Shareholder's Meetings of the Boson Oil Co. Ltd, 1885
type: Companies - shareholders' meetings
1885 THE BOSON OIL COMPANY.
The first annual general meeting of shareholders of the Boson Oil Company, Edinburgh, formed work mineral field in the south France, was held in Mr Dowell's Rooms, George Street, this afternoon, Mr William Holmes, Edinburgh, in the chair.
In moving the adoption of the report the chairman said the time occupied in erecting the works at Boson had been very much greater than was anticipated, but some Scotch companies who had everything to prepare had taken as long before coming into the market. In considering the question of time, thought they would agree with him that some allowance must be made for the distance at which their works were situated, and to the fact that they were in a foreign country, where the laws were different from ours, and where the workpeople were not accustomed to our ways. They had now 12 retorts capable of putting through about 80 tons of shale per day. Six of these were running, and the others would be at work after the New Year holidays. The directors were considering whether, with refinery capable of turning out the products of 160 tons shale per day, they should not utilise the surplus power refining American crude oil. Their average yield was 55 gallons per ton, with nearly 80 per cent, of this as marketable products. Considering the high prices which were obtained France, they expected to be able to make a good profit.
In reply to questions, was stated that refined oil is now selling France at 1s 3d, and that crude oil cost them about 7d per gallon. They certainly looked forward, the chairman said, to having a dividend in the course the year. Their calculation would give return of about £12,000 a-year. which was about 15 per cent upon the paid-up capital, and that was irrespective of any profit from refining American crude, which, they were assured, would be very considerable. The shale was of very variable quality, yielding from 30 at the surface to 75 gallons as they went down. The crude oil yielded 45 per cent of burning oil, 25 per cent, of lubricating oil, 5 per cent, of scale, and 5 per cent, of spirit. The report was adopted, and directors were thereafter appointed.
The Edinburgh Evening News, 30th December 1885
1887 The BOSON OIL COMPANY.
LIVELY MEETING OF SHAREHOLDERS
The annual general meeting of the shareholders of the Boson Oil Company (Limited) ,was held yesterday afternoon in Dowell's Booms, Edinburgh. Mr Henry Aitken, Falkirk, chairman of the, company, presided over a fair attendance.
THE CHAIRMAN moved the adoption of the directors' report, (the substance of which has already been published in the Herald), and which shows a loss since 1st March of £4397. He said that much had occurred since the report had been issued. The output of shale had increased now to 30 tons a day from the Aqueduct Pit alone, and they expected soon to be getting shale out of the Bridge Mine, so that before many weeks they expected an out- put of 50 or 60 tons. He need not enlarge on what he found on his visit to the works in January, as the report was so full, but he must say he found nothing to make him alter his opinion as to the cost that materials could be got for. The outputs from the coal-mine was now about 10 tons per day. They expected that that would very shortly be increased. The main difficulty was that they could not get the number of men they required, but he had just received a letter from the manager stating that they had now got plenty of men forward to fill all the places opened. The coal seam was opening up very well; the bottom seam was 20 inches thick, and the quality was quite as good as the Esperance Mine, which was superior to what the company had been buying, and less of it was required. Before very long they would got the new mine down sufficiently to start branches, and so get more coal. As soon as the output exceeded what was needed for the works they would save the round coal and use the small. They would sell the round coal in the country at about 33s. a ton. For some time nothing had been done in the construction of the railway, but the directors had information that it was to be proceeded with at once. He hoped to see the railway up to the works in a year or two, as it would be a great benefit to the company. He moved the adoption of the report and balance sheet.
Mr. ROBT. LOCKHART, junior, asked how, long the mine and retorts had been worked. He also wished to know whether the appointment of M. Teissier was an additional appointment, or whether a he superseded some one else.
Mr THOMAS SCOTT seconded the adoption of the report
Mr A. B FLEMING asked to what extent were the directors likely to sell the coal, and how much could they save, and how much money would they get for it? Was there any very satisfactory promise of the railway really being opened?
