Page 9 Advertisements Column 1

Dominion, Volume 5, Issue 1416, 17 April 1912, Page 9

-OF- „-..... , . - *. ■ ... . ? A Private Company duly incorporated under The Companies Act, but about to be re-rogistered a« a Public Company, (This Prospectus is issued in respect of the intended Public Company.) CAPSTAL - £300,000. DIVIDED INTO 300,000 ORDINARY SHARES OF <£1 EACH. ■■:.SHAKES ALREADY;■'ISSUED. ' >.. m -. ~ ~ - =.. 82,700 SHARES NOW. OFFERED FOR PUBLIC SUBSCRIPTION ... , 117,30b .|jib* paid for as follows :- . t ' On application ... u. ►.< .~ •« ... — — ••< >•• — ■•• -*• P« sharei ■ On 29th June, 1912 -. ... ... - ... - >•< >- .- ... 2s. por share °* ■■ On 30th September, 1 1912 iu mi ... . w ~ •- •- •" — •«• »•. -$■ P" share ■!■ On 31st December, 1912 ... ... ~ .~ ~. >.< .- 2s. per share e'-.i On 31st March, 1913 ~ ».< ... «- — - »~ 2s - I> cr share On SOth June, 1913 ... ... ~ .- ... »« - ' - - ••• - 5 - P<* snare On 30th September, 1913 _-...».<.•. ... ... »u - 2s. per share On 31st December, 1913 - m .... 2s. per sharo The balance of 4s. per share shall (at the discretion of the directors) be payable in one sum at a. dato being not less than 3 calendar months from tho 31st Decembe?, 1913, or in such amounts and at such intervals (being not earlier than as jforesaid) as the Directors mny from time to time determine. DIRECTORS: - GEORGE NELSON, M.1., Mech. E., Napier, Chairman and Managing Director. WILLIAM NELSON, Tomoana, General Manager ra New Zealand for Nelson Bros., Limited. JOHN-CHAMBERS, Mokopeka, Havelock North, Sheepfarmer. WILLIAM HENRY NELSON, Woodville, Managing Director of the Woodville Bacon Co., Limited. LIONEL NELSON, G. 1., Mech. E., Napier, Engineer. .-•■', \ '-. " BANKERS: The.Bank of Australasia. . \ .:-..• ■'• ' AUDITOR: William McC'ulloch, Napier. ■'■•'■ SOLICITORS.: Sainsbury, Logan and Williams, Napier. SECRETARY.: Frank Sydney Russell. < REGISTERED OFFICE: Waghorne Street, Napier. HISTORY OF THE COMPANY. The business of Jas. Niven and Co., General Engineer?, was founded in the year 1893 by Jas. J. Niven and George Nelson, in partnership, under the style of Jas. J. Niven and Co. . , ' The .partnership continued until 1903, when Mr. Niven retired. The business was carried on for five years by Mr. Nelson, when, owing to its outgrowing hie financial resources, ho converted the "undertaking into a private company, incorporated on tho 21st September, 1908. T-iie"""bHsiness' was , taken-.over by the Company as v 'a going concern, Sir. George Nelson being elected Chairman and Managing Director. " • ,■'■'' The Capital of the Private Company when registered wns (£0.5,000, divided into 50 Preference Shares of JEIOO «ack and GOOtOrdiiini'rSharesiof. ifilOOeacli. all fully subscribed. As the business grew, further'capital was from time to timo introduced, bringing'-the total up to .£82,700. . Eventually, in January, 1912, the Directors- considered that the time had arrived when it was desirable, for tho efficient carrfng'on and expansion of the business, that the capital of the Company should be again largely increased, and the' Company converted into a Public Company. Accordingly tho capital was increased to ,£300,000, and it was resolved to re register the Company as a Public Company under the previsions of Section 172 of "Tho Companies Act, 1908." Tho necesearv steps aro now- bsing taken to effect this. The conversion of the Company into n Public Company will enable tho membership of the Company to be increased beyond that allowed by.law to a Private Company—namely, 25-and will further enable the Company to avail itself to the full of the opportunities for legitimate expansion, which are now offering, ond which it is conh'dently anticipated will in the future present themselves to the Company. The 50 Preference Shares mentioned in the Memorandum of Association of the Company have been converted into Ordinary Shares, and by a special resolution passed by the Company on 2Gth January, 1912, it was resolved that the capital ' of the Company be divided by the subdivision of all its existing Shares into Ordinary Shares of £\ each, and that thc.conditions of the .Memorandum of Association be modified accordingly. . . The , capital of the Company, therefore, now consists of ,£300,000, divided into 300,000 Ordinary Shares of ,£1 each, of which 82,700 are held by Shareholders of the old Private Company, and have been fully paid for by them. The members of the old Private Company have not received, nor will they receive, any other beuefit or consideration in cash or otherwise on the conversion of the Company into a Public Company, nor has anv money or other consideration been paid or given for or in resjject pf the goodwill of tho business of the Private Company, nor will any such be paid or given. As the re-regis-tration of the P.rivate Company a3 a P.ublic Company does not alter tho identity of the Company, and consequently does not involve the'promotion of a new Company, no payments have been or will be made to anyone as promoter. The following statement, taken from thn last Annual Report and Balance Sheet, sets out the Assets and Liabilities of the Company .as- at !)lst March, 1911, other than liabilities under current contracts in the ordinary course of business. ASSETS AMD LIABILITIES. The last Annual Report and Balance Sheet of the Company, duly certified- by the Company's Auditors, shows that at 31st March, 1911, the Assets held by the Company, exceeded the Company's Liabilities by . ... ■ j£BI,CB3 16 5 This amount representing the Capital paid up at 31st March, 1911 78,000 0 0 Plu3 tho profit available for division year ending 31st March, 1911 6,685 16 5 ■ • ~.....'