Page 10 Advertisements Column 5

Waikato Times, Volume 122, Issue 20500, 17 May 1938, Page 10

COMBINED BALANCE SHEET.—Set out hereunder is a pro forma financial statement ■bowing the COMBINED BALANCE SHEETS as at 31st March 1938. for Todd Motors limited and Todd Motor Industries Limited; this is the combined Balance Sheet described as appended to the letter of Mr. John S. Barton, C.M.U LIABILITIES. Mortgage* Bank Shareholder*’ Deposits. Bill* and Creditors Provision for Income Tax .. £.'18.559 129.264 £299.545 Shareholder*’ Funda— Share Capital .. £190.000 Reserves, Deferred Profit* .. 110,8801*) £ 600.425 ASSETS. Land and Buildings Plant. Tools and Furniture .. Stock Bills Receivable ••• Debtors (Secured) Debtors (Unsecured) Cash and Investment* Sundries £131.655 17.395 100,852 193.616 (1) With regard to to-day’s value of the assets, we refer to Mr. John S. Barton’s letter. PROPERTIES.—The item “Land and Buildings” in the combined Balance Sheet represents four separate urban freehold properties in New Zealand. _ The most valuable building is that located in Courtenay ~ Place. Wellington. It has been valued recently by Mr. S. George Nathan, of Wellington, whose market raloatton Is £17.000 In excess of the Company’s book value, which la baaed on cost _p*dee depredation. Mr. Nathan’s valuation mav be Inspected of the Co pany’s Solicitors. Messrs. Morison. Spratf. Morison and Taylor. Wellington. Tb* Company, besides Its retail hnsiness 1n Wellington, has retail branches 1n Christchurch. Dunedin. Inveroarclll and Tlmaru. It ha* 1n addition a well-established organisation of Independent retailers both over the North and South The factory In Petone, Wellington. Is a ferro-concrete building built 1n 1933 and fitted with an np-to-date plant for assembling motor cars and trucks Hands employed as at 31st March. 1938. were 227 The factory can turn out 6000 cars and truck* per annum The building is erected on a Government Rnllwav leasehold at McKenzie Street In Petone situated on land adjoining th« Petone Railway Station, on tne main road and with readv access to Wellington Harbour Set out hereunder Is a pro forma FINANCIAL STATEMENT of TODD MOTORS CORPORATION LIMITED on completion of the proposed apltallsatlon:— LIABILITIES. Preference Shares £230.000 Ordinary Shares 230.000 £300.000 assets. Holding In Subsidiaries £500.000 £500.000 CONTINUITY OP MANAGEMENT.—The present Directors of the two operating Companies, viz Messrs. Charles Todd. Charles Patr'nk Todd. Desmond Henry Todd. Bryan James Todd, and Andrew Todd will continue to act as 1n the past, thn* safeguarding the continuity of a hnsiness which has been managed and developed successfullv up to date. The same eonflemen with others, will be members of the Board of Directors of the new Company and fhev have undertaken not to enter Into any competitive fora norind of at then* vear* ** Director* of the new Companv these gentlemen will in the ordinary war be *n control by their shareholders in general meeting. As the new Comnanv will be »he onW shareholder (d'rect and through nom'nees) | n the two operating Companies. 1t wMI eynress it* will by the excise of ’ts voting power ->t general meeting of those Companies. VOTING POWER. —At nnv general (ordinary or extraordinary) meetlmr of the new Company on a show of hands each shareholder (preference or ordinary) and on * poll each share (preference or ordinary) ha« one vote. GENERAL OR EXTRAORDINARY MEETINGS will ordinarily be held in Wellington. DIRECTORS' FEES.—To be a fix P d sum determined from time to time by the Company In general meeting The Arlicles provide that all fees of Director* (whether of the new Conmnnv or of the operating Companies) shall be fixed by the shareholders of the new Comnanv In general meeting and paid by the new Company only; and shall have regard to the value of services rendered t>v Buch Directors In any or all of the said three Companies. DIRECTORS’ QUALIFICATION To be the holding of at least £SOO worth (*t par) of shares In the new Company. The Directors of the new Company other than Messrs. Yaldwyn and Flott sr* Interested In the promotion of and In the property to he acquired by the Company only as vendors of the shares now ownpfl hv (hem and a* allottee* of ordinary share* and possible subscribers of preference shares. There ore no Founders. Free. Management or Deferred Shines PARTICULARS OF MINIMUM AMOUNT TO BE RAISED.-The minimum amount which In the opinion of the Directors must he raised by the issue of preference shares offered herewith to be provided in respect of each of the following matter* is as follows : Part consideration of purchase price .. .. .. £250,000 "Underwriting .. .. .. .. .. ..Nil Repayment of any moneys borrowed by the Company Nil Working Capital .. .. .. .. Nil Preliminary Expenses, including stamp duty, registration, legal expenses, printing .. .. .. Nil Brokerage .. .. .. .. .. .. .. .. Nil f £ 250.000 These payments are by terms of the brokerage agreement to be paid by Todd Motor* Preliminary Expenses. Including stamp duty, registration, legal expense*, and printing,. estimated at £3950. Commission not exceeding 5% on £230.000 payable to Financial Services Limited, ttao organising Company, as fee covering its works of investigating, reports, organisation. and including brokerage to be paid to brokers not exceeding £12.500. ALLOTMENT.—It Is the intention of the Directors to go to allotment when *cbserlptlons for 150.000 preference shares have been received No goodwill is included in either balance sheet and no goodwill has been paid for or la to be paid for. except in so far as the goodwill of the businesses enters into tb* purchase price of the shares. BROKERAGE. COMMISSION. PRELIMINARY EXPENSES are paid by Todd Motors Limited as set out In the above tabic No amount has been pal.) or is Intended to be paid to any promoter, except (a) as disclosed above in relation to Financial Services Limited, and (b) in so far as tb* promoters, being the vendors of the property to be purchased out of this issue receive purchase money in shares and cash DATES OF AND PARTIES TO MATERIAL CONTRACTS.— / (1) Agreement dated 11th May 1938. for inter alia the sale and purchase of shares In’ Todd Motors Limited and Todd Motor Industries Limited between Charles Todd, Charles Patrick Todd. Desmond Henry Todd. Brvan James Todd. Andrew Todd, Mary Todd. Kathleen Mary Todd. Moyra Patrick Todd, and Sheila Margaret Whyte as vendors of the one part and Herbert Taylor of the City of Wellington, Solicitor, as Trustee for and on behalf of the Companv of the other part. (2) Brokerage Agreement dated 11th May. 1938 between Todd Motors Limited and Financial Services Limited and John Saxon Barton (3) Agreement dated 11th May. 1938. between the Vendors and Financial Service* Limited whereby the Vendors undertake to subscribe the residue of preference shares, if any (4) Agreement dated 11th May. 1938. between the Vendors and Herbert Taylor of the City of Wellington. Solicitor (as Trustee for and on behalf of the Company) restricting competitive activities by the Vendor Directors Copies of the said contracts, and of the Memoranda and Articles of Association of the two operating Companies, may be seen at the offices of the Company's Solicitor*, Messrs. Morison. Spratt. Morison and Taylor, and of FINANCIAL SERVICES LIMITED. Wellington. CHARLES TODD. E. P. YALDWYN. J. M. A. I LOTT. By his Attorneys: S. M. Hobbs, J. V. Ilott. C. P TODD. D. H. TODD. BRYAN TODD ANDREW TODD. Dated the fh di if Mar. 1938.