Mr P. G. HOEY, Glasgow, then made a long speech in condemnation of the past management of the company's business. He expressed his concurrence in the report of Messrs Aitken & Thornton of August last, and said that if the recommendations then made had been carried out the shareholders would now be meeting under much happier circumstances. But up to the end of last year there had been no attempt to promote the. True interests of the company. Both the old and new boards had carried out to the utmost a policy of masterly inactivity. The directors referred to the works as having been stopped. How long had they been stopped? He and Mr Walker on visiting Boson in December were so impressed with the utter folly of the stoppage that they addressed a strong recommendation to the chairman on 19th December. The effect of his visit to Boson was to raise the price of the shares by nearly 4s. Were the directors in the dark as to what was being done at Boson? Why did the new board waste so much precious time The masterly inactivity was a precious legacy bequeathed by the old board. The old leaven had worked its evil effects. Satisfactory results could only be obtained by at once throwing out the old leaves and introducing new life and vigour into the management. He went on to say that the shale in the Aqueduct Pit was over six feet thick, and gave 80 gallons of crude oil per ton. But it required more development than ordinary shale seams, but the development remained a dead letter from June to a December last. The directors chose to-open up the the old mines and to stop the Aqueduct and Boson Pit .These old mines were worthless. Mr Hoey then adversely criticised in detail the action of the old board in Previous years: Up to now their operations had been mere surface scratchings, no attempt being made to go into the solid shale. The directors should have called in an experienced mining engineer to guide them. At the date of his and Mr Walker's visit coal was actually being purchased at the mines. He proceeded to speak of the past management as being noted for stupendous errors, silliness, remissness, and hopeless incompetency.
Mr MILNE, Lasswade, interjected the mark that Mr Hoey was like the barber's brother that did not speak much. (Laughter.)
Mr HOEY proceeded for some little time further, and in conclusion said he had very great confidence in the future of the company, should it be worked to sound financial principles.
Mr WILLAM HOLMS said he must confess that in some respects he was disappointed. It was to be regretted that the directors had not pushed on the opening of the Bridge Mine, When were operations at the Bridge and Aqueduct mines resumed, and how many working faces were there? It was said that 80 tons a day were now being got. Last year 45 tons a day were turned out. The last Board had done the best they could, and had tried both the Scotch and French modes of working. He is doubted whether the chairman's estimate of 70 gallons of oil per ton could be realised. The old board had got only 50 gallons. Dealing with the rotatory retorts at Boson, he said they were sufficient to yield £15,000 a year of profit, so it would be time enough to add to them when they got more shale than these retort could put through. He asked what prospect there was of the arrears of calls being paid. Mr Holms then proceeded to remark on the statements of Mr Hoey. It was, he said, a singularly limping and uninteresting speech, and misleading from first to last. If Mr Hoey had taken the trouble to look at the reasons given by the late directors for not opening the Boson Pit he would have agreed they had no other course open. He asked who it was that sent Mr Hoey and Mr Walker out?
THE CHAIRMAN; The Chairman said he could not tell, but he had in received a request from a shareholder with over 300 shares requesting that Messrs Hoey and Walker should be allowed to inspect the works.
Mr HOLMS said he would ask the two gentlemen who were the shareholders who wished them to go to Boson
Mr HOEY said he had a letter from the chairman asking to be satisfied that he was commissioned by a sufficiently important section of shareholders. He referred the chairman to a solicitor who would satisfy him. The solicitor did satisfy him. His (Mr Hoey's) constituents did not choose to unveil themselves to Mr Holms. Mr Holms again put his question, but Mr Hoey declined to answer.
Mr HOLMS then said that he must presume that Mr HOEY went out on his own account.
Mr. J. D. WALKER said the important question is was whether his and Mr Hoey's statements were of value to the company. The question why they had gone out was an entirely subordinate one.
