The Sun.
London, England, 1868-01-15 00:00:00

RAILWAY AND 07HER COMPANIES.

ATLANTIC AND GREAT WESTERN.
A meeting of the debenture holders of this com-
pany was held yesterday at the London Tavern ;
Mr. E. L. J. Ridsdale in the chair.
Mr. Huxley, the hon. secretary, having read the
notice convening the meeting, the report, an ab-
stract of which appeared in The Sun, was taken as
read.
The CHAIRMAN said that the debenture-holders'
committee was appointed by the meeting held on
the 21st of Nov. last, to obtain counsel's opinion on
the question of the priority of debentures ; to con-
fer with the committee of administration, and en-
deavour to arrive at a solution of that question.
Previous to the meeting of the 21st of Novem-
ber last the committee of administration had not
thought it necessary to submit any case for the
opinion of counsel on this question, which was so
important to the debenture-holders. He thought
that a question of such magnitude as the priority of
£2,800,000 debenture debt over nearly £4,000,000
of consolidated mortgage bonds was one that a
committee of administration professing to represent
the interests of all creditors shoull have solved,
before inviting creditors representing so large an
amount to sanction a plan which would in effect
have swept away a large amount of their claims.
He then referred in detail to the opinions of the Hon.
J. S. Black (late Attorney -General of the United
States and Chief Justice of the Supreme Court of
Pennsylvania), the Hon. Mr. Wigfall, and Judge
Thompson, as to the priority of the certificates of de-
benture over the consolidated mortgage bonds. The
committee had submitted a case hurriedly drawn up
to Mr. H. Lloyd, and his opinion was against them ;
but in the case suhmitted none of the facts material
to their case had been laid before Mr. Lloyd. He
would have been exceedingly glad to have published
both cases, but he did not wish to increase the ex-
pense. He would, however, be happy to print and
circulate the two cases if desired. He thought the
committee of administration had not acted fairly
towards the debenture-holders in the matter. The
committee of debenture-holders had taken the very
best opinions they could get from American lawyers.
The debenture -holders had over and above the value
of the collateral securities deposited in the Bank of
England on equitable lien for the balance of their
claim on the property of the three old companies,
subject only to the prior liens of those companies.
It was necessary that the collaterals should be
sold to determine the amount of the lien. The
collaterals could be sold, and the debenture-holders
might purchase them, and this would be strictly in
accordance with the deed of trust. There had
been a rise in the price of debentures within
the last few days, which, he thought, could not
have arisen from two new directors being elected
to the Board, as the company's road was still in the
hands of the receiver. The debentures were sold at
20 before the committee was appointed, and the
price now was 25 ; and he thought, therefore, that
the public had some confidence in the report of the
committee, and that the report was an honest one.
Ile then adverted to the small holding of the com-
mittee of administration in the debentures of the
company, being about £l,BOO. The committee
thought they should endeavour to stop the proceed-
ings in Chancery, because those proceedings were
inimical to thedebenture holders. Since the appoint-
ment of the committee Mr. Lawes, of Rothampstead,
one of the largest holders of certificates of deben-
ture, had joined the association. With regard to
future prospects, he thought the position of deben-
ture holders with regard to the railroad was much
better than any of them anticipated. In respect to
the committee of four members, he mentioned that
IMr. Copland wished to retire, as ho lived too far
away, and they proposed to elect Mr. Lawes, who
held about £90,000 of certificates of debentures, to
fill his place. The other members of the committee
held largely, and it was therefore not likely they
would do anything to injure the interests of the de-
benture-holders. (Hear, hear.) A meeting of de-
benture-holders at Leeds had passed a resolution in
support of the committee, and offered them proxies
representing a large amount of debentures to carry
any measure they deemed expedient. He concluded
by moving the first resolution, to the effect that the
report be approved and adopted, requesting the com-
mittee to continue their labours, with power to add
to their number.
Major GORDON seconded the motion.
Mr. TIIORPE said it was most important they
should be represented in the American Courts of
the States through which their line passed. He
was convinced that the railway would become a
good property, as it passed through many miles of
coalfield, near oil springs, and other places of com-
mercial importance. He asked them to place con-
fidence in Mr. Ridsdale, the chairman, and in the
committee. (Hear, hear.)
Mr. CoWArt ow he thought it unfortunate that

PRICE.... 4d.
STAMPED sd.

the fa. its of their case were not laid before Mr.
Lloyd in the first instance, for if they had ho
would %aye given a very different opinion as to
their rights. He then went into the case at some
length, stating that they were at least the holders
of an I 0' U, but they must register their claim as
soon as passible in the American Courts, in order
to place tb ernselves in a proper and legal position
to enforce'; heir rights.

After soane observations by Mr. Wallace, Mr.
Martin, ill r. Saville, and Mr. Hall, the first resolu-
tion was carried unanimously.
The C.a.- kunf AN moved the second resolution,
authorising the committee to take all such steps and
make all such arrangements as they might consider
best calealated to establish the rights and priorities
of the certificates of debenture with a view to facili-
tate the adjustment of the affairs of the company
on a basis consistent with the relative position of the
several classes of securities.

Mr. HAWKINS seconded the motion, which was
carried unanimously.
In reply to a question, it was stated that the four
members of the committee—viz., Mr. Lawes held
£85,000 debentures, Mr. Ridsdale £6,000, Mr.
Wallace £7,000, and Mr. Gordon £lO,OOO, together
£lOB,OOO of debentures, and that they did not hold
any consolidated bonds. (Hear, hear.)
_ _

The third resolution, which was carried unani-
mously, authorised the committee to take steps as
they might be advised with reference to the suit in
Chancery of " Russell v. Gurney," with the view
of protecting the bona fide interests of the debenture
shareholders.

Mr. HAwKiss moved that the cordial thanks of
the meeting be offered to the committee for the
great ability they had shown, and the labour and
research they had bestowed in investigating the
position and rights of the holders of the certificates
of debentures in the Atlantic and Great Western
Railway Company.—Carried unanimously.