TARANAKI PETROLEUM COMPANY.

Taranaki Daily News, Volume LII, Issue 119, 17 June 1909, Page 4

TARANAKI PETROLEUM COMPANY.

EXTRAORDINARY MKETINK OF SHAKLiIOLDKUS. A COMI'ROMI.-sE EFFECTED. There was an attendance yesterday nf over two hundred sh'.ireholders at the exuauiuiiiaiy general meeting Of the faraiuki i'ecruieum Company, Limited, .a.led by flic ilnt.iors upon Hie reuuisilon of the shareholders. Air. C. ii. i. ."llringer, chairman ot directors, pre- ~ Jed. Other direetors present were ~ essrs. Al. Fraser, ,). J.uue, J. B. Koy, L. Carter, and C. K. Hood.

The chairman read the requisition .hieh had led to the meeting being died. This requisition was couched in ,ie following terms: —

"We, the undersigned, being shareholders in tiie above company holding the number of shares set opposite our respective namee, view iwith some alarm the statements made bv the late chairman, and would therefore respectfully urge upon you to call a meeting of the shareholders iu the company at the earliest possible date, so that they may consider the question in all its bearings, and saddle the blame, if any, upon the right person or persons. " "We would further urge upon the | Board that the resolution extending the manager's engagement be not confirmed until alter such meeting of shareholders be held. "Although' this request is only, or mostly, signed by local shareholders, yet, did time permit, we feel that this enquiry would be endorsed by nearly every one on the share list. "Trusting that you will 6ee your

way to grant our request." Mr. Bcllringcr said the shareholder: wx)uld now have a full opportunity o

discussing the conduct of the company iu all its bearings. The question at issue was of considerable ininortaiice. It must not be looked at as allccting only individuals, for it was fraught with results which might in the future largely affect the welfare of the company and the prosperity of the district. He hoped the shareholders would debate the matters under dispute with even minds, and make their decision in the best interests of the company. The directors were 11 opinion that this meeting was not necessary, but, the requisition having been presented, they had done their duty. Ho then formally declared the meeting open. .MR. DAX. BERRY. The first speaker from the meeting was Mr. D, Berry, ex-chairman of directors, who had circularised some of the outside shareholders, under date lltli June, as follows:

"A serious difference of opinion having arisen between the directors of the above company and myself—chairman of the company since its inception—owing to what 1 considered a waste of the shareholders' anoney, this caused me to resign so as to have a free hand in watching their interests. I therefore ask you to attend the meeting on the 10th instant, or, if that is impossible, to sign and send the proxy-form attached to the notice to some friend in whom you have confidence, who must be a shareholder, or to myself, and let your proxy-holder judge be-t-ween us. So far the company have obtained from one to five barrels of oil per day, seldom the latter. Shargs are now from 3s fid to Ss each. I am going to offer to guarantee not less than 20 barrels per day, under a heavy penalty, which •will make the shares worth 'from 20s to 30s each."

Mr. Berry said that lie had rather expected the chairman to comment on a compromise that had been effected th.it morning. It fell to him. then, to announce that owing to the good offices of the delegates of Auckland and Wellington shareholders, a compromise bad been effected, and in the main lie agreed with it, as it iwould save the washing of so much dirty linen in public, a course which would have had a bad effect mi the company's business and shares. The shareholders would have a further opportunity, at the annual meeting to be held shortly, of reviewing the business', and he was sure that they would agree J that he was adopting a wiser corns" than it had been intended that ho should pursue. The main points of the compromise were that a sufficient number of directors should retire to allow of the election of two directors to represent the Auckland shareholders', one to represent the Wellington shareholders. a;nl himself (Mr. Berry) to hold office until the annual meeting in October. (Applause.) To save further bickering, one of the outside directors would be appointed chairman, with a deputy in New Plymouth. This, it was thought, would be a means of avoiding some of the unpleasantness 'Which had occurred in the past. There was one remark that he would like to make, and that was' abo.it the offer he had made to the shareholders. He explained that hp had not made it to the local shareholders, is time would not permit. That offer wis that he should take the bore over and give the company an average of at least M barrels a day, and if lie failed he wis prepared to forfeit £3O. (Applause.) He was confident that it could -he dune, or he would not risk his own money, for he was not a rich man. He merely wished to say that the offer was still open, and he was prepared to carry it out at any moment. Believing that it would be in the best interests of the company that no dirty linen should be washed at this meeting, he would leave his remarks at that. He therefore had no resolution to

