Shareholder's Meetings of the Lanark Oil Co. Ltd.
type: Companies - shareholders' meetings
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1883 Annual General Meeting
LANARK OIL COMPANY. The first general meeting the shareholders this company was held today in 56 George Street, Edinburgh- Mr W. Potts, chairman of the company, presiding. There was a large attendance. The chairman submitted a report of the operations of the company during the four months it had been in existence. The works acquired were, he said, the pits Tarbrax and Crosswoodhill and the refinery at Lanark.
The first step of the company was to replace the old retorts by Young & Beilby's patent. The first bench was now completed and the second bench was being closed in, while the whole of the works connected with the retorts were so far advanced that the directors anticipated their completion within three or four weeks, provided the weather was good, They expected to be making their own crude oil by the middle of January, and there were now 10,000 tons of shale at the pithead ready to operated upon. They had every reason to believe that the quality of the oil would be good that of Broxburn and Burntisland, while the other products were rather superior. From 19,000 to 20,000 gallons crude oil were being put through the refinery per week, expenditure had been kept down that they noted the amount set forth in the prospectus would not exceeded.
Mr Lauder, Edinburgh, said that the shares on the Stock Exchange had greater reason to be at a premium now than on the former occasion when they stood that figure.
Mr Dow, Lanark, said that everything augured well for the future of the company, and Mr G. Simpson considered the field was one the cleanest he knew of. It was quite free from whinstone. Directors were then re-elected, and the proceedings terminated.
The Edinburgh Evening News, 30th November 1883
1885 Extraordinary General Meeting
THE LANARK OIL COMPANY. An extraordinary meeting of the shareholders of the Lanark Oil Company was held at No. George Street, Edinburgh, to-day, to consider the recommendations of the committee, which was appointed the ordinary annual meeting, George Lorimer, Edinburgh, presided. He said that Mr Potts, their chairman, had been obliged, owing failing health, aggravated not caused anxiety behalf of the company, to resign his office, but they hoped that he would still be able to give them the benefit of his assistance. The shareholders should know that if directors had erred, it had not been from any indifference the best interests of the Company, want of sacrifice either of their time or their convenience. When they took office they found prepared and adopted a scheme for constructing the works which they had reason to believe had been prepared with the utmost skill, and under the most competent direction.
Provost Sutherland, Bathgate, one of the. committee, moved that the nominal shares the company be reduced from to £10 to £6 each, and the paid-up from £5. The committee, he said, found that the management at the works and the refinery did not work satisfactorily, and that a sufficient price was not got for the products, which were of a superior description. They therefore looked out for a general manager, and Thomson, who had satisfied himself that the concern could worked profitably, had been appointed. They had made experiments with their retorts, which were very satisfactory. The past ten days were the first which the Lanark Oil Company had been worked without a loss. (Applause.)
Mr Jack, Causewayhead, who seconded, said that they had been able to reduce the cost of shale from 4s to per day, and with a larger output might be even less. —The resolution was adopted unanimously.—Mr Wilson, Restalrig, moved that £15,000 be raised by means of debentures to bear 10 per cent, interest. He stated that the money in their coffers was very low, notwithstanding that they had loan £20,000 from the bank. They had received intimations that more than the sum required would be taken up, but it would be better that debentures, seeing there; was to high rate of interest, should taken up by large number of the shareholders, and not by few wealthy ones.—Mr White, Glasgow, seconded, and the motion was also unanimously adopted.—The chairman intimated that, as the result of bores recently put down in Greenfield estate, they had found one seam three feet six inches thick at five fathoms from the surface, and another four feet five inches thick. He also intimated that it were proposed take up the debentures in sums of per £1, intervals of two months. This was all the business.
The Edinburgh Evening News, 16th April 1885
1885 Annual General Meeting
LANARK OIL COMPANY. The second annual meeting of the shareholders a of the Lanark Oil Company was held yesterday afternoon, within Messrs Lyon & Turnbull's Rooms, George Street, Edinburgh. There was a limited attendance. Mr George Lorimer, one of the directors, was called to the chair.
