The Sun.
London, England, 1856-09-20 00:00:00

lEbtttitu,

SUN 49FFIC.E, Six o'clock.

ROYAL BRI am BANK.

--_,. b.....-..,-

An extraordinary genes al meeting of the directors and
shareholders of the Roy al British Bank was held this
afternoon at the London, Tavern, Bishopsgate-street, in
consequence of the isoue of the following circular to the
shareholders :

"Royal Britis7a Bank, South Sea House,
Threadnee, 11e-street, sth Sept., 1856.
"Sir,--I beg to inform you that, pursuant to the 71st
clause of the Bank's chart er, a special general meeting of
the proprietors of this ba ok will be held at the London
Tavern, Bishopegate-stre et, on Saturday, the 20th Sep•
tember, 1858, at one o' clock, p.m., when the directors
will submit to the meeting a full statement of the affairs
of the company, and, if required, verify such statement
by the production of I.he necessary books and vouchers ;
and if it should appg.str at such meeting, and be declared
by a resolution of a majority of the proprietors pre-
sent, that the losses of the company have exhausted the
"Reserve,-1 Fund," and one-fourth part of the paid-up
capital, th e chairman at such meeting will declare the
company dissolved, except for the purpose of winding
up the affairs of the company, unless such a number of
the sharebo Iders present at the meeting as shall be en-
titled to tw o-thirds of the votes shall desire to continue
the concern, and shall undertake to do so, and to pur-
chase the sha) Ts of dissentients, and to idemnify them as
provided by .the said clause.
"The dire ctors will also submit to the meeting such
other statem, .nts and proposals, and take such other
proceedings a s may be approved by the shareholders.
" By order of the Court,
"RICHARD PADDIS4T, Solicitor."
GenerEtiAITCHISON, prior to the commencement of the
proceedings, rose and addressed the pelsons assembled
in the room, and stated that the present was a meeting
of shareholders, and, therefore, persons not shareholders
could not legally be present at the meeting. Depositors
in the bank could not be allowed to remain, so, with the
exception of the reporters and the shateholders, those
persons present not being such must withdraw. They
were assembled for a specific object, and therefore under
the 71st section of their charter depositors could not
legally be present. He, unfortunately, was both a share-
holder and a depositor, and hoped, therefore, that those
gentlemen not so situated would withdraw without
any disturbance, and by so doing would enable those
who remained to conduct the business of the day
in a becoming manner. In the making this announce.
ment, he had merely declared what was the la re on the
subject, and he trusted that those persons present who
were not shareholders would see the propriety of leav-
ing the room. They would not be allowed to remain,
and if they attempted to do so, recsurse would be had to
the police. He was sorry to have to make this announce-
ment, but it was mere]) to inform those present of the
law on the point that he had addressed them.
Some of the persons present who were shareholders
left the room, and signed their names at 'the door, but
others remained.
The chairman and direotors entered the room shlrtly
after 1 o'clock, when about 100 persons only were pre-
sent.

Mr. Emilie, the governor, took the chair.
The advertisement, calling the meeting, having been
- , -
read by the solicitor;
The CIAIRMAN said that if the few preparatory re-
marks I shall make before the business of the day cern-
inencee are considered to be made in bad taste, I trust
you will conceive it to be an error of judgment on my
part, holding me personally responsible for the same.
Six weeks have barely passed, since under this roof a
vote of confidence, in the personal integrity of your
directors, was freely accorded to us. We did not ask for
more, and you may remember that we felt tha":,
we had no right to ask for more. Since that period
events beyond the control of your directors have sufficed
to pull down the edifice which, under altered circum-
stances, emancipated from the unhappy influence of the
past, we bad hoped gradually to have redeemed and still
to have upheld with honour. It is passed. Gentlemen,
sufferers though you be-- indignant sufferers though you
most justly are, it is grievous and galling to add that
many of you, I fear, are lasting sufferers. I still believe
you are men of feeling, and that you will allow the
natural indignation under which you are labouring for the
moment, and I ask but for a moment, to be held in
check by the conviction entertained, I am certain, by
many present, that the mental torture under which some
of us—myself first and foremost—have endured for
months past, is only equalled by the ruin and misery
you yourselves are in course of realisation.
A SHAREHOLDER —Why did you not tell us that at
first t (Cries of "Order.")

