The Sun.
London, England, 1851-03-26 00:00:00

NATIONAL BANK OF IRELAND.
A special general meeting of the proprietors in this
bank was held on Monday afternoon, at the offices, 13,
Old Broad-street. There was a very numerous attend-
ance of proprietors.
Mr. OSIMANNEY proposed that Mr. Ruding, a direc-
tor, should be voted to the chair.
Mr. MURRAY said it was his intention to have made
that motion himself, and in seconding it he would merely
state, that the board had appointed him (Mr. Murray)
to take the chair on this occasion some time pre-
viously, as he had paid close attention to the
different subjects which had come under the attention of
the meeting; but as he found that some personal question
affecting himself might arise in the course of the pro-
ceedings, he had thought it prudent to decline presiding
over the meeting.—(Hear, hear.) He had no doubt Mr.
Ruding would conduct the proceedings with the greatest
fairness and impartiality.—(Cheers.)
The motion was then unanimously agreed to.
The SECRETARY then read the requisition calling the
meeting.
Mr. RIMING said he would take the chair, in obedience
to the wishes of the meeting, though he thought Mr.
Murray was in every respect better qualified than him-
self for that important and arduous post.—(Hear.)
Mr. OTLAIIERTY, M.P., then tendered his resignation,
and read a letter stating his reasons for doing so were,
that his Parliamentary and other duties prevented his
filling, with satisfaction to his own feelings, the office
of director, the duties of which he thought might be
more efficiently performed by a mercantile man.
The CMAIRMAN observed, that in receiving the re-
signation of the Hon. Gentleman, it was quite unneces-
sary for him to bear testimony to the upright conduct of
their friend Mr. O'Flaherty, who had always conducted
himself with the greatest impartiality and affability as a
director, and ho and all his brother directors were ex-
tremely sorry to lose his valuable services.—(Cheers.)
Mr. Manna, M.P., said, in handing in his resigna-
tion, he begged leave to be allowed to make a few ob-
servations. He never solicited to become a director of
the Bank, but joined it at the special request of Mr.
O'Connell, the late governor—(Hear)—who, at the
time, considered that his (Hr. Maher's) position as a
Member for a very influential county, in which he pos-
sessed considerable property, might be of advantage to
the Bank ; and, of course, every one who knew him
must be aware that he would readily comply with
any request coming from Mr. O'Connell.—(Loud
cheers.) He had now been connected with
the bank seven years, and during the whole of that
period he had very seldom attended the board meetings
—in fact, he might say, he was something like the feather
in the officer's cap, nothing more than a kind of orna-
ment.--(Laughter.) He could describe himself in no
other way, and he believed if they referred to the books
of the bank, they would find that all the fees he re-
ceived for his attendances as a director, did not amount
in the seven years to more than 401.—(Hear.) He had
always thought that a man of mercantile habits, ac-
quainted with business affairs, was a much more com-
petent person than himself to be connected with the bank.
He thought he might say with confidence, that during
the time he had sat at the board he had discharged his
duty without having the shadow of a difference of
opinion with his brother directors.—(Hear, hear.) He
now freely resigned his seat at the board, and he hoped
that they would put some one in his place who would
be of service to the interest of the bank. As far as any

influence he possessed, it would always be at their ser-
vice, as it hsd been before the time of his becoming a
director. In taking leave of his fellow-directors he could
only say that he hoped they would always pursue the
same straightforward course which he had observed they
always had done.—(Hear, hear.)
The CHAIRMAN said that the same encomium which
had been passed upon Mr. O'Flaherty might likewise be
conferred upon Mr. Maher. While he was at the board,
he had done all the good to the bank in his power.
Mr. M. O'CONNELL, M.P., said he only wished to ob-
serve that he had given in his resignation freely, because
he had always felt that he never could consent to remain
a director of any body of which he did not possess the
full and entire confidence.
Very Rev. Dr. MAGEE then rose and said, that being a
chief instrument in the calling together of the meeting by
requisition, he thought it right and prudent to say, that as
far as the examination, which had been some time on
band, had allowed them to judge, the committee found
themselves convinced that the bank possessed every
element in itself to make it successful. A resolution to

that effect would be put by the Chairman of the com-
mittee, which was composed of deputations from almost
every part of Ireland.
Mr. SPAIGHT then proposed the first resolution, which
was seconded by the Rev. Mr. CHOLMONDELEY, and was
to the effect that
"The deputation having, with the sanction of the
court of directors, fully examined into the affairs of
the bank, and satisfied themselves that the position of
the bank well deserves the confidence which the public
have evinced, are happy in being able to assure the
proprietors that its prosperity is placed beyond any
question of doubt."
The CHAIRMAN then put the resolution in the form of
a report from the committee, which was adopted unani-
mously.
