TARANAKI PETROLEUM COMPANY.

Taranaki Daily News, Volume XLVII, Issue 8122, 29 May 1906, Page 2

TARANAKI PETROLEUM COMPANY.

THE RECONSTUCTION PROPOSALB. UNANIMOUSLY ADOPTED.

There wore about seventy shareholders prcsont at the meoting of shareholders in the Moturoa Petroleum Company at tlio Town Hall, New Plymouth, on Monday aftornoon. Mr J. B. Roy, chairman of director*, presided, and called upon the secretary, Mr D. Laing, to read tho proposod special resolutions to be submitted to the meeting. These were as follows:--1. That the Moturoa Petroleum Company, Limited, be voluntarily wound up under the provisions of "The Companies Act, 1903," and that Mr Thomas Owen Kelsey, of New Plymouth, accountant, be, and he is hereby appointed, liquidator of the company for the purposes of such winding up. 2. That the said liquidator be and he is hereby authorised, pursuant to seocion 259 of "The Companies Act, 1903," to enter into an arrangement with a new company now formed, or about to be formed, for the sale to it of the whole of the business assets (other than money) and undertaking of this company in consideration of the allotment of shares in the new company, upon the terms of the scheme for reconstruction which has been Bibmitted to the meoting, and is for the purposes of identification signed by tho chairman of this meeting.

Mr Boy, addressing tho meeting, said he was pleased to see the large number of shareholders present. As most of them were aware, the present Moturoa Petroleum Company had been formed in April of last year for the purpose of acquiring the rights and property of the New Zealand Oil Wells Co. It had been started on a very small capital, but had persevered, and last year struck oil. Later, it became necessary to issue preference shares to the amount of £BOO. During the past month the success they had worked for and hoped for had seemingly arrived. They had struck oil, and owing to the capability of the manager, Mr G. C. Fair, had " shut off" the water. It was the failure to achieve this latter that had hampered all previous efforts. The Moturoa Petroleum Company had been formed to carry on the undertaking until they could get oil free from water, and having obtained this its work was practically complete. As soon as the dir-'ctors had been satisfi a d, frffnT their own observation and from the reports of Mr Fair, an expert in whom they had every confidence, tint the difficulties had been overcome, they considered that the time had •arrived for making arrangements for the futnre. As the chairman of dircc tors since August of last year, ho could assure the meeting that financing the concern had proved no easy matter. There was a big weekly outlay. The directors realised there was need for more money in order to carry on ttte work of producing oil, and had considered three schemes. The first was to sell the balance of the preference shares and go on exploiting, but that would not put them forward at all. Tho secmd was a proposal to increase the capital to a larger sum. But, bearing in mind that the constitution of the Moturoa Petroleum Company, whilst admirably adapted to the purposes of an exploiting company was not adapted to the control of the ramifications that the proposed company would have, and recognising the difficulties in the way of altering tho Articles of Association, the directors had decided on a third schome—to construct a new company out of tho old one. The present company, said Mr Eoy, would be liquidated, and the new concern registered in the course of a day or two, when tho liquidator would transfer tho whole undertaking to the new company, receiving in return 56,000 paid-up shares in tho now company to bo paid to the present shareholders at tho rate of 100 £1 shares for every £5 share held, and 20 £1 shares for each £1 preferential share. Ho thought this scheme would meet with tho approval of a large number of the shareholders. In passing, lie would like to say how pleased he was at seeing present so many of the original £5 shareholders, who bad evidently been proof against the wiles of the sharo market. To these, and to all tho shareholders who had stuck to the company in its darkest houM, he offered his congratulations. He would like also to express his appreciation of the manner in which Mr Fair and his staff combatted the difficulties at the bore. It was due to the resourcefulness of their manager, and to his staff who had stuck to the work in all sorts of luck and all sorts of weather, in the hope of geiting oil, that the present situation was due. To those shareholders who had bought in recently, he would like to say that the Taranaki shareholders had not "boomed" the well in any way. They believed the oil was there, and that it could be got. They were very sanguine, but (except Mr Fair), they knew little more than the outside shareholders.

Mr Roy then formerly signed the reconstruction proposals, and moved that the resolutions, as stated above, be adopted by the shareholders. Mr D. Berry seconded, and in doing so, said he had become convinced that this was the best scheme, and preferable to the suggested scheme to merely increase the capital, and to further exploit the field. He wis convinced that they had a payable well in a big oil-field.

