Page 1 Advertisements Column 3

Wairarapa Age, Volume XXXII, Issue 10610, 17 April 1912, Page 1

A Private Company duly incorporated under The Companies Act, but about to be registered as a Public Company. (This Prospectus is issued in respect of the intended Public Company.) DIVIDED INTO 300.000 ORDIaAI* OF £1 EACH. .SHAKES ALREADY TSSUFJD - SHARES NOW OFFERED FOE PUBLIC SU 11-SOHIFI'ION To be paid as follows: On -application On 29th June, 1912 On 30th September, 1912.. On 81st December, 1912 . On 31st March, 1913 On 30th June, 1913 On 30th September, ,1913 On 31st December, 1913 .. ...... 117,300 2s per share 2s per share 2& per share 2s per share , 2s per share 2s per share 2s per share 2s 'per share The balance of 4s per share shall (at the discretion of the directors) be payable in one sum at a dcte being not less than 3 calendar months from the 31st December, 1913, or in such amounts and at such intervals ,'being not earlier than as aforesaid) as the Directors may from time to time determine. DIRECTORS: ' .."„ GEORGE NELSON, M.1., Mech. E., Napier, Chairman and Managing Director. ■ WILLIAM NELSON, Tomoana, General Manager in >««■ Zealand ror Nelson Bros., Limited. ' JOHN CHAMBERS, Mokopeka, Havelock North, S'leepfarmer. : . 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 McCullough, Napier. - . ' :■.'■'-'■;■' •■'-.•. SOLICITORS: Sainsbury, Logan and Williams, Napier. ■ " : SECRETARY: Frank Sydney Russell. REGISTERED OFFICE: Waghorno Street, Napier. HISTORY OF THE COMPANY.

The business of Jus. J. Niven arid Co., General Engineers, was founded in'the year 1893 .by Jas, J. Niven and George Nelson, in partnership, under the .style of Jas. J. Niven and Co. TII3 partnership continued until 1903, when Mr Niven retired. , The business was carried on for 5 years by Mr Nelson, when, owing to its outgrowing his financial resources, he converted the undertaking into a private comrjanv, incorporated on the 21st- September, 1908. . The business was taken over by the Company as a going concern,. Mr 'George Nelson hemg elected Chairman and Managing Director. The capital of the Private Company when registered was £Go,OOO, divided into 50 Preference Shares of £IOO each and 600 Ordinary Shares of £lO9 each, all fully subscribed; as the business grew, further capital was from time to time introduced, bringing the total up to £82,700. „:'..,,. -,.',, r xi m Eventually, in Jamiarv, 1912, the Directors considered that the time- Iliad arrived when it was desirable, lor the elftcient carrying 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 the capital was increased to £300,000,.and it was resolved to reregister "the Companv as a Public Company under the Provisions of Section 172 of The Companies Act, 1908. The necessary steps are now being taken to effect this. The conversion of th Company into a Public Company will enable the 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 opportunity for legitimate expansion, which are now offering, and which it is confidently 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 iby a special resolution .passed by the Company pi 26th January, 1912, it was resolvod that the capital of the Company be divided Iby the subdivision of all its existing snares into Ordinary Shares of £1 each, and that The conditions of the Memorandum ol ; Association be modified -accordingly. . ' ... The capital 0/the Company, therefore, now consists of £300,000, divided into 300,000 Ordinary Shares of £1 "each, of which 82,700 arc 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 benefit or consideration in cash or otherwise on the conversion of the Company into a Public Company', nor has any money or other, consideration been paid or given lor or in respect of the goodwill of the;business of the Private Company, nor will any such be paid or given.. As the-.re-regis-tration of the Private Company as a Public Company does not alter the identity of the Company, and consequently does not involve the promotion of a new Company, no payments have or will be made to anyone as promoter. s . The following statement, taken from the last Annual Report and Balance Sheet, sets out the Assets and liabilities of the Companv as" at 31st March, 1911, other than liabilities under current contracts in the ordinary course of business. ASSETS AND LIABILITIES. The last Annual Report and Balance Sheet of the Company, duly certified by the Company's Auditors, shows that at 31st March,'l9ll, the Assetsi held by the Company exceeded the Company's Liabilities 'by_ ••• This amount, representing the Capital paid up at 31st March, 1911 ... ... .. ...... . 78,000 0 0 Plus the profit available for division year ending 31st March , 1911 6,685 16 5 Since 31st March, 1911, further Capital to.the amount of £4,700 has been paid up, making the total of paid-up Capital to date ....... ■ £84,685 16 5 £84,685 16 5 £82,700 0 0 REMARKS ON ASSETS.