The CHAIRMAN—I thank you for your forbearance
even so far, and I avail myself of the moment, through
the righteous resentment which you must express against
the authors of s) much mischief. (Cries of " Who are
they I") I avail myself, I say, of this brief interval to
state to you that the course of conduct adopted
by the directors since the suspension of the bank
has been in accordance with the opinion of coun-
sel. Acting. under their advice, and in accordance with
the 17th clause of the charter, we have called this meet-
ing, first, for the purpose of laying before you the fullest
possible statement of the affairs of the bank ; secondly,
to elicit from you the declaration of the fact, that the
capital of the bank has been lost ; and thirdly, for the
formal dissolution of the corporation, save for the pur-
pose of winding up. The course of the procedure is in
your own hands, and in your hands the directors leave
it. With the sanction of the three newly appointed
directors, Mr. Jellett, Mr. Butt, and Mr. Hurst, it was
deemed advisable to place the accounts of the bank in the
hands of Mr. Coleman, who has prepared a statement
of our acccounts, which will be submitted to the meet-
ing, and which exhibits losses far exceeding our worst
apprehensions. Mr. Coleer.an, with your permission, will
place a full statement of the accounts before you, aed
inasmuch as the mere routine and formal business of the
day can be despatched in a few moments afterwards, I
suggest
.to you—but it is for you to determine what
course of procedure shall be adopted—that all matters
and questions affecting the past history of the hank—its
at:ministration, its maladministration—and ail ques-
tions affecting the position of the shareholders and the
policy of the shareholders shall be reserved for future dig
cussion. ("No, no.") It is entirely in your bands. I
have only got to say that the Directors are prepared to
give the fullest information in our power on all matters
coming within their cognisance, and with these remarks
I leave the business of the day to follow the prescribed
routine, and I call on Mr. Coleman to read the state-
ment he has prepared.

General ArrcnrsoN urged on the meeting to have the
affairs of the bank thoroughly sifted through the Court
of C ,ancery.
In answer to a question from a shareholder,
Mr. COLEMAN said the bank ought never to have paid
a farthing dividend. (Laud cries of hear, hear, shame,
and hisses).
General A ITCHISON informed the meeting that every
person who had been a shareholder during the last three
years was legally a contributor, and should be called
upon to pay ; and he called upon the shareholders to
act together for their mutual benefit. Mr. Coleman, the
accountant, bad produced the accounts at the earliest
period possible, when they considered their voluminous
character ; and he (General Aitchison) wished the meet-
ing had been adjourned, that they might have been
printed and distributed amongst the shareholders before
meeting. If there could be an adjournment for a week
to better consider the accounts presented, the share-
holders would then be in possession by that time of the
decision of the Vice Chancellor on the question of
" winding up."
Mr. PORTER eracuired under what authority the Direc-
' tors had made a call of 50/.
The CHAIRMAN said it was by the advice of counsel.
It was to a certain extent a pro forma call, because on
Wednesday next the Vice-Chancellor would decide to
what extent the call was recoverable.
A Shareholder.—Have any calls been paid under the
notice ?
The CHAIRMAN—No. (Laughter.)
Mr. PORTER said the meeting had been shelving it on
pretty strongly on the directors, but they should not
forget there were two auditors' names attached to the
nnlf-yearly accounts. (Hear ) He asked if there were
auditors in reality, cr it it were a fiction, and that the
names Thos. Page and Thos. Chandler were put to the
balance-sheets as a matter of form.
Mr. GILLATT (director), said that Mr. Chand'er, one
of the auditors, was a surgeon, and he believed that that
class of professional gentlemen knew very little of ac-
counts. He bad always oljected to both these gentle-
men as auditors, believing they were the mere creatures
of the directors. (Hear, hear.)
Mr. STAPLETON (deputy-governor), said the directors
had not paid up their calls, and they would not advise
the shareholders to pay up until after the Vice-Coan-
cellor bad decided on General Aitchison's petition on
Wednesday next. He was elected in February last, and
since then he had been mainly instrumental in driving
Mr. Cameron from the management, and Mr. Brown
from the directory. If the board had fallen in with
his views, and made a call of 251. when ho wished
them, this catastrophe might have been averted. He
could name many joint stock banks that were in a wore
state than this bank in their infancy.
Mr. GODDARD proposed the following resolution :
"That the past and present directors of this bank (except-
ing always the three gentlemen who became directors on
the Ist of August last), by their systematic misapplica-
tion of the fends of the institution entrusted to their
keeping, and by their uniform and culpable misrepre-
eentation and concealment of the actual condition of the
bank in the half-yearly balance-sheets and statements
made to the shareholders, as also the discreditable pro-
ceeding of issuing new shares long after the bank bad
become hopelessly insolvent, thus bringing dishonour
and ruin upon many innocent persons, which would
have been entirely averted by better management
or an earlier winding-up, have shown themselves utterly
unfit for the post they occupied, and unworthy of the
confidence of this or any other proprietary."
The resolution having been seconded, the mover im-
mediately put it to the meeting when many hands were
held up in its favour, and the mover dec ared it carried
by all, on which
The CHAIRMAN rose and Paid it was not carried. Not
more than one-fifth bad voted for it the others believing
it was—a lie—and that the directors were honest men.
Mr. OwEN, a former director, said the untortunate po-
sition of the bank was owing to none of the first directors
knowing anything about banking affairs, and the con-
sequence was that they were at the mercy of Mr. Ca-
meron, and they passed resolutions ignorant of their im-
port. He did not know that any directors, with the ex-
ception of one, had borrowed money of the bank. Mr.
Cameron always told them that paper ferdiscountmust
not come before tbe directors or they would not get respect-
able customers, but that that department must be left en-
tirely to him (Mr. Cameron), the manager. After Mr.
Alderman Kennedy jained the bank, and he got posses-
sion of the " private book," he set to work to investigate
the affairs of the bank for the benefit of all. (Great con-
tusion, in which the hop, gentleman was charged with
being as bad as a receiver of stolen property, in the
midst of which Cie hon. gentleman sat down.)
Alderman KENNEDY said he bad been twice men-
tioned iu the course of the meeting, and the effect of the
abseivations was why he did not, before the stoppage,
announce the difficulties of the bank. His answer was
that lie was in the dark as to the state of the bank at
die time when it stopped payment. When he joined
the bank, 18 months ago, he made all the
enquiries it was possible for him to do,
and if he had been deceived he was not to blame. lie
bad done his best up to the last, and all he bad to say
was that up to the latest moment he had done his
utmost to alleviate the sufferings of the depositors. He
was extremely sorry at the unfortunate state of the
affairs, he was a sufferer, and a heavy one, and
entreated the meeting not to cast &nue oa him.
When he joined_ the sank be permaded hits /via.

