Aus:
The Money Market Review, 30. März 1867. S. 408–410.
Schließen

Meeting of shareholders 22 March, Guildhall Tavern: Chairman, C. H. Knight said that the Defence Association thought, good case against the directors. Mr. Jacomb reported für die Defence Association. Some 14 months ago circular of the directors, calling meeting of shareholders for resolution to wind up Co., and dispose of the work, for the purchase of which, it was stated, a proposition was made to the directors. Dieß meeting held 20 Jan. 1866. Mr. Jacomb showed at this meeting (of 20 Jan.) that it was illegal, because of non-compliance with the articles of association. Solicitor der Co. pooh-poohed him. E. Watkin (M.P., late chairman of the Co, who was not chairman of the |262 meeting, meeting) produced a statement of accounts showing that, subject to a deduction of £60,615, the whole capital of the Co. was intact. Some shareholders forced out of the directors the admission that the reason for winding up was not the sale stated in the circular, but the financial difficulties of the Co. It was known, in fact, that the negotiations for the sale of the undertaking had fallen through before meeting was held. Directors knew that the concern on the verge of bankruptcy. Watkin was the principal spokesman of the directors, and produced this account. Watkin (M.P.) had transferred the last of his shares the day before the meeting, so that it now turned out he was not even a shareholder, and had no right to be present. The resolution for the winding up of the Co. passed. But 1 or 2 days afterwards the solicitor of the Co. found Jacomb’s view correct, so

New meeting called for 3d February. Chairman said that they were only £10,000 worse than in preceding May, and the before mentioned acount account showing deficiency of only £60,615 again produced. Jacomb said that if the account correct, no reason for winding up Co; if such reason, the account false. Wanted correct balance sheet to be prepared; moved resolution to that effect, but the proxies in the hands of directors were sufficient to neutralise any attempt at investigation. Jacomb objected also to Child being appointed as liquidator, because that man was the auditor of the accounts which would be impeached, and also the negotiator for Msrs Pile in reference for the sale of concern.

Meeting on 20 Febr. Jacomb took the same course, but the power of the directors was too great, and Child’s appointment as liquidator was confirmed.

Some time after petition presented to Court of Chancery for winding up the Co. On his application to the Court Child was removed.

In July 1866 call made by the new liquidator; a certain number of shareholders formed Defence Association, the first under Limited Liability Act of 1862. Jacomb instructed to attend before chief clerk on the making of the call by the liquidator. Produced Watkin’s account in meeting of 20 Jan. showing deficiency only of £60,615, und stated that if accurate, there could be no necessity for call; da angeblich Cos’. Co’s. property intact. The official Liquidator, on examining the account, declared it fallacious, and wrote that word and his initials on the account.  The Money Market Review: Under those circumstances he (Mr. Jacomb) could no longer offer any opposition to the call that occurred in July last year.
Schließen Jacomb paid then call.

31 Oct. 1866 official liquidator summoned meeting of shareholders, produced true statement. Statt 60,615, Deficit of £259,000; deducting £130,000, reduction in the value of assets, as estimated in both accounts, blieb balance of £69,000 unaccounted for by the directors. Ferner liquidator showed that since the resolution to windup the Co. the trading had been carried on at a profit. Hence the further loss of £69,000 must have taken place before 20 Jan. The Committee of Defence Association found out that 25,000£ had been paid to the vendors for the property in excess of the amount agreed to. The first communication made by the Directors report for extraordinary meeting on July 13, 1864. In that report they stated that shareholders would have early opportunity of examining the works of the Co. That was followed by invitation to the shareholders to go to Hull to witness the launch of the ship „Annie“. A great flourish of trumpets made about that vessel, but what had since transpired? Why the Annie mortgaged for £10,000 by the vendors at the time when sold to the Co. Directors knew it. Not a word of it came out before meeting of 30 May 1865. The Annie cost £12,000, and a lot of litigation, and was sold for £8,500. At the time the Co. was started the shareholders were led to believe that they purchased a property, but it turned out that they only bought an equity of redemption, and that there were mortgages to the extent of £88,000, including the 10,000 on the Annie. So the Co. had never a good title to the property, and when they got into difficulties they were unable to take it into the market and raise money on it to relieve them from their embarrassments. Many other instances of mismanagement and misrepresentation. The Co. was born in concealment and fraud. That system was carried on throughout the whole history of the undertaking. They proposed proceedings against the directors, in accordance with the opinion received from counsel. Dagegen spricht Morris (shareholder und solicitor.) Jacomb zeigt daß dieser Kerl had been connected with the Co. in 6 different capacities. Viele Statements in Prospectus flagrantly untrue, f.i. that 10,000 shares had been allotted, that a railroad ran into the yard, that contracts for 300 000£ had been entered into at remunerative prices, upon which dividend of 20% was confidently anticipated. No such contracts existed, except on paper. Uebrigens not 3 of the directors worth 500£. Some of them completely ruined by their connection mit this and other Cos.|

 Zusatz von Marx.
Schließen Ein Correspondent bemerkt in der Money Market Review über dieß meeting:

Aus:
The Money Market Review, 13. April 1867. S. 455.
Schließen No better evidence before the Committee of the H.o.C. of the manner in which the Limited Liability Act of ’62 used to decoy the public into those fictitious schemes which have resulted in such wide-spread ruin and misery, no better evidence than E. Watkin, M.P. This man who spoke so pathetically in his oration at Sheffield of the „fatherless and the widows“ – played prominent part in the formation and management of the Humber Iron Works (of which he was chairman) up to the time of its disastrous collapse.