• _ 16 5 Since 31st March, 1911, further Capital to the amount of .£1,700 lias been paid up, making the total of paid-up Capital to (Into ... .£82,700 0 6 REMARKS ON ASSETS. The Company owns Engineering. Works at Napier, Gisborne, Hamilton and Palmerstou North, THE NAPIER WORKS cover an area of 2J acres, of which 13 acres—including most of the frontage—is freehold. The back portions of the property are held under six leases from the Napier Harbour Board, fivo of which have from 11 to 11 years'to run, afld contain'provisions giving the tenant tho right to a perpetual renewal. The remaining Leaso from the Harbour Board runs out in 1930, and contains no renewal provision?. It affects only a small portion of the works' site. The remainder of the works' sito is held under Lease, which has two years to run, and which contains a purchasing plauso at <£225, exercisablo at the end of the term. Tho' Property has a frontage of 50S feet to W a ohorno Street, of which 412 feet is freehold. Tho premises and plant comprise all the Departments of a General Engineering Company; the Works are modern and complete in every respect. • . At GISBORNE the Company owns threo roods thirty-two nerches of freehold facing the River on the Kaiti sideopposite the passenger wharf-r-on which, the works aro situated. Tho buildings, which arc of wood and iron, cover 9,000 square feet, and are quite now, having been built in 1910. . ■ ■ At AUCKLAND tho Company rents nu Office only. At HAMILTON the Company purchased Mr. Upton's Engineering Establishment—facing tho Railway Station—in October last. The purchase comprises a freehold section of twenty-seven perches, with building of wood and iron, covering 2,600 6quaro feet, built in 1902 and ISO 7, suitably fitted and equipped. Plans ar.e now being prepared for doubling tho size of these premises. With an eye-to future developments, tho Company has purchased two acres of freehold at the corner of London and'.Selkirk Streets. \ At PALMERSTON NORTH the Company has works built on 1J acres of freehold in Church Street, facing the RailTray Goods Sied. Tho buildings, of wood and iron, cover 9,000 square feet, and were built in 1903. At WELLINGTON tho Company rents premises, whero a small stock is carried. . At WAIPUKURAU tho Company has arranged to purchase \\ acres of freehold opposite the Railway Station. This transaction, is not yet completed, but will be shortly. At HASTINGS the Company recently, purchased seventeen perches of freehold, having thirty-six feet frontage to Market Street, opposite the Public Library. ■ The BUILDINGS AND PLANT throughout the various Works are in good order, and have been thoroughly well 'maintained. . LONDON OFFICE.—Tho Company rent offices in London, from which all European purchases are made and negotiations conducted. The Leaso of the premises has nine years to run, at a satisfactory rental. The STOCKS aTo in good order, and the book debts owing to the Company aro sound. Tear by year any doubtful items have been written down. 'INVESTMENTS.—These consist of shares in and loan to Subsidiary Companies, namely, Needham, Niven and Co Ltd.. of Christchurch, and Scott, Niven and Co., Ltd., of Palmerston North. In tho former the ■■ Company holds a controlling interest. The Company of Scott, Nivcn and : Co., Ltd., was wound up last year, and its business purchased by thia -Company. It is now conducted as a Branch of tho Company. PROFITS OF THE COMPANY. Fince the formation of the Company, in 1008, an average annual profit of .£7,777 18s. 4d. has been earned. Tho Directors liavo no reason to anticipate other than nn expansion of tho profits consequent upon the extension of tho Company's business and the sympathy and interest of a larger circle of shareholders. V GENERAL. As tho re-TOgistration of tho Company does not alter its identity, the subsisting contracts of the Company will not bo affected. They are of the ordinary trade character. Tho minimum subscription on which the Directors may proceed to allotment is 20,000 shares, ell of which the pre. «ent shareholders are prepared to take up. No commission will be payable for subscribing or agreeing to subscribe or procuring or agreeing to JTonire subBcriptions, but the Company will be at liberty to pay ordinary brokerage. The preliminary expen-es of the Public Company will be paid by it, and are estimated at .£BOO. The Articles of Association provide that a Director's qualifications i 3 the holding ill his own Wβlit <>l al lea-l 1,000 shares of tho Company, and that tho Directors' fees shall he fixed from lime to time by a resolution of the Company in general meeting, and that the remuneration of the Managing Director shall bo fixed by the Director.-. Applications for shares should be m.tde to the Directors on the forms provided with the Prospectus. They may ]» forwarded direct to the Secretary of tho Company at Napier, or through the Managers of the Company at (.iishornc, Auckland, Hamilton, Palmerslon North, Wellington, or It Halters' Hall Court, Cannon Street, London, }■'..('. Applications will be received,up to Noon on TUESDAY, :10th April, 1012. A remittance for the amount payable on application must be forwarded with the application. If no allotment ia made, the dertosit will be returned without deduction. If the number of shares allotted i.> less than that applied for, the mirplue will bo returned to the applicant. Prospectuses and Forms of Application can be obtained at any of (he Company"* effires. ■ The Prospectus :has been duly filed with the Registrar of Companies. ' '" ' Dated this' Bth day of March, 191 A