Mr W. G. Malone spike at great length, indicating that he would move an amendment to increase the capital of the present company instead of re constructing on the lines recommended" by the directorate. He objected to the "cut and dried" nature of jj le proposal and considered that t fte shareholder ought to have been taken into the confidence of the directors at an earlie r They wer e tt ll partners in "» s concern, ye t it had never, aPP are nUy. occurred to the directors ™at the other partners might have some id„ a , cott \& bo put into operation. Now. if tho partners wanted anj other scheme of carrying on tho work of the company they hnd to appear as obstructionists and be considered nasty. He was not in as a speculator, but as one prepared to invest a littlo axpital to havo tho oil fiold proved. Ho considered there was no necessity to reconstruct tho company, and favored an increase of capital, arguing that it was the cheapest scheme, saving all sorts of fees and expenses ; and that it would obviate the necessity for issuing a prospectus. Ho considered only a portion of the promoters' paid-np shares should be dividend-earning. Ninety per cent, of the original shareholders were, be knew, prepared to allow their monoy to remain in the concern until the oxpocted developments took place—were prepared to "go the whole hog.'' This would give confidence and secure all the money required.

Mr Malone was interrupted by th Chairman, who asked for tho amend ment, but Mr Malouo oloclod to hoi it over for the timo.

Mr T. S. Weston considered the proposals could not be improved upon. Mr Malono's scheme would bo cumber, some, expensive, and likely to lead to litigation. Mr Ambury: Mr Chairman, we nro not all lawyers, and I would like to know if it is absolutely necessary to form a new company ? Mr Boy answered in the negative, but statod that the course was advisable.

Mr Fair spoko most hopefully of the prospects, and referred to the uphill work that had led to this stage of affairs. He was a proud man that day. He had promised to get oil—he hud got it. He had undertaken to shut off the water—he had done this. Ho was proud of his shareholders, who had stuck to their guns; proud of his staff, of his co-directors, and of tho chairman. He had never yet made a mistako in regard to oil, and he had known at tho 1020 feet level that ho was on a good field. He had never had a better bore.

The resolutions were unanimously adopted, and a poll showed the voting: For, 1601 against, nil,

The result was announced amidst applause, and a most enthusiastic meeting terminated. The above resolutions will be submitted for confirmation at a special general meeting to bo held shortly. SCHEME OF RECONSTRUCTION. Tho following is the scheme of reconstruction referred to in tho above resolutions . 1. Tho Muturna Petroleum Company, Limited, shall bo voluntarily wound-up, A new Company hiving boon formed (or be'ng about to be formed) under the name of "The Turnnaki Potroloim Company, Limited." with a cjpil>l. of £120,000 divided into ]2'>,o)J shares of £1 each, the while of the badness assets (other thin money) and undertaking of the Mo.uroa Petroleum Company, Limited, be transferred to the new Company, in consideration of the allotment t > the liquidator of the old Company, or his nominees, of 56,000 ordinary shares in tho new Company orodited as fully paid up.

2. The sale of tke bu iness assets (other than money) and undertaking of the old Company shall be carried out under the provisions of section 259 of " The Companies Act, 1903," and the liquidator of I'ie old Company shall apply the ordinary shares to be allotted to him as aforesaid, first in satisfying the claims of any dissentient members of the old Company in accordance with the provisions of the said Act. Secondly, in payment of all liabilites of the old Company, and thirdly, by distributing the balance amongst the members of the old Company in proportion to their rights and interests therein respectively. 3. The Moturoa Petroleum Company shall pay the costs of its liquidation. 4. The costs of promoting, forming and registering the Taranaki Petroleum Company, Limited, shall be paid by it, and any costs or expenses incurred in that behalf by the Moturoa Petroleum Company, Limited, • shall be refunded to its Liquidator by the new Company.

THE RECREATION GROUNDS.

e A meeting of the Recreation Grounds Board was held last night. Present; Messrs F, P. Corkill (in the chair), 8. Percy-Smith, C. W. Govett, B. C. Hughes, W. A. Collis, W. L. Newman, Harris Ford, E. Dockrill and D. Hutchen.

The meeting was called mere particularly to arrange terms for an agreement fo.' lease of the sports ground. It was ultimately agreed to give the Sports Committee a lease of the ground for the first three years rent free, and for the nest four years at a rental of £25 per annum. A renewal will be granted fo: a further term of seven years, sul je;t to arbitration. The following suggestions, to be embodied in the lease were proposed by the Board, and agreed to by Messrs A. Humphries, J. Clarke, and P. C. Tribe, who acted as a deputation from the committee, subject to the endorsement of the committee at the next meeting: In any alteration of the grounds, the general natural appearance must not be 'interfered with; that no trees or shrubs shall be cut down or removed except those marked by the Board; the grounds shall not be used on Sunday for any purpose whatever without the sanction of the Board in writing; the ground to be free to the public except when sports or other entertainments are being held ; no hoardings or advertising placards will be permitted without the consent of the Board; no sewerage to be drained into the la'ces or streams; no alcoholic liquor to be sold on tho ground ; tho Board to have free use of the grounds' for entertainments on two days in the year for the benefit of the funds of the Board; the sports ground to be enclosed and independent entrances provided; Plans of tho proposed alterations to the grounds and of all erections to be first approved by the Board; in the discussion, the wish was evident that all athletic clubs in the district should be represented at the meeting to finally sign the agreement. Tho Board decided to close the tea-rooms in the Recreation grounds at the end of this month.