The CHAIRMAN, having referred to the loss which the board of directors had sustained by the death of Mr Potts and Mr Thornton, explained that they had not filled up the vacancies because they had the very able assistance of the sub-committee of shareholders who attended their board meetings, and because within its number were certain gentlemen whom a variety of circumstance seemed to point out as exceptionally well fitted to occupy a ltie post of directors, enon who had a large stake in it the company, of acknowledged capacity, and of experience. They were resolved to have these gentlemen upon the board if at all possible, and it was no great breach of faith now to say that they actually approached them. All true Scotchmen were proverbially cautious, however, and these gentlemen wore very cautious. They would do nothing in the dark they wished to see first of all if Mr Thomson could carry out all his tremendous alterations at the figure estimated; and then, second, if his costs sheets, after the work was fairly started, were found to agree with his anticipations. It was after they had been satisfied on these points and found cautious as they were, that Mr Thomson had been even more cautions, and that if he had erred at all he had erred on the right side, that they had agreed to take office. Next to the direct announcement of a dividend already earned, he did not know that the shareholders could have anything more reassuring, and he felt sure that they would in consequence overlook any apparent irregularity in going oil as they did so few in number. (Applause.)
Referring to in the report, they would have noticed that it was proposed that the resolution, passed at the general meeting of shareholders on 16th April last, to reduce the capital account by the sum of £40,000 should he held to apply as at 31st October, so as to cover losses made up to that date. This resolution was passed at the suggestion of the committee which had been investigating the affairs of the company during the previous three months. They had satisfied themselves that owing to faulty constructions the works to were not worth within a large sum of the figure at which they stood in the books of the company, that owing to the same cause its operations were being conducted at a heavy loss, and that nothing but a large reduction of the capital account, in together with a complete rearrangement and reconstruction of the works, would avail if anything satisfactory in the shape of dividends was to be looked for, To effect this reconstruction, and for other purposes, it had been estimated at £15,000. But one and not the least of the difficulties which stood in the way of raising this large sum was the existence of a large sum at the debit of profit and loss. It had seemed futile to ask shareholders to qn put their bands in their pockets to assist the company with the fact staring them in the face that nothing in the shape of dividends was to be looked for until all previous losses incurred had a been made up.
To meet thie various difficulties of the case it had been agreed that the capital of the company should he reduced to such an extent at as not merely to bring it down to a figure fully represented by available assets, but also, so to speak, to annihilate the past, and enable the company, at when none the works were in perfect order, to begin a new career free from the liabilities. The committee had estimated that to do that the sum of £40,000 should be written off the capital account, but in tl arriving :at this conclusion they had fully counted the further loss which would necessarily occur before the reconstruction of the works could be carried out. It would have been most extraordinary had they not done so, because the reconstruction of the works involved their total closure for two months, during which the rates, interests, salaries, &c., had to be paid. The same cause regulated the date of the application of the resolution to reduce the capital was also the explanation of the unusual interval, sic,, eleven months, which occurred between the date of the cost and that of the present balance. As soon as the alterations on the works had been completed and these in full operation, it had become the company's duty to ascertain its position, and that had been done.
Turning to the balance-sheet they would have noticed that the company was a little short of cash at present, and it might have occurred to some why, if so, were the rest of the debentures not at issued ; but, in point of fact, those were taken up, or at least the great bulk of them, had been paid up within a day or two of the issue of the report. What other money was absolutely required those gentlemen whose names were submitted in the report for election had kindly arranged to provide it if necessary. But it was very much to be desired that some from the general body of shareholders should give proof of the interest they took in the welfare of the company by lending a helping hand. The secretary would be glad to hear from any such not later than the 25th prox. at of course, the Board were prepared to deal liberally in the matter of interest. In the ordinary course of things it would have been his (the Chairman s) disagreeable duty to have dealt very fully with the unfortunate result of the past eleven months' working, but the fact was that a very full explanation had been given by anticipation some months ago by the committee of shareholders.