Mr. Alderman HACKETT, in proposing the second re-
solution of the committee, which was
" That the court of directors having already sane-
' tioned an investigation by the deputation into the
affairs of the bank, and having afforded every faci-
lity in the examination of directors, officers, books,
papers, and documents, this meeting do not consider it
necessary to have any further committee appointed ;"
said that in agreeing to this resolution every gentleman
of the committee had expressed his entire concurrence in
it, and wished to bear testimony to the courtesy with
which the directors severally and individually had treated
them during the whole investigation, and of the facilities
which they had affbrded to them.
Mr. Alderman QurN seconded the resolution, which
was put and carried unanimously.
Mr. SPAIGHT begged to know of Mr. Fitzsimon if he
had any answer to give to the request of the committee
made on Saturday?
Mr. FITZSIMOX said he thought he had already given
an answer.
Mr. SPAIGHT wished to ask if the Hon. Director still
adhered to this answer; as, if he did, it would be necessary
for him to move a resolution on the subject. It would
place him in an exceedingly painful situation, but never-
theless he had no other alternative but to follow up the
directions of the committee.
Mr. FITZSIMON said, in answering the question

would be necessary for him to give his reasons for the
course he intended to take. In giving a negative to
Mr. Spaight's question he meant no disrespect to that
numerous meeting, nor did he mean any disrespect to
the deputation, much less to his brother directors who
had just resigned, but he stood in a peculiar position,
and upon principle he must decline to comply with the
request that had been made to him. However right
some persons might think it that a director should not be
under a pecuniary obligation to the bank, or however
correct that principle might be in itself, he was not then
going to discuss, but before it was adopted it ought to
have been announced by due notice, and such a rule not
having yet existed, it was unfair to take a man behind
his back and call upon him at once to resign on account of
liabilities which he had incurred with the sanction of the
board of directors. He was not debating the determination
which some of his brother directors had come to, they knew
their own views best; but, while he admitted that large sa-
crifices ought to be made for the sake of unanimity, he
felt that he was placed in a peculiar position, different
from the other directors, and injustice to himself and to
his own character he was bound to pursue an opposite
course. He was to be called upon to resign because he
was under certain liabilities to the bank. Now, were
these liabilities improperly or surreptitiously incurred ?
Certainly not; they were sanctioned by the board at a
time when no rule existed to the contrary, and he pro-
tested against the establishment of an ex post facto law
upon the subject. Let them pass a resolution that in
future no director should receive accommodation from
the bank, and he need not say he would be the first man
to submit to it, but not having had any law against it, or
a legal and proper notice against doing a certain act, it
would be wrong in him now to confess that he had been
acting impropeily or unfairly, and he was therefore
bourel to refuse the request of the deputation.
5001. of his liabilities is secured to the bank by an
actual transfer to its trustees of shares which they have
power at any moment without his further concurrence to
sell. Those shares would then produce a sum more
than sufficient to discharge the 5001., and leave a balance
in his favour. His only other liability to the bank con-
sisted of bills yet current, to the extent of about
800/., and which will be paid whey they arrive
at maturity, until which the amount cannot, in
fact, be considered a debt due to the bank.
As to the liabilities generally, they would have been
long ago discharged, or much of them never incurred,
but that the distress of the people in the wild mountain
district in which he resided was so great, that he had
to endeavour to employ them, and had succeeded in
doing so not only with his own tenants, but those of
some other proprietors, richer than himself. He was
sorry to have to speak thus of himself, but he thought
it right the exact nature of the debt should be known.
As to the question whether a director ought to receive
accommodation from the bank or not, perhaps that was
a matter beside the discussion, but still he might be
permitted to ask why a director in London or Dublin
should not be allowed to receive the same accommoda-
tion as a director in Cork or Limerick? Make the rule
general, and adopt it after due and proper notice, and
he would be the first man to bow to it, but as be had
only borrowed money from the bank in the exercise of
his legitimate right, upon principle he must protest
against this ex post facto mode of legislating, which
he was justified in characterising as odious and unjust.
For many years he had been one of the public officers
of the bank, and now ho was its sole public officer, in
whose name all proceedings, whether for or against the
bank, were taken • and, of course, that position had put
him to a vast deal of trouble and anxiety; indeed, no
later ago than Saturday last, he had to render himself
liable on behalf of the bank for 4,0001., and yet after all
this, after all the time and energy he had devoted to the
service of the bank, he was to be called upon at a mo-
ment's notice to discharge liabilities which were not
due, and which were honourably and legitimately en-
tered into, or to submit to a retrospective law, which he
would again denounce as infamous and unjust.

