DUNEDIN MASONIC HALL.

Evening Star, Issue 3275, 19 August 1873, Page 2

DUNEDIN MASONIC HALL.

SALE BY THE MORTGAGEE. The adjourned 'meeting of the Dunedin Masonic Hal! Company was held at the Provincial Hotel last evening. There was a very full attendance of members. Mr G. H. Campbell presided, and the following gentlemen were also present:—Messrs K. Ramsay, H. Howorth, C, 8. Reeves, J. S. Webb, J. H. Leary, J. Park. Lanseigne, Smith, Asher, R. Rossbotham, T. M. Wilkinson, S. G. Smith, G. F. Reid, J. Mills, E. Nathan, Spalding, R. Pearson, J. Watson, Kerr, Sanders, Greenfield, J. T. Johnson, Aldridge, Job Wain, James Gore, John Sibbald, W. J. Burton, W. S. Johnson, John Scott, John Logan, and J. B. M'Culloch, Secretary. The Chairman ; I may say, gentlemen, that this meeting has been called to enable an explanation to be made regarding the action takes in reference to the property since the last meeting. The Directors, according to the request of the shareholders, duly advertised it, intimating that tenders must be sent in by the 28th July ; so that we should have had plenty of time, ere a mouth elapsed, to explain to the shareholders what had been done. Tenders were to be sent in by five o’clock on the day named. I thought it necessary to give instructions for the following letter to be written to Messrs Webb and Fulton. The following is a copy of the letter seat : Dunedin, 28th July, 1873. Messrs Webb and Fulton. Dear Sirs, —The Dunedin Masonic Hall Company have instructed me to intimate to you that they are now prepared to pay all principal and interest, and other charges due by them, to Mr P, H. Douglas, and secured by the deeds of mortgage, and further charge of 30th December, 18(58, and 21th September, 1569, respectively. Will you be good enough -to make an early appointment to settle this business. —I am, &c., J. Hyde Harris, Pro J. Aldridge. Immediately after that letter was despatched, the following was placed in my bands, which I handed to Mr Harris, as solicitor for the Company Dunedin, July 28,1873. To the Masonic Hall Company (Limited), per J. B. M'Culloch, Esq., Secretary, Dunedin : You will please to take notice that the interest on the mortgages from the Company to Mr P. H. Douglas (which mortgages have recently been transferred to Miss Jane Hardwicke), being in arrear for more than twentyone days, the principal moneys secured by the said mortgages have been and are hereby called in, and a sale by the mortgagee under the mortgage securities will be forthwith made. Webb and Fulton, Agents for the Mortgagee. In answer to that letter, the following was sent:— Dunedin, July 28,1873. Messrs WeLV> and. Fulton ; Dear Sirs—Your letter of to-day’s date to the Secretary of the Masonic Hall Co. has just been placed in my hands, I have to inform you that the Company, relying on your promise to allow them a month, which has not expired, to pay the principal and interest, have not troubled about the matter. lam instructed to inform you that they hold you to the month, and steps will be taken to prevent completion of the sale mentioned in your letter. —Yours, &c., J. Hyde Harris, Pro J. Aldridge. The following letter was also received Dunedin, July 28,1873. J. Hyde Harris, Esq. : Dear Sir,—We have to acknowledge receipt of your letter of this day’s date, intimating that the Dunedin Masonic Hall Co. are now prepared to pay all interest and principal, &c., due by them to Mr P. H. Douglas, and requesting an early appointment for settlement. In reply, we beg to state that before receipt of your letter the mortgagee of the Masonic Hall Company’s property had exercised the right of sale confer; eI by the mortgage. Foimal intimation of the sale was sent to the Secretary be;ore receipt by us of your letter. We desire at the same time to express our great surprise at the contents of your note. We intimated the intention of the mortgagees of the property to exercise the power of sale on 25th of last month, and have since that date been constantly in communication with the Secretary of the Company and some of its Directors on the subject of the sale, and have informed them that the property has more than once, in the interval, been formally offered for sale. Last week we intimated to the Secretary that we had an offer for the property, and must hear from him positively as to the course the Directors would take. A reference to that gentleman’s letter to us of 25th inst. wall, we feel sure, lead you to the conviction which, it forced upon ourselves, that the Directors in despair saw no way out of the financial difficulties of the Company, except through the course they left us to take. We may add that throughout our negotiations for the sale of the mortgaged property, we have kept in view the desirability of realising such a sum as would enable the Company to pay all its other liabilities as well as those of the mortgagee, and we have, we trust, succeeded in accomplishing this end,—We are, &c., Webb and Fulton, The following letters were also part of the correspondence : Dunedin, 25th June, 1873. To J. B. M'Culloch, Esq,, Secretary Masonic Hall Company, Dunedin. Dear Sir,—We beg to draw your attention to the arrears of interest due by the Masonic Hall Company to our clients, Captaiq P. H. Douglas and Mrs Fenn. We trust you will make an immediate payment on account, and take steps to pay up these arrears at once, otherwise we shall feel obliged, in the interests of our clients, to make an immediate sale of the property.—■ We are &c., Webb and Fulton. Dunedin, 28th July, 1873. J. B. M'Culloch, Esq., Secretary Masonic Hall Company (Limited). Dear Sir,- —We have now the honor to inform you that, in pursuance of the notice this day given to the Company, we have, by instructions of the mortgagee, sold the property mortgaged by the Company to Capt. P. H. Douglas to Air K. Hudson, for the sum of two thousand four hundred and fifty pounds sterling. As soon as the transaction is completed, we shall hand you an account of the sale and cheque for the surplus due to the Company.—We are, kc,, Webb and Fulton. The Chairman : You will see by these letters the position in which the Directors have been placed; and in explanation of what has happened, I may state that at a meeting of the Directors held on the Saturday previous, at which it was resolved to carry out the wishes of the shareholders and call for tenders, the matter of Messrs Webb and Fulton’s request to pay a certain amount of money was discussed ; and it was agreed by all the shareholders present that nothing further should be done in the matter until the time given elapsed, i.e., one month from date. At the end of that time it would be found necessary no doubt to consider the whole matter, and decide what steps it would be best to take. But in the meantime Mr Fish, myself, and the Secretary were asked, qu behalf of the other Directors, to watch the proceedings of Messrs Webb and Fulton, and renort to the Directors from time to time. On the 2Sth July, it came to my knowledge, before receiving any intimation on the subject, that a sale of the Hall had