The Company owns Engineering Works at Napier, GisbornoHamilton and Palmerstoir AorUi. THE NAPIER WORKS cover an area of 22 acres, of which H acres—including most of the frontage—is freehold. The bick Dortions of the property are held under six leases' ffonvtlie -Napier Harbour Board, five of .which have from 11 to 14 vears to run and contain provisions giving the tenant the right to a perpetual renewal. The remaining Lease from the Harbour Board runs out in 1930, and contains no renewal provisions. It affects.'duly-...a small .portion of the WorM/site.. The remainder of the works site is held under lease, wliidli has two years to run, and which contains a ■ purchasing' clause at £225 exercisable at-the end of the term. ; - ~,.,,, The Property lias a frontage of SOS feet to Waghorne Street of wh-ch 412. feet is freehold. The premises and plant comprise all the Departments ot a General Engineering Company; the Works are modern and com P'^ S Sie Company owns three roods tliirty-t™ perches of freehold facing the River on the Kaiti side—opposite the passenger'wharf—on which the Works are iiluatod. Ths buildings, which are of. wood ana iron, w>i??r 9000 square fe-\r initl are quite new, having U'tii bui t in Nl '-'■ ' AT AUCKLAND the Co apaiiy rcu';s an imice oily. , , . At HAMILTON the Company purchased Mr Upton's engineering Establishment—facing the Railway Station—in October last*' Th" purchase comprises a freehold section of ,twenty : seven perches, with building of wood and iron covering 2600' square feet, built in 1902 and 1907, suitably fitted and equipped. Plans-are now being prepared for doubling the size of theW premises. With an eye to future developments, the Company has purchased two acres of freehold, at the corner °/ London ant Company has works built on H acres of freehold in Church Street, facing the Railway b»S K t S'wood and'iron, cover 9000 square feet,, and were built in 1903. \t WELLINGTON the Company rents premises, where a small stock is earned. At WAffUKURAIT the Company has arranged to purchase 1} acres of freehold opposite the Railway fetation. This tvuis'iction has not vet been completed, but will be shortly. , ,-, i • , r - * • * ls j. \ « i . At HASTINGS "the Compny recently purchased seventeen perches of freehold, having thirty-six feet frontage to Market Stre The°BuTLMNIJ U AND PLANT throughout the Various Works are in good order, and have been thoroughly well main taUl TOXTWN OFFICE The Company rent offices in London, from which all European purchases are made and negotiations condct-d The Lease of the premises has nine years to .run, at a satisfactory rental . TIioSTOCKS are in good order, and the Book Debts owing to the Company are sound. 1 ear by year any doubtful of shares in and loan to Subsidiary Companies, namely, Needham, Niven, and Co., Ttd <) Ohistchureli"~nd Scott Niven and Co Ltd., of Palmerston North. In the former the Company holds a controllLtd. was wound up last year, and its (business purchased by this Company. It is now conducted as a Branch of the Company. PROFITS OF THE COMPANY. ■' Since the formation of the Company in 1908, an average annual profit of £7,777 18s 4d has been earned The; Directors have no reason to anticipate other, than an expansion of the profits consequent upon the extension, of the Company s business rind the sympathy and interest of a large circle of shareholders.

GENERAL. As the re-registration of the Company does not alter its identity the subsisting contracts of the Company will not be affected. They are of the ordinary trade character. - . on nrin . ~ .. ~ , ~ „„„,„„+ The .mmimum subscription on which the Directors may proceed to allotment is 20,000 shares, all of which the present shareholders are prepared to take ud. , No commission will ho .payable for ■subscribing or agreeing to subscribe or procuring or agreeing to procure subscriptions, but the ■Company will be at liberty to pay ordinary brokerage. Thepreliminary expenses of the Public will 'be paid by it, and are estimated at £«oo._ _ . , The Articles of Association provide that a DireetorVqiialification is the holding in his own right of at least 10UU snaieß «/f the Company, and.that the Directors' fees shall be fixed from time to time by a resolution of the Company m general meeting, and that the remuneration of the Managing. Director shall be ftxetl by the Directors. , Applications for shares should bo made to the Directors on the forms provided with the Prospectus. bey may be torwarded'direct to the Secretary of tho Company at Napier, or through the Managers of the Company at Gisborae, Auckland, Hamilton, Palmerston North, Wellington, or 3 Salters Hall Court, Cannon Street, London, B.C. Applications will be received up to noon on TUESDAY, 30th April, 1912. . , • - , A remittance for the amount payable on application must be forwarded with the application. Tf no allotment is made the deposit will be returned without deduction. If the number of shares allotted is less than that applied tor the surplus will be returned to the applicant. Prospectuses and Forms of Application can be obtained at any of the Company's Offices. The Prospectus-has been duly filed with the Registrar of Companies. . ' . • Dated this Bth day of March, 1912.