Mr. PORTER asked why a copy of the statement had
not been put into the hands of the shareholders as they
entered the room ?

The CHAIRMAN said the accounts were not completed
in sufficient time.

Several shareholders asked how it was the figures had
been published in the newspapers ?
Mr. COLEMAN said that the account 3 were ascertained
on Thursday, but he was unable to revise the figures
till late yesterday. He then read the following state-
ment :

STATEMENT OP THE AFFAIRS OP TEIE ROYAL BRITISH

BANK, SErr. 3, 1853.
LTABILITIES.

To Head Offleo

X B. d.
.. 256,59 15 0
.. 110,190 15 6
.. 43,317 0 6
.. 73,5'6 17 7
0,q31 19 1
.. 15,335 15 $
.. 14,687 3 7
.. 15.375 210

Strand
Lambeth
Islington
Pimlico

Borough
Piccadilly
llolboru

Total liabilities.... X 539,131 12 9
♦BBATB.

Buildings and
Debtors, &e. Furniture.
X e. d. £ s. d.

Totals.
J 3 s. d

Offlce 29,622 9 10 169,628 10 y 14,480 0 11 213,130 14 4
Ctrand.. 6,963 16 10 28,972 16 7 6,000 0 0 41,936 13 6

Lambeth

3,573 16 10

5,956 12 10

9,530 9 8

Islington 1.649 6 6
Pimlico.. 1,540 9 6
Borough 3,587 7 10
Piccadilly 1,565 1
Holborn 625 19 5

2,950 3 4 1,000 0 0
731 4 10 740 0 0
5,252 1 2 500 0 0
5,673 17 $ 1,000 0 0
6,500 9 9 2,030 0 0

5,599 9 10
3,021 14 4
9,339 9 0
8,238 19 2
9,130 9 2

48,528 1 3 *295,669 16 9 25,739 0 11 299,927 18 11
8 Less zllowanuts for contingencies, exclusive of any

expenses, 5 per cent. on 225,6691. 163. 91....... 11,233 10 0

Total ass ts, exclusive of the Welsh works (see A) 288,644 8 11
(A.)— Welch works cost (exeluslve of interest) 106,453/. 4s. 91
Mr. MARSH, R.N., asked when the first losses took
place, and the amount ?

- The CHAIRDIAN said the original debt corn
menced in 1850, with a cash credit and discount
account opened with Messrs. Dumler and
Scales, and afterwards Dumler and Swift, the for-
mer for 3,0001. and the latter for 6,0001., and which
accounts were opened on the first commercial authorities
in Lendon. (Cries of "Name.") He declined to do so,
and there were loud cries of "Shame," but he proceeded
to state that in [consequence of the recommendation
above alluded to, the bank allowed them to go beyond
their original accounts, and their first irregularity
commenced in 1850. At last these parties became de-
faulters_to the amount of between X 9,0001. and 20,0901,,