put as he had intended, nor would he make any charges 'whatever. Tiosc charges which he had brought in the public Press, however, he would adhere to. They were statements of fact, which he would not withdraw. The chairman, replying, said that lie had expected that one of the Auckland delegates would have put the compromise before ihe meeting. Referring to the difference of opinion in the directorate, he said that the rock upon which they had split concerned THE MAXAOKIfS KXOAOEAIKXT.

TJie directors had passed a resolution "tliat .Mr. .Simpson's engagement as man-

agir sic extended with a guarantee of six months certain from the ICth April, ICOil, thereafter terminable by two months' notice o;i either side. Sa'iary to bent the rate of X7M per annum, he to have absolute control of and the right to engage and dis'clmrge all workmen at

the bores, bcliiding the drillers." The directors were not "going back on that, and that the compromise had been ar-i-aiiiied on the distinct understanding that Hie position the director .bad contended for. that the manager shouldhavc

sole and absolute control, must lie unconditionally endorsed. (Applause), lie trusted that now nil would pull together and make the company a glowing success.

Jlr. D. Mc.-lHum asked how it wa.s that the shareholders had not lieen consulted before this compromise was arrived at. Had they no voice in the matter?

The chairman pointed out that it was open to any shareholder to move anr resolution, 'and tJi,. shareholders could deal with the question just as t-liev pleased. Mr. licrry said that lie would have been pleased to have consulted the sliar.'holders, hilt there was no opportunity—the compromise was not ell'eeted until a quarter to oilP u'ehii-l;. 'l!-.c chairman added that it was Ira miiiale- to two o'clock -before he was made aware that the arrangement had been completed.

Mr. I). AlcAlltini moved, and Mr. .1. C ifontefiore seconded. '•That the directors remain as at present." In answer to Mr. K. (Irillitli--, the chair.

iiniin stated that in tlie event of re>ij nations from the directorate the remain-

I vawiitlos xi will.

. Mr. Kings-well, line lit' tin' represent itives of tin' AiM'klauil rapiliil, ( >nti«iili"rc.] the motion was out of <in!"r. This «-:i> a 7-|i«'ial im.'i'linfr. anil it ma* -.lot com|)i'l<'llt tu lli-WlS* any lnisilll'ns >■>:

that for uljii-h the nurtin;; .'■'. Tilt' notici'S fOnvpniTij; tin - ti:.-t-" : :i ■ sliowi'il tint the slwelioldcrs wire c-iiJi.vl

(together "that llicy may saddle the hlame. if any. upon tin- riirht. pi-is.on or persons." Spciilrinj; on helialf of Hi.Auckland sliareiiohlers. lie expressed hi, frratifieation at tin- larse, allondaneo at tin- nn'i'tiiiL'. lii'tnki'tiin's that a ki'i-nrv interest existed in tin 1 voni-pany's all'.iiis

locally lliiin llie Auckland people s-iir-.d-e.l. There was ihi cliiulit Ilia I tlicic had been mismanagement of the company's affairs. Hut they «m ( Tint in Hip position (if judge and jury to sheet home Hip blame to tin' right persons. There liml been niisUkcs made on both I sides. In fact, lie had never in his iifc been connected will) a company where there had been no mistakes or mismanagement. Jlr. Simpson, tlio manager, had been open enough to a«init that lie liail made mistakes, and doubtless Mr. Berry was prepared to make a similar admission. I'nssibly nil the direetors would admit it. Referring to the complaint that the shareholders had not .lieeh consulted, lie said

he outside shareholders had not bee., onsulted in the matter. The sole reu;on for coming to that arrangement was .hat this meeting had no power to appoint direetors, and if the present direct-

ors resigned the company would have none. The annual meeting was to be held in four months' time, and the members would then have an opportunity of reviewing the work of the new board. This compromise, he said, would satisfy all outside shareholders. That was important, for if they killed the confidence of tlm outside shareholders the local people would have to take on the whole responsibility. The compromise would save this. Were he to go back to \uokland from this meeting and report that there had been a lot of dirty linen washed, but nothing else done, that would shake the confidence of the pco,nle there. The course suggested, of appointing directors who represented capital outside Xew Plymouth, would not. These men might be figureheads, but they would be useful in the event of difference arising locally. He urged that it was in the interests of every shareholder to let bygones be bygones, and let the new blood and the old board pull together, lie prophesied that by October next Jlr. Berry and all the rest of them would be pulling amicably together. The directors had volunteered to adopt the course proposed, and he thought the motion unnecessary. In answer to llr. J. ('. Da vies', ii w:i.< -..mourn ul that the four directors to