Since the date of their report in March the loss had been comparatively trifling, the economies introduced by their newly appointed h manager Mr Thomson in labour, in fuel, and in chemicals having been simply enormous. The present was a more satisfactory subject to discuss than the past, for business operations both at Tarbrax and Lanark were now going on very nicely, and promised a very different result from what they had hitherto exist. But on this head Mr Wilson, who had devoted a very considerable amount of time and labour to mastering the details of the company's present position and prospects would address the meeting, and he might safely leave it in Mr Wilson's hands. For the future, lie would say, let them not be impatient. They had made an immense stride in the past six months in the right direction, and they hoped to do even better in the time it come. The board and committee had that day under their consideration a matter which might involve some alteration in the accounts. If this alteration was made, however, bite effect would he on the right side of the account, so that he would ask their indulgence so as to allow him not to say any more at present, as it was under careful consideration of the board and auditors of the company. He moved the adoption of the report,
Mr.LAUDER Edinburgh, seconded the motion.
Mr LUMSDEN, Edinburgh, asked how the £11 000 of loss which had occurred during the year had been spent, The CHAIRMAN replied that he did not think it necessary to go into a statement of their losses very fully, because it was gone into in March last year. He further did not know that it was very judicious to go fully into details.
Mr LUMSDEN stated that at the previous meeting he had put some very pertinent questions to the chairman and the directors, which they did not answer except in a very cavalier style, and what he said twelve months ago had come true now. He thought that to ask the shareholders to accept the statement that for eleven mouths the company had lost at the rate of £1000 a month without any explanation was asking too much of their indulgence.
The CHAIRMAN protested against matters being published, not for the benefit of the company, but merely in the interests of stockbrokers.
Mr PORTEOUS also suggested that it was desirable to know how the revenue had ben spent.
Mr SUTHERLAND, Bathgate, as one of the Committee of shareholders appointed at last meeting, said he would have quite sympathised with the questions if they had been put in ordinary circumstance, but at present, they would bear him out, the company was placed in extraordinary circumstances, he proceeded to explain the steps the committee had taken to ascertain the position of the company, and that was to the necessity that arose to write off £40,000 and the stoppage of the works for two months, it was difficult to make up properly a profit and loss account.
Mr LUMSDEN said the directors came to them same hopeful conclusion at last meeting at now, and yet they had gone on losing at the rate of £1000 per mouth. How they had spent this money they declined to tell.
The CHAIRMAN pointed out that the directors in their report had done exactly what the articles of the company required them to do.
Mr LUMSDEN replied that the directors did not show how their balance arose. The shareholders must know, he urged, how the company was going on or they would take no interest in it.
The CHAIRMAN said the only way to settle the matter was to take the sense of the meeting as to whether a profit or loss account was to be submitted. There was nothing in it, he might explain, that they needed to conceal. Neither he nor any of the other directors had touched one farthing of the company's money. He himself was out of pocket at the present for work done in the company's interests.
J. T. WILSON, Restalrig, said he had looked a e at nine or ten reports of different oil companies, and in none of them had he found the profit and less account, so that if the directors of the Lanark Company had erred in this respect they had at least erred in company with other similar undertakings. Owing to the state of the company's affairs during the year he, however, did n0tt ir how the directors could have fully stated the profit and loss account.
Mr LUMSDEN remarked that he did not want explanations, but merely figures.
The CHAIRMAN explained that Mr. LUMSDEN could obtain the figures if he called at the company's office.
Mr LUMSDEN having expressed himself willing to adopt that course, the report was put to the meeting and was unanimously adopted.
The Glasgow Herald 24th December 1885