when the directors fell back on the security of the iron
works in Wales which had since been found to produce
coal as well, and which it was believed would have been
a remunerative olncern. That had not been the result,
and in 1353 the amount expended on these works
amounted to 70,0001.
Mr. MARSH—How much capital was then paid up ?
The CHAIRMAN—About 50,0001.
Extraordinary Gene ral Meeting This Da Mr. MARSH asked why the bank was not then wound
y. up, and bitterly complained that be and others had since
been disposed to join the bank on the statements put
forth by Mr. Cameron, a previous manager, and had
lost their money to the ruin of their families. (Hear.)
The bank must then have been insolvent.
The CHAIRMAN said the Bank was not insolvent so
long as the oollateral securities above-named were taken
as worth money.
Mr. MARSH next referred to the recent defalcations
of the manager of the Tewkesbury Bank ; and Mr. H.
Brown, M.P., having two 5001. bills of his, and asked
if the bank had discounted them, and paid because Mr.
Brown was a director ?
The CHAIRMAN—You are now entering into all our
blots. Mr. Brown owed them 70,0101. He was not aware
till 1855 that Mr. Brown was so much indebted to the
bank.

Mr. Mutsu—Then you ought to have known it.
The CHAIRMAN—When men do what they ought not
behind the backs of others, that will in some measure
explain my ignorance.
Mr. MARSH condemned the oonduct of the directors
in allowing Mr. Cameron, the manager, to act without
their knowledge and consent.
their knowledge and consent. Those who allowed him
to do so were culpable. He asked how much Mr. Ca•
meron was indebted to the bank s
The CHAIRMAN-30,0001. (Cries of " Shame.")
Mr. Mims then asked the value of Mr. Cameron's
securities ?
Mr. COLEMAN, after some delay, read a statement in
explanation of the balance-sheet. Some of the directors
bad incurred debts to the bank which were still unliqui-
dated. Amongst them were Mr. Gwynne, of
Essex-street, for 13,6401., and Mr. M`Gregor, M.P.
for Glasgow, 7,3621. As far as he had been
able to ascertain, there had been no increase
of bad debts since the present governor had been in the
chair. The debts of Gwynne and M'Gregor were doubt-
le-s bad debts. Mr. H. Browne, M.P. for Tewkesbury,
owed the bank 70,9781., and he calculated the total loss
on the part of the directors amounted to 70,9781.
Mr. Cameron, the late manager of the bank, owed the
bank directly 21,2061., and the indirect loss by his
traffic on shares was 8,7521. Mr. Came-
ron, in just fication of his debts, represented to the direc-
tors that he had policies on his life to the extent of
10,0001., that he had property at Dingwall worth
10,0001., and that he had claims upon other persons to
the extent of 4,0001. Upon an examination, he (Mr.
Coleman) found that the policies were charged to their
full value, and he believed that the Dingwall property
bad been valued for a purpose. He did not think
that the bank, out of the whole amount of
Mr. Cameron's debts, would reaiise more than 4,0001
Mr. Mullens (who was dead) had liabilities to the extent
of 7,0001 , an,l the bank had been losers by Messrs.
Oliver of Liverpool. The whole of the debts of
the officials amounted to 121,8461. After going
through the details, he expressed his opinion that
the bank was established upon wrong principles.
The person who started it was a man of subtle and spe-
cious mind and manner when he chose, and who had
laid down a system which was as false as could
be, and unless a stand was made against it to arrest it
they would have a recurrence of it.
After some indignant remarks from several share-
holders,
Mr. MICHELE (of Oxford-street) condemned the con-
duct of the directors, which had been the cause
of victimising the shareholders by p'aying fast
and loose with them, especially in refetence to'la trans-
action between the directors and Mr. Catileron shortly
before the stoppage of the bank by taking some of Mr.
Cameron's shares as security, and which was op-
posed to the charter, which expressly provided
against this trafficking in shares. The charter
never contemplated loans being granted such as
had been granted to M'Gregor, Brown, Gwynne,
and others. Ile expressed his opinion that the curse
and ruin of many a man connected with the bank would
lie at the door of Alderman Kennedy—(hear, hear)—
whose character and standing bad induced many to join
the company. He (Mr. Michel) shou'd certainly not
have become a sharellolder had it nut been in the
belief that Alderman Kennedy would never go into a
board and allow such frauds to take place either through
ignorance or negligence. The board had been losing
50,0001. a-year since it started, and yet the directors had
come forward at the annual meetings and congratulated
tie shareholders upon the prosperous condition of
the undertaking. (Hear, hear.) The directors had
issued a circular, calling for an immediate call of 501. per
share, but he would advise the shareholders not to pass
a resolution authorising its payment into the hands of
the directors, but into the hands of a suitable agency
provided for the liquidation of the claims of the credi-
tors.