».. appointed would be .Messrs J. .1. Craig and kings-well, of Auckland, Dr. Knight, of Wellington, and Mr. Berry. Air. MeAllum altered his motion 50 as to bring it. in order, and, with the consent of his seconder, moved, "That this meeting has every eonlidciioe in the present directorate." Jlr. 11. Fraser. a director, briefly explained the position. Six of the directors had disagreed with Mr. Berry, who had practically had the .management for a couple of years. They all recognised that Mr. Berry was a man of great energy, and a very capable man. They would hardly find one more so. So his colleagues appointed him chairman, and gave him a 'free hand, feeling that lie could hardly do wrong. Mr. Berry and the .manager got along amicably together for about eighteen months. Then came friction between tile two. and it came to this, that the board had to decide whether they would have Mr. Berry or Mr. Simpson as manager. All the directors but Mr. Berry agreed to put Mr. Simpson in sole charge at the bores, and that was the position at the present time. Mr. Simpson was to have a free hand for six months, a thing he had never had before. It was all very well .for a gentleman from Auckland to talk cheerily of faults, but he would say this, that any faults were not faults of commission. Xow the Auckland delegates camii along with a proposal that four directors should retire, and that Mr. 'Berry be re-instated, but as a sop to the remaining directors' Mr. Hurry was to come back bound hand and foot, haying only a .bare vote, lie announced that he and Mr. Little had declined to accept the compromise, and <on behalf of the two he now bade good-bye, as directors, to the shareholders. In doing so he stated that he had been in the company since its inception, and again thanked the shareholders for having returned him at the top of the poll at the last annual meeting. Mr. Mackenzie said that as a representative ot Wellington capital, he was keenly interested in the coinairoiuisc. Mr. Fraser was not quite correct .when he stated that Mr. Berry was to go back to the directorate bound hand and foot. Mr. Fraser: I appeal to the chairman

Mr. Mackenzie continued. Mr. Berry would go into the directorate like all the other directors, and would have the same sav as the others. The reason why the chairman wax not to be a local man was to give the manager a fair chance till October, to prove the results which he felt inclined to say he could show. The manager would gel his instructions in wriliag from the secretary, and not from any one director. Thus, the onus would not be thrown on any one person, and the manager, who received the handsome salary of CToll, would he in a position to show some results. Mr. (!. Bishop r ose to move an amendment, lie staled thai allhouirh a new man in New Plymouth, he had had :i it mil ih-i.il o'f experience in miiiiuz and minim/ companies, lie wasn't goine '0 wash dirty liiiin.but he wanted lo speak on belmlf'o: the small shareholders who had their money in this company and were scratching unil scraping to flnil the wherewithal to meet the calls, all to pav men 'who were absolutely wasting their time at the bores. ||,. v ,-„„|,| .rive :l:i instance. The directors decided lo close down -No. 3 well. That took several weeks, almost as long, in fact, as to open up a new one. When the pipes were drawn they had to be cleaned of rust, ami this work was done by two men, one a driller at V.I a day, and two [lalborers at Ills u (lay. And'the manager got ;€*2 a day for supervising. He moved a vote of no confidence in the | directors or the manager. I Mr. D. l'enwiirdea seconded the amend nieut. ; j Mr. Monteliore suggested putting Mr. Bishop in charge .for a couple of weeks to i see how he would get on. (Laughter), The amendment was lost, there being •21 lands up in favor of it and so many against it that it was thought unnecessary lo lake a count. The motion was then put. In reply lo ijuestions. the inove r stated (hut he meant the vote of eonlidenec in the directors to apply (o all their acts, thus signifying approval of the

compromise. The motion was carried unanimously