Mr HOLMS said he left the meeting to infer that these two gentlemen had reasons of their own not in the interests of the company. As to the Boson Pit, Mr Hoey knew nothing about it. He presumed it was only recently that Mr. Hoey became a shareholder.
THE SECRETARY (Mr George Andrew) said Mr Hoey was not registered as a shareholder.
Mr. HOLMS proceeded to explain how the board had been compelled to stop operations through calls not being paid, Machinery was not bought for making crude oil till they knew their prospects of turning out shale. After that they did keep it going till the fiscal difficulties came.
Mr HOEY evidently did not know that the directors did take the advice of eminent engineers. As to the old leaven, Mr Mathieson was an excellent director, and there was no action of the late board but was straightforward and above board. He contended that the coal was good. Messrs Hoey and Mr Walker's report read like a holiday essay of two tourists who had gone to France for the first time in their lives. (Laughter.) He referred to certain paragraphs which had appeared in the newspapers, and asked if Mr Hoey had put them in?
Mr HOEY- Yes, I did.
Mr HOLMS - then, I think it was a very cool, thing to do
Mr WALKER. We are quite delighted to accept the responsibility.
Mr HOLM - I think it is time that the shareholders should show these gentlemen that they are not. to play fast. and. loose with the property. Mr Holms proceeded to show that the railway, if made, would be of a great advantage to the company, as the present contract price of conveyance was low. In conclusion, he pointed out that the main object just now was to settle the question whether they had sufficient shale, and therefore he thought it was very desirable that they should have a meeting, say in June, for the directors to report whether they had got a sufficient supply. There was no question about the quality but about the quantity.
Mr J. D. WALKER, stockbroker, Edinburgh, after explaining that he held deferred warrants suggested that the 1391 shares in the hands of the id company might be made useful financially; and with regard to the arrears of calls, he expressed the opinion that the board had shown some remissness in the matter. These, arrears, he said, should be called up, and the shares forfeited and realised. In the report of the directors, sufficient prominence had not been given to the fact that the whole is future of the Company depended upon the proper development of the shale mines. There was talk about retorts and experiments being made with the view of increasing the plant of the company, but what was the use of increasing the plant until they had proved their shale.
Mr MILNE called Mr Walker to order. remarking that these two Glasgow bodies seem to think think are in the House of Commons.
Mr. WALKER said he could not understand the cause of Mr Milne's ill-temper. He (Mr Walker) . was not a Glasgow man. Proceeding with his remarks, Mr Walker maintained that the nature of the Boson shale mine had never been so satisfactory stated as by M. Teissiers, and said that much of the coal he saw at Boson was of indifferent quality and very inferior to that belong to the company.
THE CHAIRMAN replying first to Mr Lockhart's questions said the retorts were started in March and stopped in June. M . Teissier's appointment meant to a certain, extent more expenditure but s-that was not to be compared with the advantage of getting a thoroughly good man. The thickness of the coal in the Esperance mine varied from 18 is to 20 inches. As to the railway the information they had was not exact or official; but they had every very reason to believe that the work would soon he carried out, With regard to Mr Hoey, he seemed to take the old scriptural view of “thrash a child and it will come up well. He had given the directors a good deal of his mind, but when a man proceeded to find fault it was at all times desirable that he should be very sure of his date. Mr. Hoey was a very clever and able man, but he had forgotten the main factor in his abuse of the directors, because he spoke of having gone into office in June, while as matter of fact it was not until somewhere about the middle of September. He would like to remind Mr Holms that they had only been working six weeks, and they had to clear the roads and repair the timbers. In No. 5 place it would appear the work had been driven 9 or 10 feet above the true shale, and at present they were endeavouring to get the right spot. He (the Chairman) was confident that the return of Mr Teissier were perfectly accurate. It was quite true that they had made experiments with a plan of his (Mr Aitken), but these experiments were not properly conducted, and could not possibly have produced good results. As regards putting up retorts, they would not think of it until they saw plenty of shale., It was agreed by the meeting to adopt the suggestion of Mr Holms to hold a meeting in four months hence Mr. HOLMES explained that originally the board consisted of five members. For a time there had been six, but now there were only three, and he would suggest that another two be appointed; one a practical man and the other a man of business experience, He might propose the name of Mr Urquart. It was agreed that this matter should be left to the decision of the directors. On the motion or Provost SUTHERLAND, Bathgate, the meeting resolved to pay Messrs Aitken and Thornton the expense of their visit to Boson, as also the committee the expense they bad incurred.
