The Hawaiian star. [volume] (Honolulu [Oahu]) 1893-1912, 1902-01-15
BROWN WINS OUT
cob. MACFARLANEs PRONE,
I'NSTAMpED.

Resident stockholders of The First Na.
uoual Bank stand Together almost ia
"a Man and Re-cIect Present Directors
Ten cent internal revenue stamps
played am important part I'm the annual
election of directors for the First Ma
tioual Bank yesterday The lack on
them invalidated the big bunch of proN-
les brought down from San Francisco
by Col. George W. MaCfarlanu and
thereby prevented an adjournment of
the meeting until February 10, "a mo-
ton To which end was made by Col
Macfarlaue early i'm the meeting.
The election of directors resulted i'm
the reelection of the present board,
Cecil Brown, NJ. p. Robinson, G. l..
Waller l.. L. McCandless and August
+. Drier each of them receiving every
vote cast The result is considered q
very high compliment to Cecil Brown
the president of the bank, against whom
the stock represented by Col Mactar-
lane was marshalled, inasmuch as every
stakeholder resident i'm the territory
with the exception of Col Macfarlane
and one other, stood by him for re-elec-
ton as president and against the at
tack on him by some of the non-resi-
dent interests.
The meeting was held i'm the directors
room of the bank at g o'clock yesterday
afternoon All but lO7 of the 5000 shares
of the stock of the bank were represent
ed in some way. though as it turned
out many of the proxies We're invalid
for want of form or lack of an internal
revenue stamp. Cecil Brown as presi-
dent, presided. After stuung the OBJ
ieCt of the meeting. President Brown
directed a call of the stock of the bank
IN, do how of
presented at the meeting and how Col
MaCfaTlane gave notice that after the
roll call he would move an adjournment
for thirty days. The first stock called
was that of Col. Macfarlanes little
daughter, and Col MaCfarlane stated
that he represented it. President Brown
asked how, and Col Macfarane replied
"as her natural guardian" President
Brown ruled that under the National
Bank laws, stock could not be thus re-
presented. Other stock for which Col.
MaCfarlane held proxies was then call
ed, and Col Macfarlane presented his
proxies of which he had a big bunch,
AS fast as he presented his proxies,
President Brown ruled them invalid be-
cause lacking the proper internal re-
venue stamp, as lacking certainty as to
what meeting they were to be used at,
and as lacking power of attorney.
Col. Macfarlane was visibly surprised
at these defects in the proxies he held
and protested against the ruling Of the
chair, declaring that President Brown
in his own interest was ruling them QUE
on a technicality and thereby depriving
stockholders residing abroad of repre-
SentatiOn in the meeting. President
Brown replied that it was no technical
ity but a substantial defect, and read
the law regarding stamps to show that
without the stamps the meeting could
- !. 8 .
wanted to, and that the law imposed
fine of 800 for using them without
stamp As to the ruling being in his
own interest, he admitted Jhal it was i'm
a sense. but that the proxies ruled CUT
had been secured for the purpose of de-
feating him, without notice either 70
him or to the majority of the Gtock-
holders of any dissatisfaction with him
or of any desire for different manage
ment Of the bank; and that therefore he
considered his ruling as in the interest
of the majority of the stockholders who
had had no notice of a desire on the
part of a minority for change.
In the course of discussion on this
point it developed that Col. MaCfar-
lanes proxies had been given in the be-
lief that the annual meeting would be
held in October last. the time when the
First American Bank, the predecessor
of the First National had held its an
nual meeting Col MaCfarlane charged
that the time of the annual meeting had
been changed by those i'm possession
without notice to nonresident stock
holders. To this resident Brown re-
piled that the National banking act re-
qutred the annual meeting to be held
i'm January. and the second Tuesday i'm
January, the day on which a majority
of the National banks held their annual
meeting, had been fixed by the bank S
articles of association and thirty DAYS
notice of it by publication had been
given.
Col. Macfarlane insisted that his proX-
les should be received and President
Brown ruled that he had a right to file
them with the cashier and the Judges of
election for whatever they were worth,
and to protect his rights under them,
but that no vote by authority of them
could be received or counted
When all the stock represented by
Col Macfarlane had been called and his
proxies filed other stock was called and