and wait till there is some solid prospect of passing
your Bill through the House of Commons ?
" If everything in your accounts is fair, and your deposits
are paid, what need of any further capital at present ; or, at
any rate, why not call a public meeting of the shareholders,
give them a full account of the present state of your pros-
pects, the amount of expenses up to the present time, and of
the cash in hand? In my opinion, unless you act in the fair
and honourable way here pointed out, your call will be in
vain. Waiting your reply,
" I remain, Gentlemen, yours obediently'
" F. B. COURTENAY."
After having sent that letter, he observed the advertisement
that appeared from Messrs. Bates and Co. He waited on
these gentlemen, and told them that he would write to the
Directors, and he sent the following letter :
TO THE DIRECTORS OF THE GREAT NORTH AND SOUTH
WALES AND WORCESTER RAILWAY COMPANY.
"289, Regent-street, Jan. 19th, 1846.
"Gentlemen,—After I had written and sent my letter of this
morning's date my attention was called to an advertisement
in this day's Times newspaper, signed J. Bates, and Co.,
Foundry-court. Its'purport I need scarcely state, as I have
no doubt you are aware of it. However, in consequence of
my seeing it, I thought it necessary to wait on these
gentlemen, who informed me that they had recvested
you to call a meeting of the shareholders. That a gentleman
from Leeds, representing a very large number of shareholders
resident in that town, had come up to London with a similar
object. During the short time I was at Messrs. Bates' offices,
three gentlemen, who stated themselves to be shareholders,
called, attracted, like myself, by the advertisements in the
Times, and one and all expressed their dissatisfaction at your
conduct, and their determination not to pay the extra de-
posit unless a public meeting was called, and a full statement
of accounts given. As I learnt that there is to be a
meeting of your Board to-morrow,ll thought it as well to
snake you acquainted with these facts first, and then to ask
you, in the event of your being resolved' to set at defiance the
wishes of (from all I have this day in the City heard), your
shareholders, I sincerely believe the majority of your share-
holders are prepared and willing', to give to the present
shareholders upon their calling at the office of the Company,
and presenting their shares, information on the following
points
First. The amount of deposits actually paid.
"Secondly. The number, out of the eighty odd whose
name; appear as promoters' in your prospectus, that
ap-
plied for shares, the number of shares allotted to each ap-
plicant, and the amount each has paid on such shares.
" Thirdly. The names and addresses of the gentlemen who
now form the Board of Provisional Managers,' the number
of shares originally allotted to each, the amount of deposit
paid by them, and the number of shares they now each of
them hold.
" Fourthly. Whether there is, or not, sufficient funds in
band to enable the Company to make the necessary deposits
required by the House of Commons.
" Such, gentlemen, is the information which I for one
think you should be prepared to render to your shareholders
before you insist upon another deposit being paid; and I
sincerely trust for your own credit and interest, as well as
that of your shareholders, that you will meet these inquiries
in an explicit and candid manner, and thereby secure the
confidence of those on whose behalf you are acting. For you
may rely upon it that in thepresentstate of the money mar-
ket, and in the present temper of the public mind; also,
that without yon adopt some such course as I and others
have indicated, you will fail in obtaining the payment of the
extra deposit, and spread confusion and dissensioi where all
should be confidence and harmony...—I remain, gentlemen,
yours obediently, " . COURTENAY."
He had stated that he had written this letter late at
night, intending to give his servant orders to post it in the
morning; but before he did so he received the following let-
ter from these Directors :
" GREAT NORTH AND SOUTH WALES AND WORCESTER
RAILWAY,
" 8, St. Mildred's-court, Poultry,
"London, Jan. 19, 1846.
" Sie,—l am directed to acknowledge the receipt of your
letter of this day's date, and to refer you"—(To what )—" to
. the advertisements in the daily papers for the information
you require as to the present position of this Company.
"(Signed), C. HANBURY.
"F. B. Courtenay, Esq."
_(Cries of " Shame, shame.") Now, he thought he could
not do better than send another letter to those gentlemen in
reply to this one.
"TO THE DIRECTORS OF THE GREAT NORTH AND SOUTH
WALES AND WORCESTER RAILWAY COMPANY.
•" 289, Regent-street, Jan. 20th, 1846.
" Gentlemen,—I wrote the accompanying letter late last
evening, intending to post it this morning, but before I could
• do so I received a note from your Secretary, acknowledging,
on your behalf, the receipt of my former communication.
Without, however, affording me the slightest information, or
id any way answering my letter, or explaintng why you have
departed from the announcement in your prospectus,
to which I.,called your attention with respect to
the deposits, you refer me, to the advertisements
'in the papers ! I ask you what advertisements ? Cer-
tainly, in those I have 'seen there is no explana-
tiou that "affords me informition as to your authority
for calling for a further deposit, after the clear and explicit
beige given in your prospectus, that no calls should be made
beyond•the first deposit till an Act of Parliament was ob-
tained. And; theretore, I cannot but regard the note ad-
dressed.to on
your
behalf by the Secretary of the Com-
pany
as-a dishonourable evasion of the question. In addition to the
question I have asked you in the ac-
empanyin6 letter, I now tulg inquire if you will permit
me to read the deeds signed the accom-
panied
by a solicitor, should I think shareholders,
ui fit to bring one.
I have only to add, that should your answer to this be as
evasive and unsatisfactory as the one 1 havealready received,
shall feel bound to give publicityotiothroism aylearn
correspondence, in
order that the great body of slisteshde
use-
less it is to endeavour to gain' information from thoeivr pyi'sional managers.--I am, gentlemen, yours obediently,
" F. B. COURTENAY:"
The meeting
might, perhaps, have observed that he
might
be classed among those persons who were said to be of °' an
- rament"—(r Augri ter) —that he got angry
excitable tempe h
nd
did confess that he was rather excited
sometimes ; a
while writing the leetter he had just read them. Fortunately
. a friend came in (a great believer in mesmerism), and said,
'ttethonyloaug?i''tate"yoe3
cursed railway."--(Lain Oh lul,ratehlif,s
" My dear: fellow, wile is the )
ma
liter.
I will calm you in a minute." Ile (Mr. Courtenay) told him
what he had done, and he also reA,l the proof of the letter
he had sent the Directors., "Oh," d
"if that is all, I will throw you into a tranquil sleep, an I'll
his friend said again—
_ ,do even more for you, for I will not only ?sothe your irrl-
• fated feelings,. but enable you to be present at the
the
meeting of.. the Board, when you Will See
-; reeeptioA they will give your - letter. 60 Alt
down in your easy chair." Well, after one or two passeg,
118
Zuj.cettaialx. experience a wonderful effect to be sure.—
fusions.) -iferedton, queition," "Go on," and some con-
e was, arict then, he would tell them what the Board
chose to believe, he
el)le4°. word that if any gentleman
Committee- of .Idoilsexismna would endeavour to prove that the
ifetticl giveshim paet,sntra,,,Tere.ect'ng properly, he at least
same indulgence for hiniself
155 t for his
h,e tai;eoled them to ob-
ILTNeers)—but he asked the
. serve that he had paid
any discoveq that the Directors was., going share,,,_ and that
factory manner Tit)ol be more pleaaiiikU 971:11 • a "to'