Mr JAMES TAIT seconded by Mr HOLMS, moved that Mr Kenneth Mathieson, Dunfermline, the retiring director, be re-elected, and the motion waa adopted unanimously.
The CHAIRMAN, in reply to Mr Wilson, Restalrig, said that at present the directors were trying to make arrangements for getting more money.
Glasgow Herald, 26th February 1887
1887 The BOSON OIL COMPANY.
The shareholders of the Boson Oil Company met in Dowell's Rooms, George Street, Edinburgh, this afternoon, Henry Aitken, Falkirk, in the chair. About 30 gentlemen were present. The chairman, in moving the report, stated that they were now about 30 tons a day from the Aqueduct pit alone, and they had now got the Bridge mine opened, so that they expected have output of between 50 and 60 tons a day, which would enable them to keep retorts nearly to their full extent. The new coal mine was opening up very well. At present they were working a seam 20 inches thick, and was giving every satisfaction in the retorts. They intended to sell the round coal the district, from which they expected from 33s to 35s per ton, and use the dross in the retorts. A railway to the neighbourhood of the works, upon which nothing had been done for some time, they were to be constructed forthwith. Mr Thomas Scott seconded.
D.G. Hoey, C.A, Glasgow, was not surprising that there a loss of £4397, when they considered the manner in which the operations were carried out by the old board, and when they considered the manner in which they had not been earned under the present management. Their directors he spoke of as fulfilling the characteristics of the servant, who never produce profitable results. He would show them, Mr Hoey said, that the masterly inactivity displayed the new board was a previous legacy bequeathed to them the old board, the change of management last summer the error was made, not of their putting new cloth in an old garment, but what much worse, old cloth in a new garment. The old leaven had worked its effect of leavening whole lot. That was the real and true cause of the inefficiency and loss, and advocated that they should at once throw out entirety the old leaven, sending with it everything that had leavened it. Several shareholders began to complain that Mr Hoey was taking up too time. One said he was like the barber's brother in the Arabian Nights who did not say much. (laughter.) Mr Hoey, with the remark that he had every confidence that the company if it were soundly and practically managed, sat down.
Mr William Holms said it was regretted that the directors had not pushed for the opening up the Bridge mine. He would like to know what progress had been made in the opening of the mines since the last board went out, and what portion of the 30 tons a day was taken front the Viaduct mine, because in March. April, and May of last year the output from it averaged 45 tons a day. He thought the proposal to expend £500 on experiments in distillation would not be objected to, but he thought it would be wrong if they extend the works, seeing that they had retorts were capable of yielding a yearly profit of £15,000 a year.
He asked Mr Hoey and Mr Walker on whose authority they visited the mine. Having declined to answer, Mr Holms said that he left it to the meeting that these gentleman, for reasons of their own, went out, and not in interest of the company. When he said did Mr Hoey become a shareholder? The Secretary replied that Hoey was not registered as a shareholder. Mr Holms said the report Mr. Hoey and Mr. Walker , issued was like the report was like a holiday essay of tourists who had gone to France for the first time. (laughter.)
In conclusion, he said the question which they had to consider was whether they a sufficient supply of shale. There was no question as to the quality of the shale they had, the only question being whether they had enough of it, when that was ascertained he thought they should have another meeting, say a few months hence. Mr J.D. Walker, stockbroker, Edinburgh, replied on behalf of Mr Hoey, after which a shareholder said that everything which Mr Hoey and Mr Walker recommended was advocated by them twelve months ago.
The chairman gave satisfactory replies to the questions asked. Among other things, he stated that the heading of No. 5 pit had not been driven into the true shale, but was nine or twelve feet above it. They were now driving a heading in the direction of the true shale. This circumstance shows that beside the true shale they had another which would yield about 30 gallons a ton. The report was then adopted. Mr Kenneth Matheson, Dunfermline, was re-elected a director. It was also agreed to defray the cost, amounting to about £50, of the visit by the chairman to the works in January, and of the cost of a committee's investigations, amounting to £16 10s 1d. This was all the business, the meeting lasted two hours.
The Edinburgh Evening News, 25th March 1887
1888 - THE BOSON OIL COMPANY.
An extraordinary general meeting of the shareholders of the Boson Oil Company (Limited) was held in Dowell's Rooms, 15 George Street, Edinburgh, yesterday, to consider resoluticns for the the voluntary winding-up of the company, and disposing of the works and undertakings of the company. The Chairman, in opening the proceedings, said that in place of making the capital of the new company £30,000, it was proposed to make it £26,000. The opinion generally of the directors was that the present shareholders were better with that arrangement than with the other, as it would give them ample funds to prosecute at the works all that was requred. That being so, they asked the shareholders to approve of a resolution that thes company's new capital be restricted to £26,000. The conditions required to be implemented, so far, as regarded the paying into the bank of £1 per share, had been complied with, and the directors were satisfied with the bona-fides of the gentlemen who had subscribed.
In reply to a question by Lord Provost Clark, the Chairman said. the whole sum required to be paid up at present was just the £1 per share, or £5200.
The CHAIRMAN then moved the adoption of the following resolutions, which were agreed to without comment:-
(a) "That this company be wound up voluntarily, in terms of the Comapanies Acts, 1802 to 1887.
(b) "That the liquidator to be appointed for the said winding up be authorised to enter into and carry out arrangements for disposing of the works and undertakings of the company, in manner sanctioned by the Companies Act, 1802, and particularly by section 161 thereof.
(c) "That the liquidator be authorised to carry out the provisions of the agreement between the said company and Thomas Williams, of 110 Cannon 5 Street, London, dated 14th March, 1888, which was approved of by an extraordinary general meeting of the shareholders on 5th April, 1888, said agreement to be modified to the a extent of restricting the necessary number issued preference shares of the new company, on which £1 per share is required to be paid into bank, to 5200 in all.
Mr WILLIAM HOLMS, ex-M.P., moved that Mr Henry Moncrieff Horsbrugh, C.A., be appointed liquidator of the company. In July last year, he said, a committee, of which he was one, was appointed to inquire into the state of the company. They did so very carefully. They had been assured by the directers that the expenses were cut down to a minimum, and were now satisfied of this. They had been quite prepared to place a recommendation before the shareholders in August last year, but were informed that negotiations were in progress which were likely to terminate satisfactorily. He was glad to know that now the matter had been settled in a way which, he thought, on the whole, was to the best interests of the shareholders. The motion was unanimously agreed to, and votes of thanks having been passed to Mr Holms and the other members of the Committee of Inquiry and to the chairman, the proceedings terminated.
The Glasgow Herald, 16th August 1888
A statutory meeting in the liquidation of the BOSON OIL COMPANY (LIMITED) was held in Edinburgh yesterday. The liquidator (Mr H. M. Horsburgh, C.A.) reported that the whole liquidation had been carried through. The undertaking and works of the company in France had been conveyed to the Frejus Oil Company. All the debts and arrears of' calls had been recovered, and all debts due had been paid. The meeting unanimously approved of the liquidator's operations and of his accounts which were submitted. It is probable that there will be a small sum over for division among the Boson sharebolders in addition to the full paid-up deferred shares of the Frejus Oil Company which have already been distributed among them in the proportion of one Frejus share for each Boson share held.
The Glasgow Herald, 20th December 1889