The CHAIRMAN explained that the company had ample
security for the advances made to Mr. Fitzsimon, and
observed that as his bills had heretofore all been duly
and punctually honoured, the directors had no right to
suppose he would not pay his current bills when they
arrived at maturity.—(Hear, hear.) Mr. Fitzsimon
kept his account with the bank, and was therefore enti-
tled, like other customers, to have money accommoda-
tion when he required it; and if he could not have ob-
tained that accommodation he would have been
compelled to place his " account with another
bank—the Bank of Ireland or the Provincial
Bank, for instance—a proceeding highly impolitic,
because it would induce people to believe that he had no
confidence and faith in the bank of which he was a di-
rector.—(Cheers.) What, therefore, could he do when
he had engagements to meet, but to apply to his bank
for assistance? Every commercial man acquainted with
business transactions would admit that he could adopt no
other coarse, and on that ground he hoped before the
meeting came to any resolution to displace Mr. Fitz-
simon, it would consider the value of the Hen. Gentle-
man's services, and the whole of the circumstances which
he had mentioned.—(Hear.)
Mr. MURRAY said it was his intention hereafter to ad-
dress some observations to the meeting respecting himself
and the generalaffairs of the bank; but he might be allowed
to say here, that disagreeing with much that had been
done up stairs by the deputation, but concurring with
the propriety of carrying on the bank with peace and
harmony for the future, he had taken the step of resign-
ing, which he deemed most advisable in the peculiar po-
sition in which he was placed; but he must say that if
there was ever a case in which a rigid rule ought to be
departed from and distinction made, it was that of Mr.
Fitzsimon.—(Cheers.)
Mr. GARTLAND thought this discussion was prema-
ture, because no resolution had yet been put to the
meeting.
Mr. Munnex said his object was to prevent, if pos-
sible, any resolution being proposed as to Mr. Fitzsimon's
resignation.
Mr. SPAIGHT observed that the members of the deputa-
tion were placed in an exceedingly unpleasant situation in
proposing a resolution for the resignation of Mr. Fitz-
simon, for whom every one had the greatest possible
respect—(Hear)—but as other gentlemen had been
called upon to resign under similar circumstances, it
would be invidious not to include Mr. Fitzsimon in the
list—(Hear.) On that principle he felt bound to pro-
ceed with his resolution, though he felt the greatest pain
in doing so; but a sense of duty compelled him to move
that Mr. Fitzsimon be removed from the direction of the
bank.—(Hear.)
Mr. TATHAM, the solicitor, said he was clearly of opi-
nion that such a resolution could not, under the 26th
clause of the deed of incorporation be entertained by the

meeting.
Mr. GARTLAND said, looking at the deed in a legal
point of view, and as a shareholder, he thought such a
resolution could be put to the meeting. The deputation,
he believed, had selected him to second it because they
knew that, if it was intended to throw any slight o:n Mr.
Fitzsimon, or on the family with which he was con-
nected, he was the last man either in England or Ire-
land who would be a party to any such proceeding.—
(Cheers.) He was not ashamed or afraid to say that no
human being ever entertained a higher respect or affec-
tion far the distinguished individual who established
the bank than he did. From the first moment he could
use his reason he entertained those feelings, and no
individual either in this or the other country was under a
deeper debt to Mr. O'Connell than he was.—(Cheers.)
The deputation having recommended that certain of the
directors should retire, he thought that, whatever was
the legal effect of that clause, it would be better for Mr,
Fitzsimon gracefully to resign, without putting the meet-
ing to the necessity of passing a resolution to the effect
that a groat body of the proprietors no longer possess
confidence in him. Such a resolution would place Mr.
Fitzsimon in a very delicate position with the share-
holders, and he thought the best course for him to pur-
sue would be to resign at once, and put an end to this
discussion.
Mr. FERGUSON was not present on Saturday, but he
certainly did not approve of the resolution which re-
quired Mr. Fitzsimon to resign. The bank had ample
security for that gentleman's debt of 1,3001, and since
Mr. Fitzsimon had done no more than bring his business
to the bank, it would be as unwise as it was unjust to
stigmatize him in the manner this resolution proposed.
Mr. JOHN LEElthought the deputation up stairs had
acted very arbitrarilly in this matter. They had required
him to sanction their proceedings in the ditrk, without
his knowing what they were all about, but he refused
to do anything of the sort. Now, with regard to this
question of prohibiting directors from borrowing money
of the bank, what right had they to do anything of the
sort ? The Bank of England did not refuse accOmmo-
, dation to its directors, and for the life of him he could
not understand why the same practice should not prevail
in this bank.
Mr. FRANCIS MEAGHEr. thought they would do a
great injustice to Mr. Fitzsimon if they excluded him
from the office of director, which he had filled for so
many years with great credit to himself and ad-
vantage to the bank. Would he not more
justly have been charged with his conduct
if he had opened an account with a rival institution, and
shown by that act that he was afraid to trust his money
in his own bank?—(Hear.) He might remind them that
the bank had now been in existence a considerale period,
and, by the able management of the directors, had passed
through a serious crisis, and was at present in a satis-
factory and flourishing condition, yet it was proposed to
turn out one of the oldest directors by construing that
into a fault which it was really his duty to do.—(Cheers.)
If the opinions of the Irish shareholders were taken
he believed they would be unanimously in favour of the
continuance of this gentleman on the board. On that
broad ground, and not on any narrow question of law,
he would put it to the meeting whether they were deal-
ing honourably with Mr. Fitzsimon. Were they to pass
an ex post facto law, which every one who read of it
would say was designedly madelfor the purpose of com-
pelling a director to resign?—(Cheers.) Mr. Meagher
farther said, that, as a lawyer, he coincided in Mr. Tat-
ham's opinion.
Mr. GARTLAND replied—He did not see any reason
why Mr. Fitzsimon should be made an exception to the
general rule, when Mr. Murray and the other di-
rectors were called on to resign. It would be in-
justice to those gentlemen who had already
resigned if Mr. Fizsimon were permitted to
remain, land he for one should be the first to call on
those gentlemen to return to their places if Mr. Fitzsi-
awn did not follow their example. With regard to the
question whether the deputation had the confidence of the
Irish shareholders, that would best be shown when it
came to a division. The bank itself was firmly,
seated in the confidence of the shareholders. If Mr. Fitz-
simon remained, he should call upon Mr. Murray and
the others to reconsider their determination, and to
return to their posts, for he thought it desirable if the
directors named did not go out as a body, they had
better not go out at all.
Mr. FITZSIMON again protested against the ex post
facto agitation which had been got up against him. He
felt convinced that if the people of Ireland were able to
give their personal votes they would never consent that
he should be treated with such injustice.
Very Rev. Dr. MAGEE expressed the pain he felt at
being obliged to be a party to the demand of this re-
signation of one so nearly connected with the people of
Ireland. However, the deputation had come to that de-
termination, and they were prepared to go to the vote
upon the justice and necessity of the step.
Mr. POTTER appealed to Mr. Fitzsimon for the sake
of unity—for the sake of the deputation—for the sake of
his own valuable and attached friends—not to allow this
resolution to go to a division, but to leave the matter in
the hands of the deputation, and enable Mr. Spaight to
withdraw the resolution altogether. He implored Mr.
John O'Connell to urge his brother-in-law to pursue a
wise and prudent course. The personal honour of Mr.
Fitzsimon remained untarnished, and he would retire
from this bank still admired and respected by every one.
Mr. NUGENT said no one in that room was more
deeply attached to the O'Connell family, and he had
listeued with deep regret to the whole of this discussion.
He was convinced that the character of his friend Mr.
Fitzsimon would stand the test of any inquiry. No one
questioned his honour and integrity, and therefore, for
the sake of peace, he begged his friend to exceed to the
manifest wish of the meeting and retire from office.
Mr. Frrzseetoet said one of his oldest friends and as
honest a man as ever lived had made an appeal to him,
which, together with what had been stated by other
Hen. Proprietors, be confessed made it most difficult
for him to know how to act ; but his character
was, at all events, safe, and his principles weer
acknowledged to be honourable.—(Cheers.) Ile. plu
himself forward to represent a principle, but principle,
ee,
however good it might be, was notniffiiethient
proxies.—
(Hear.) with might, coming, as it did,armed
(Hear.) Therefore it would befotly forw himp to perse-
vere in the course he had taken; but he could not c.on-
elude without assuring the proprietors, whom he might
never again address, that his sole object was to oppose
what he considered to be a most execrable p
h ce enree
the passing of an ex post facto law, which nor any
other director could ever have dreamt of.—(Hear.) But
he would say no more, believing that to dwell further on
what the meeting had already decided would excite acri-
mony and ill-feeling, and injure the prosperity of the
bank, which he was anxious at all times to promote.
The HON. GENTLEMAN then said he would to-morrow
hand in his resignation to the Court of Directors, where-
upon the resolution was withdrawn.
The CHAIRMAN thought Mr. Fitzsimon was right in
standing up in defence of a principle, and also that he
had taken a judicious course in resigning office ; he
would leave the bank with the same character he
brought into it—that of uprightness, impartiality,
Sand
quiet independence.—(Hear.)
61r. POTTER said he would, for the satisfaction of the
meeting. read the resolutions which were come to by the
deputation, and also the motion which he intended to
found upon them :
" The five directors having now severally resigned
their offices, and the
deputation having been furnished
with the fullest information respecting the affairs of the
bank, this meeting is satisfied that no stain attaches to
their conduct, or improper motive can be attributed to
them as its administrators, during the period they have
held office as directors."
Mr. L. MURRAY then rose and said— Mr. Chairman
and gentlemen, I believe, there being no other mo-