The New York Herald Newspaper, February 7, 1858, Page 2

nately forthe wants of the others or of the firm, without the slightest regard to the rights of either of m. To some extent, it is believed, but not so in- | dis riminetely, there was a frequent interchange of | credit with tue other companies of which they were agents. As an instance of the large amount of such transactions, and of their freedom in misapropriat- ing ovr property, we may mention that during the ‘ast year they took up two of their own notes for 50,000 each, which had been more Seeonce ce opat ed Sy prove to be discount e Ly rho held them co thligations of this company of be same amount, although in form the transactions vere separate and distinct. In other words they | said their own debts to the amount of $100,000 in wo transactions, by substituting the indebtedness of the company therefor, _ As we have said, these things were carefully con- cealed from the directors. Besides which there was an extraordi and fraudulent concealment from them of the true condition of the affairs of the com- y, to be hereafter noticed; and it ma; ber mentioned here, that in March, 1857, $25,000 of the balance of the interest was charged to “wool” on hand, and the ac- count made up for the directors showed the balance of interest for the six months to be €83,377 47, where- as it should have nr a 47. Bo in apt ber of the same year, there was a misrepresentation in the same item of $26,956 67 charged to “cloth,” thus reducing ap arently the balance of interest from $109,805 6: $82,848 95. It may be—it has been—said in justitication of these acts, that asa part of the interest was in fact incurred by reason of holding on hand large stocks of wool and cloth, that it was no more than fair to charge those items with a portion of interest. This might be true enough if the object were to distribute the interest to the various items of the accounts. But no such distribution was in fact made—no other charges of interest were made to particular accounts—one six months a part was concealed by charging to wool, another to cloth—and no such mode of keeping ac- counts is usually practised in this or other compa- nies; and the fact of such charges having been made was not communicated to the other officers or to the stockholders of the company, who were in- tentionaily left ignorant, and misled, and deceived, as to the amount of interest which had been paid. The result of the whole matter of the dealings of the firm in making a free use of the money and cre- dit of the company for their own uses and a spac is, after giving them various credits, as will be shown in the statement hereinafter made, that they owe to the company the sum of $308,562 22, (the commit- tee do not intend by this or any other statement they make, as to particular accounts, to admit their regu- larity or justice, or any particular liability of the company. They only mean to state what appears, or is claimed to’ be correct by other poses after deducting $145,673 50, the amount of acceptances unlawfully charged to No. 3 Mill account, and which has been extinguished as a claim against them by as- suming that account, as hereafter stated, which sum is to be increased by whatever amount should justly be added for extra interest which they from time to time paid, and charged it on the company’s indebt- edness, incurred for their own use. As we cannot tell when this indebtedness commenced, and how | long therefore it has continued, we know not of | course what amount of extra interest has been paid on so much debt as we have carried for their account. Tt must be a very large sum. The amount might, perhaps, be ascertained or approximated by a long, patient and careful examination; but it would re- quire the services of an expert accountant for a longer period of time than we could have devoted to it, or withheld our report from the stockholders. This large sum of money, says the Mapes has been taken from the company by its confidential | agents, without the knowledge or suspicion of the directors, from whom the facts have been carefully concealed. This conduct is severely denounced by the committee as fraudulent and criminal. In regard to what has become of the proceeds of this great defalcation the committee remark: — Although the committee has had a free access to the books of the firm, and have had communication with three of its members, we are not able fully to respond to this requirement; we will furnish some particulars which have been, however, more or less nown before. Lawrence, Stone & Co. became rietorgpf the Pemberton Mills to the extent of two- Eiths of the whole stock, and it is understood have aid into that company $160,000 on account of it. ney bave made large advances to private parties. They have bought large amounts of the stocks of the Bay State and Middlesex Companies from time to time, having largely increased the number of shares which they beld when they assumed the agency of the company. They have paid out $87,000 to secure the passage of the tariff of 1857, and have advanced in cash or in credit to the New England Worsted Company $100,000. These sums account for a por tion of their misappropriations of the property of these concerns. For the rest we cannot Sy As the appropriation of money expended for pro- curing the passage of the tariff has excited discus- sion in private, and as the House of Representatives at Washington has raised a committee to investigate the transaction, it may be unnecessary to say more. We will, however, add that it is shown that at, and for some time after the failare of Lawrence, Stone & Co., there was, in a drawer in their counting room, a memorandum in detail of many, if not all the items of expenditure, which was seen at least by one or two persons. Unfortunately it was not carefully ex- amined at the time, and when it was again sought for it had mysteriously disappeared. We are told, however, that more than half the sum was paidover to a gentieman of Boston, who, it has been reported, bas Leen summoned to appear before the committee at Washington. The committee refer to an agreement obtained by Lawrence, Stone & Co.. of the directors tn 1856, by | which they had leave to ft up Mill No.3 at Law- rence at their own cost, and run it for their own benefit for five years, and subject to certain condi- tions, and remark: : They immediately proceeded to purchase this machinery, set it up in the mill, and to put it {mn operation. A part of the work was done at your machine shop without anv authority from, or the knowledge of, the directors. A part was ordered from the Lowell Machine Shop, of which some portion has been put in the mill, the balance is finished, but is not yet in; and it is understood that no part has been so far de- | livered as to pass the property. Such at least is the claim of that company. Lawrence, Stone & Co., so far as they have paid anything for what has been done, have done it from the means of the Bay State and Middlesex Companies, for they had none of their own, As stated at your last meeting by Mr. Kuhn, your treasurer, “there are outstanding acceptances of the treasurer's drafts amounting to $145,673 50, which have not been entered on the company's books, and for which it does not appear that it has received any consideration.” He adds: “These ac: ceptances are understood to have been given on account of the business of mill No. 3.” It turns out, | however, on further investigation, that although | they are so charged, they were not given specifically for that account, and were so charged merely to put | them to some account,and keep them from your books and the knowledge of your directors; and that they, «pecifically, no more ‘were chargeable to, or belonged to that account, than any other accept- ances originally charged, at two different times, was $165,673 50, of which $20,000 has been paid. NEW YORK HERALD, SUNDAY, FEBRUARY 7, 1858. Slade and Perry were also present. Mr. Hall, the President, told Mr. Lawrence that they were assem- bled to learn from him the amount of indebtedness of his firm fo these foe! made jayne th he sent preceding evening,a./ then hegged him to tell everything, so that they might know the worst. Mr. Lawrence replied, thu py return from Kurope, on the 2d of October, he was surprised to learn the firm had been usiag a large amount ot funds Seton er trea surer—quite $600,000—about $238, of wi due to the Middlesex, and the balance to State Company; that it had been used siderable le: of time, the amount of which was unconscious of until within a short of the directors asked what he had to show for this amount of money. How re} plied, at om of mck in besa com panies, ut $1 we are not aware of any such item of propery, te tasooverd evatesiads, ome Lowell stock, and other things, but not representing much value. That the firm had expended $85,000 in ao passage of the tariff. He then went on say that two or more years since (Se} 1, 1855), at the time the Salisbury Manufacturin, Company's accounts made up badly, the Bay 's bein; and not considering it for the int the Company that the directors should know the result, fearin; it if the: ape mee be dis- and stop the mills, he conferred with his partner, Mr. Slade, and they concluded to and did send up to the mills wool to the amount of $120,000 to $130,000, which was included on the account of stock then taken, making no charge of it, but givin; it outright to the Company, feeling that they coul afford to do it, as it was but their coy for two years. By this act, as the wool was included in the Company's accounts as “stock on hand,” and there was no charge for the price of it, their affairs looked better by that amount than the actual result. The prospect for the future was so flattering pol felt they should soon overcome their present defi- ciency; but they had never been able to do so. He added then or soon after, that if the Com had after that have done a good business and le large profits, he intended to ask payment for the wool. Such was the statement. The misrepresenta- tions were never corrected, but continued to the time of the disclosure. The committee cannot undertake to parcel out to each of the rs their several portions of the blame. It is just, however, that their own views, or the views of such of them as have ica ee ignorance of these transactions, should be noticed in brief. Mr. Perry came recently—January 1, 1856—into the firm, and his duties were to attend to the department more unmediately connected with the manufactures car- ried on at the mills. He never man- agement of the finances, or in any way interfered with them. He alleges, and we understand that the others admit, that he had no knowledge of the frauds and concealments we have noticed. He was informed when he entered the house that it was not only solvent but rich, and he seems to have trusted ‘too implicitly to such information. That he did so, is confirmed by the fact that he left an excel- lent situation, that of agent at the Bay State Mills, to enter the firm, and that, although the junior artner, at the failure the firm owed him a free lance than was due to Mr. Stone, to wit, the very considerable sum of $15,019 93—they being the only members who are not indebted tothe firm. The com- mittee therefore exonerate him from blame. Messrs. Stone and Jenkins reside in New York, and conducted the business of the house there and in Philadelphia, and were not often in Boston. They both deny their ee of any indebtedness or misappropriation of funds; but they distinctly ad- mit that they knew of the misrepresentations of the true condition of the company’s affairs, as disclosed by Mr.Lawrence to the directors in rej to the wool transaction in 1855, at some time after it took place—at what particular time does not certainly appear. Mr. Stone thinks it was nearly a year r; but there is scarcely a doubt that it ‘was within a few weeks or months at farthest. When- ever it was, they held their peace and said nothing, and thereby sanctioned and assented to it. It is clear, indeed it is not denied, that they knew also that the funds and paper of the respective compa- nies were used for each other almost indiserimi- nately, as they were also to pay liabilities,and as security for liabilities of the firm. They knew the firm bad no capital and were large stockholders in the Pemberton, Bay State, Middlesex and other companies; that they were to advance, and did ad- vance largely for the New England Worsted Compa- ny; and tl 2 they expended sums to secure the paseage of the tariff, and consequently that the firm were largely in debt. It is true t] o protested against a loan to and guaranty for a private partnership in Boston, and were informed, untruly, by Messrs. Lawrence and Slade that it would not be undertaken. For the rest, Messrs. Lawrence and Slade were more imme- diately concerned in these misappropriations and concealments, and are the more guilty offenders. Of the latter it is not necessary more particularly to speak. The former left the country a few days be- fore the meeting at which this committee was ap- pointed, having been advised by his counsel—of course on his own statement of what he had done— ually bad, 9 ly that he was liable to a criminal prosecution for his — acts, through a fear of the consequences. It is painful to make such disclosures. The com- | mittee would be glad to soften and mitigate this statement if we might. But justice to the directors, to you, to our@elves, and to the public, requires that the-e things should be fully exposed; and we cannot neglect our duty by hiding or glossing over such glaring misconduct. These persons had much the largest pecuni- ary interest in originating and carrying on the business and affairs of this company, and they were to and have received a most liberal compensation for their services—a compensation Seog not merely to sectre the services of their hands and heads of managing the business, which was almost wholly under their own control and direction, but to secure zeal, honesty and a faith- ful devotion to the best interests of their —— rs; an integrity which should consider the go the stockholders rather than their own individual gain and advantage. They undertook a trust which was freely and confidingly bestowed upon them by an- suspleious stockholders—not grudgingly, not such as ix sometimes given where the trustee is subjected to a jealous and vexatious supervision—but which was extended with a liberal hand and with a confiding spirit. A trust which should have been performed with the most scrupulous, anxious, pains ye ny 5 which required the recipients of it to have dealt openly and truly with those officers of the company | to whom the general supervision of its affairs was confided, and with the stockholders themselves, in their statements and communications which were from time to time made to them, to enable them to understand the true condition of their mag ege | and affuirs—a duty which exacted from them to use the property and credit of the company for its own be- nefit, without intermingling or emp! oying it for the benefit ¢ peek yo of all lay! heir own pur- poses, which prohibited them from in any wa: it ting it at hazard for any uses not req aired by dyn terests of a. How their trust has been executed and hoW their duties have been performed, has already been stated. It is lamentable to read and to hear the excuses which some persons make for such a course of con- duct and dealing, and which we regret to be called ‘The bookkeeper says he was instructed to make that charge, as that was nearly or within the amount of the expenditures on that head. The directors, acting under legal advice, on the 24th of December | last, assumed the whole of that account of the com- pany, the effect of which will be that as the oom- pany have, by the unlawful use of their acceptances, means or credit, paid for it, the property will belong j to them—and the indebtedness of Lawcence, Stone & Co., as stated in Mr. Kuhn's report, which included the acceptances charged to that account, will be ma- terially reduced from the amount of the deficiency stated by bim. A statement of this account will be found at the end of the report. There are liabilities of Lawrence, Stone & Co. to various parties amount- ing, as they state, to $29,545 27 which are not in- cluded, because they do not form a lien upon the ac- counts or assets. | The treasurer's statement, made at the last meet- ing is, for convenience, printed at the end of this report. One of the items of assets in that state- ment is, “Assignees of D. 8. MoGilvray & Co., $13,134 43.” This is merely a claim against in- solvent debtors, and should have been put into “suspense account,” as similar claims usuall ‘Were, and not charged to the assignees, as though they owed it, for they did not. Mr. Slade was ove of the assignees, and they, instead of deposit- ing whatever was collected from the estate in bank, as is required by law, loaned a considerable sum to another firm, now themselves insolvent, and to Law- rence, Stone & Co., the amount to the latter being $14,519 82; and thus the unfortunate creditors of the MeGilvray estate are subjected to a second loss through the illegal appropriation of the funds by the ees, they not being able personally to respond for amount In order to show that the extraordinary transac- tions of Lawrence, Stone & Oo. were always con- cealed from the directors, the committee submit the following narrative of the manner in which they Were first divulged:- A gentleman, a connection of Mr. Lawrence's, at his request, called on the Prosident of the com- e on the ever of Nov er 16 last i} Fernsed him that ther was a large it 098 from Lawrence, Stone & Co. to the Bay State and Middlewex Companies: that Mr. Lawrence had hoped and made an attempt to raise the money from bis friends to save his character; but the amount being very large, he had been unable to do so; and he wished to make a disclosure of these matters the | ext morning to the directors, at a meeting to be he! at Mr. Slade’s house, who was confined there by Bickoes. A meeting was accordingly held there on the next day. the 17th, at 9 o'clock A. M., at which all the di- Feetors were present except Mr. Fay, who was ab- @at from the country jessrs. Lawrence, Stone, | on to notice, and we do so only because if such apolo- gies are to be held sufficient for such offences, we must be red to give up all hope of the continn- ance of commercial integrity and mercantile uprightness which have hitherto been considered to lie at the foundation and to form the basis upon which our trade and business are conducted, and we must seek new devices and safe for our pro- perty and to render possible any confidence or trust among men, and our city will ly become a re- proach and a bye word among nations, and our well earned credit and character for honest dealing must depart from us. Already it is believed that a too lax conrse of deal- ing with, and a too great willingness to overlook dishonesty on the part of persons acting in a fidu- clary capacity, a reluctance to hold accountable to the laws of the land and to an enlightened public sentiment, those who have been guilty of misappro- priations and a misnse of the property and credit of others, have induced or encoui other similar frauds and mi tions §=which otherwise might not bave been perpetrated, and bave rendered it more and more difficult to bring offenders to justice, and to procure their con- viction when they are brought before the public tri- banals ; and thas crimes against property in high oe go unpunished, and a state of public feeling ngendered which is anything but a healthy one, Jing to a belief and to the open ex ion of it, that while smaller offenders are pu dthe greater ones escape. In this connection it may not be improper to no- tice the more common expressions of those who seem inclined to excuse some of the persons whose con- éuct we have exposed, which is that too much labor, duty, business was en upon them, and it is not therefore eioyey B the result was such as it is. It must not be kept out of aoe that nothing in L aoe oe aces The duty was sought for and eagerly acce; y parties who were desirous to Tncrtass tacts bontnete! for thé sake of the and commission which were to result from it, a perhaps in part for the consequence and influence which are, or are oe to be, derived from with management of large parties have since their ap- ointment to the selling agency of the Bay tate Company obtained and voluntarily aa- ramed the agencies of two other large manafactor. ing companies, the Pemberton and the New England Worsted Companies,and have also gone into the busi- nese, in one instance at least of advancing money ond credit toa private party or firm for a commission. They have also in * sum of money in one or more of these companies, and advanced a large sum to the other, as an inducement to their obtaining their bnsiness, snd without which they could not have received \t. Thee of their own ao- —?- cord and for their own gain and advantage, and for the and advantage of no one else, have they nearly doubled the amount of their cares and labors, without our request, and without advantage or pro- ra ecrbooeh «just complaint might be preferred, in, uy * of their assuming #0 im anderiaings We only say in this ceagay oo oe Lagi) fe wrong . even neglect oar affairs; least of all can the company-or its officers be charged with imposing duties upon their agents iter been suggested that however im ina may have conducted themsclvop that it and a use of our strictly such as can be ied, yet it was the best intentions, and for what they believ the true good of the stockholders. “If all this were true in fact, and if we could believe such motives were the ones, it is a poor compliment to the judgment, either of those who acted or of those who are willing to adopt such excuses, and a still poorer one to the characters and senses of those who were to be the recipients of these large profits and benefits, of us the stockholders, of whom it would But in truth there is not the slightest foundation for suggestions. They assume that it was for our advantage that we should be grossly deceived more than two years ago, and_so from that time to the present, as to our true condition, by having con- cealed from us the fact that our losses then were some $130,000 more than the account kept under their direction in our books, and an abstract of which was stated by our treasurer to the directors, and de- liberately read to us by hin at our annual meeting, represented them to be; and this, too, at the time when we were to consider our most important in- terests and to pass upon his own re-election as trea- surer, and when it is conceded that had we known the fact, we must have dismissedghim and our sell- ing agents from our employment, and made an en- tire change in the conduct of our affairs, and have preety, stopped manufacturing goods, and very ikely have wound up our affairs. But they sa’ they thought it best for us to -employ this conceal- ment because they were satisfied better times were to ensue, and that it would be better for us to conti- nue our business. Truly a most benevolent guardian- ship over us, and a modest appreciation of their own better judgment! It was for our benefit, also, that avery large amount of our fands should be abstracted from us and invested by them in their own names for their own account and advantage, as before shown, to procure for them a large increase of their commis- sions in the Pemberton Mill, that our money should be loaned by them to other parties, in no way con- nected with us that our money and acceptances should be used promiscuously for their own and and other people's use and advantage; that our means should be used for their speculations in stocks, in the expectation or hope that a rise would take place and large gains accrue to them, and to buy out at a large advance above the market price, shares of our stock owned and controlled by one of the most “infiuential gentlemen among us, who they supposed watched with a care] not quite so Common as it should be, over the in- terests of others which were intrusted to him, and over his own, and who they feared might prove troublesome to them, and exercice an influence not favorable to their wishes and views and interests amongst the stockholders; that our credit should be employed to take up their own liabilities, or those of others whom ~~ Cal cetera our promises and liabilities be hawked about the streets as often as they had oceasion to raise money for their own or others’ uses; that large amounts due from them to the Gwent and for which the treasurer held only their due-bills, should from time to time be falsely reported to the directors as cash on hand; that for the various large sums of money, which for a period of time of which we cannot ascertain the beginning, they have unlawfully and frandulently appropriated to their own use (whilst the: ar | acknowledged themselves to be debtors therefor), they have to this day never credited the actual amount of extra inte- rest which has been charged to and paid by the com- pay thereon. The amount of this extra interest we now not; we only know that it must be a very large sum. That they, having hired our No. 3 mill on which we were to expend $5,000 of our money, and that only, to fit it up and prepare it for the reception of machinery, and which they, by a written agreement, were to put into it at an expense of $55,000, entirely from their own means, and when so stocked, to run at their own cl 3, and for their own account, without rent, sul | only to our right to assume the machinery and the | business, on paying them in full all the money so to be expended by them, should at once go on and ful- fil the agreement by a gross and fraudulent missuse of our credit and money, without, so far as we know, having applied one cent of their own means; indeed, we know they did not, for they bad no means except the private Lop one of the partners, which it is not pretended was used for — pu 3 all which appropriations and misuse of our funds were carefully concealed from the directors. That the dividends on an insolvent estate due to the company should be paid to it by the memorandum check of their firm: and one of the assignees of said estate, Mr. Slade, himself a member of the firm, having, besides that, loaned other funds of said insolvent estate in which we had an interest to his own firm, in direct violation of the law and of his duty as a trustee. Not to be tedious in the enumeration, all these ; | things have been done when the company was labor- ing under serious embarrassment for want of suffi- cient capital to carry on its own business—when it was staggering under heavy losses, when its stock was selling for only 30 te 35 per cent of its par value, and its stockholders had long been | without dividends, and but small rays of hope remained to them. If such a state of things will warrant or justify the excuses which have been urged, then let the parties have the benefit of them. If they or any one else, by | apy effort of imagination, can suppose that they in- | tended the good of the company, rather than their own or that of others, they must rejoice in their be- lief. For ourselves, we have only to say that while we have aright, nay, while it may be our duty to forgive a wrong, we do not intend to confound the distinction between right and wrong, or to condemn ourselves by acquitting the guilty. The simple truth is, they took our money and used our credit, and resorted to such various acts of de- ception and concealment by false entries In, and omissions from the books, and by false statements to the directors of the company, and they Fes po a deep, desperate with our means for their own advantage, as tl eee possible gain could accrue to us from their ventures—and they have lost all, property, reputation and character; and have destroyed our property blasted our hopes, and if the: have not prevented us from discharging debts whic! are justly due from the company to innocent credi- tors, have at least obliged it to fail from meeting them at ~~~ & and to postpone them to a fature uncertain period. However little it may have re- ceived from them, as & consideration for these liabilities, we must as far as posttie discharge en- gagements made on its behalf by faithless agents, who represented it, unless there shall be found to be cases where the parties holding claims tcok them undercircumstances affecting them with notice that the agents unlawfully issued them, or there it ought net to be equitably liable. We would say further, that if if were true that these agents had.made a justifiable or good use of the property wrongtully abstracted from us, in our inion it Would term iio excuse for the offence, al- though we might consider it in passing sentence upon the offender. When one wrongfully takes from us our pi y, