Extraordinary Meeting.

Waikato Times, Volume XXIV, Issue 1976, 7 March 1885, Page 2

Extraordinary Meeting.

The following alterations in the Vrticles of Associations wcio tlicn proceeded with, -and adopted :—: — 1. Proposed by Mi <* me, and seconded by Mr Nevvland, "That Mr Hodgson be .ip pomti'd .1 dncLtoi." Piopo-ed bv Mi B irugh and secondrd by Capt. Rtinciin.in, "That Mr Cl.irk be appointed a director." Proposed by Mi liiooks .md seconded by Mr Kdgecuinbe, "Tli.it Mr Oano be appointed .1 dueetor, to take office after the meeting confirming these i ('solutions passed to-day." 2. Proposed by Mr (iano and seconded by Mr New land, "Tint this meeting do sanction the mcieuse by the directois of the capital of tlio association by the issue of ten thousand new shaies of £1 each." 3. Proposed hy Mr W. M. Hay and seconded by Mr New land, "That the following insulations bo added to the articles of nssoci.it ion, and bo called regulations No*. 7v and 7n. (7a.) In any proceeding by the association against .my shareholdei <>i the pei sonal representatives of any shareholder for the iec«.vcry of c-iIU a resolution pur|ioi tinpr to be ft lesolution of thu duoctois making a call nppaaring in the book in which such a resolution ought to bo entered or a copy of such resolution verified as being Mich by the statutory declaration of the secretary, ft diroctor, a manager or either officer of the .L-Mociution for the time being, whose signature it shall not be necessaiy to prove shall be " prnn.i facie" evidence that such call wan duly made. (7n ) An entry in any minute book of the association of the election or appointment of any chaiinun, director, sectetaiy or other ollii-er shall bo conclusive evidence in any com tof such election or appointment. 1. Proposed bv Mr W. M. Hiiy, and seconded by Mr Newland : — "That legul.ition No. .r»o. r »o of the Articles of Association be repealed, and the following regulation, to be called No. fio, bo mtliHtituted therefor : - (.T)) The director! shall ha>o power to appoint a secretary, a manager, .md all other necessary officer* of the association, and shall fix tho leninnonition to be paid to c teh of them, and shall lequire fiom eacli of them a bonrl for the due, diligent and faithful performance] of his duties, with such siueties, and in such amounts, .is the directors may at any mooting determine. Any Mich minagcr shall be capable of holding simultaneously th" offices of director and manager, provided ho in in other reHpects eligible for election as a diiector under the Article* of As«nciation. fl. Proposed by Mr W. M. Hay, and seconded by Mr Newlnnd :— " That the words "income and exiwuditure" be struck out of regulation No. <S,">, and the words " profit .md loss" be inserted therein in lieu thereof, and that the word " income" bo struck out of the second line of regulation No. 8(i, and the woid "profit" inserted therein in lieu theieof. li. Ptoposed by Mr W. M. Hay, and seconded by Mr Newland. The regulation No 88 be repealed, and the following regulation to be called No MS be substituted thorufoie. (88). A copy of «ueh balance hli jet sh ill ten d i.ys previously to such meeting be adveitised in the manner prescribed by clause numbered (3) in legulation No 101. 7. Proposed by Mr H.iy, seconded by Mr Newland, That regulation No 101 be lepealed, uud the following regulation to be called No 101 bo substituted therefoie. (101). All notices directed by these articles or the said act to be givii to <<r nerved upon any shareholder maybe giu'tioi ncivod (1) peisini.illy (2). Ity sending them through the post in a propaied letter addressed to the shareholder at his n-gisteied ])l.ice of abode, or ('A) by advertisement in such newspapers in the Ninth Island of New Zealand as the d hectors for the time being may think fit, and the appearance of any such advertisement in any such newspaper shall be ' prima facie evidence that the dnectors authorized the insertion of the same theteiu. All notices horetofoio given <>i solved upon any shareholder by the association in any of tho foigoing modes shall be deemed and taken for all pmpoHOK to have been sufficiently given oi sei ved. Mr Hay then explained the object of each alteration. As to regulations Nos. 7a and 7u, they were proposed for the (impose of saving expense to the association in cane of tlieii having to sue defaulting shareholders, and of saving costs aguinst the defaulting shareholder should judgment be given against him. Tho neconsity for tho attendance of three witnessos would be done away with. Ho then went at Home length into the explanation of tho necessity for the leniiumng n lterations, and showed that the new regulations would be a great saving of expense to the association by advertising a notice and balance-sheet instead of hoi vmg them personally or posting them, while the efficiency of the notice would not be impaired. While the above alterations wore under considciation, Captain MacPherson complained of some irrcgulaiitiea in the making of calls. In tmme cases of which he was awnrp shareholders who had paid their calls had not been ci edited with the amounts so paid. He knew of other eases where lndy nhnrohokleiH who had received circulars, had been addressed "Dear Sir" and in one liisttuce when ho had written to the manager, that gentleman had not deigned to i ojHy. The Secretary explained that the calls which Capt. MacPherson said had been paid and not ctoditod, had been carriod to tho suspense account owing to a doubt as to the propor persons to credit them to. That ho had not replied to Captain MncPherson's communication vyas wrong. Ho had loplicd to nil communications he had received from shareholders respecting tho business of tho association. INCUR \HINtt CAPITAL OK ASSOCIATION. The chairman explaimod that it was proposed to increase the capital of the association by another 10,000 £1 shares. About 10,000 of the original number had not yet been disposed of,

Mi (jane piopo-nd " Th.it tlm ntcctmy do sanction tl.o incioisu of tin 1 associ ation'a capital hy 10,000 £1 share ■>•" It w.w desnable th.it the ducctus should li.ive thu power to menuse tln'ir cipit.il if they found it necess.uy (.lining the ensuing yo.ir- The new c-.pital would be foi the Rcuer.il work of the .-suciation, and not for any special line Th' - aniouut of ci]iit:il they were n >\\ uoikinic on considering tin 1 va-tne s of the business they weio doing was certainly small. Butcher ing and flour nulling h.id l>pen spokon of .is among the probabilities of the imincdiatifuture. Mr Nowland wcouded the proposition. Tho operations of th(> assuci.ition shoul.l not be cramped for the want of mitKcieut capital. Mr Clark tru-ted that the object of the diiectoifi in aikin<f for an iiickmsc of capital was not that they might extend their opeiations over new ground. Their pio^ent giound was not Hiiinciuntly woikod, and they should attend to this befoie they went any further afield. The Chairman "lid tho diiectory did not contemplate the immediate dwpos.il of the^e 10,000 new shared. It was only in ca^o dining the nt-\t twelve months that they should loquire moco capital to work upon. Mr Brooks suppoitod the re.s ilution. He lefrried to the dilficulty a man in business espcrifiiced through not having sufficient capital to work upon. If the association continued to increase its business it was absolutely necessary they nhould have more capital. Ho believed notoulyinextt'iidingthe operations, but the limits of the association, and in this way become a groat powpr. The motion was put and carried, there being only one dissenting voice.

KLKcnoN of Dincoruus. Tlio following gentlemen were elected directors : — Mr Isaac Hodgson, Te Kore, proponed by Mr G.tno and heconded by Mr New land ; Mr Grew. Clark, proposed by Mr JWugh and seconded by Cipt. Runcim m ; and Mr G:\ne, proposed by Mr Brook r and seconded by Mr Kd^ecnmbe. Mr G.me was elected m.tn.iL'iti^ dnector. No other candidates wcie u<»ni i n.i te<l. This was all the bu-<me-<-.