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been made. Before X revived this intimation I caused the first letter I read to you, from Mr Harris, to be ■written, stating that the Directors Were then prepared to pay the principal and interest, so as to save the pioperty for the month, and report to the shareholders what wo had done, leaving them to say whether the Hall should be sold or not Having ascertained who was the intending purchaser, I served a notice upon him. (Notice road.) Finding it necessary to take further steps in the matter, I, on the following day, made a legal tender in gold to Messrs Webb and Fulton on behalf of the Directors, to pay principal and interest for six months in advance, which I may inform yen was not accepted. All further proceedings which took place have no doubt become notorious. I, of course, refer to the locking up by myself of the Hall, the entry of the supposed purchaser, and the subsequent forcible re-entry of the Directors. The meeting this evening has been called to show what the Directors, in the interest of the shareholders, have done. They advertised for tenders from persons willing to lease the property, to ■which request of the Directors there was no response. No tenders were But since that time we were desirous of getting a month’s grace, calling a meeting of the shareholders, and explaining what had been done. That term of grace was not accorded. It is exactly a month since the last meeting, and all these proceedings have taken place in the interval. There is about L 1,700 of Masonic money spent on this ball, for which the mortgagees offer us a cheque for LISO. Property was then very much lower than it is now. At that time the ground only cost L6OO, and every one knows it is worth much more now. For the L 1,700 we spent on the building, wo are now offered LISO to soothe our sorrows. It is an undoubted fact that the property is worth from L 3.000 to L 3, 00: we can get that amount at any moment.—(Hear.) And if that could be got now, why could it not be obtained on the 2Sth July?-(Hear, hear.) Gentlemen, it is for yon to say to-night, whether you will endorse the action of the Directors, their action being simply this : we have initiated proceedings in equity to upset the alleged sale. —(Hear, hear.) We have taken all necessary precautions to prevent the supposed purchaser getting a clear title until the matter is settled. The motion for an injunction will be heard on Wednesday. But in the meantime we want the shareholders to say whether they endorse what the Directors have done—which, I may say, has been no trivial matter we now want the shareholders to say whether they consider, in the action the Directors have taken they have done right ? and although I do not think for, a moment that any call will be made upon your purses, yet should we be unfortunate enough to be sold in this matter- because I consider we should be sold—that you will gladly endorse our action to the extent of some trivial sura to help us out of our difficulty. —(Hear). I may say that the assets of the Company—moneys held and owing, and furniture in the Hall—are estimated by the Secretary at LSOO, but I do not anticipate for a moment that anything like this sum will be required to defend the action. Mr G. F. Reid, as one of the directory, said, so far as he knew, the agent of the mortgagees had, without any reservation whatever, given them to understand that he would wait a month. He called it one of the most unprecedented foreclosures of a mortgage he ever heard of. Had it been put up to auction in the usual course, the feeling of himself anti a good many other was that it could have been arranged that the upper part of the building should be retained for Masonic purposes, instead of their beia. r turned into the street as they had been. But he did not believe that it was a legal sale at all. There had been a breach of faith on the part of the agent of the shareholders, whose action was as discreditable to himself as it was unfair to them as shareholders ' Mr Webb : It is extremely difficult for me to decide whether my fellow-shareholders would look uj oa my presence here or my absence from the meeting as the more objectionable. i therefore took the course which will enable me to do both : be present here, and when the time comes that they may desire to deliberate, retire, if they wish me to do so. But I beg to give a distinct denial to the statement made by Mr Reid upon hearsay, that I gave an unconditional promise on the 17th July to wait a month. I did say, however, that evening- -and I meant it when 1 said it, and acted in that spirit throughout —that I would do anything within reason if an effort were made by the Masonic body to get the Hall out of difficulties I went so far as to say that I would lend them L2OO more to help them out of my own pocket. 1 have acted etraight-forwardly in the whole of the transactions which have since taken place.—(Laughter.) You will understand that I cannot come before you just now to defend myself. I have to defend myself before a Court of Justice; and therefore, as the saying is, I reserve my defence. But so many extraordinary statements as to what I have done have been reported to me as having been made during the past month, that I felt it incumbent to be present here this evening ; and if any gentleman ventures to make such statements to-night, to confront him. But when I look round the room and see the gentlemen who are present, I think that however angry they may be with me, they, as matters have turned out, are not prepared either to call me swindler, or say the things of me that have been reported ; and I again repeat, having given a denial to the statement made on your minutes, and which has been repeated here to-night by Mr Reid, that if the shareholders present desire me to retire from the meeting at any point in its proceedings I shall be prepared to do so.

Mr E. Nathan expressed surprise that Mr Webb should have come to the meeting and asserted that what Mr Reid stated was not correct. As one who was present at the meeting, he said Mr Webb gave an unqualified promise to allow the matter to stand over for a month. Nothing was said about interest, taxes, rates, or anything at all. But if the promise had not been given, would Mr Webb, as a business man, on his own behalf, have endeavored to sell a property worth L 2,000 in the quiet way the Masonic Hall was sold ? Would he not say, in that case, it would be better to spend a few shillings in advertising, and state that the property was to be sold by private contract ? The property would doubtless have realised L 3,000. Messrs Pearson, Wilkinson, and RossBOTHAM bore out Mr Nathan’s assertion that Mr Webb had pledged himself to allow the month’s grace. Mr Keith Ramsay added that he had no hesitation in saying that if any other member of that meeting had acted as Mr Webb bad done, he would have felt heartily ashamed of himself.—(Hear.) Mr Reaves thought Mr Webb had got a pretty good roasting—(laughter),—but not more than he deserved. Certainly it was a most unusual thing that a building costing such a large sum of money, and devoted to the puqioses of Masonry, should be sold in such an underhand manner. It almost amounted to sacrilege. He proposed “ That ■a vote of thanks be passed to the Directors for the action they had taken in the matter, and that the meeting pledge itself to support any action, by money contributions pro rata , the Directors might be advised to take in la Tbe Chairman said the Directors were not proceeding merely on their pwp opinion. They had the opinion of three of the beat

solicitors in town, which fully confirmed the action taken. The Directors considered the sale was not a legal one, and the solicitors said they were quite right in that view, and that they had a very good case to defend. If it should be necessary to call the shareholders together again, the Directors would of course do so ; but at any rate the shareholders might confidently rely upon their interest being well looked after. Mr Sir, bald proposed, if Mr Webb was agreeable, that he should be let off if he would take the mortgage money and make a very humble apology for the disgraceful conduct he had been guilty of. Mr Reid hoped this motion would be withdrawn, as he would not like such a thing to appear on the minutes. —(Hear.) There was a general expression of opinion in favor of the motion being withdrawn, which was done. The meeting then separated.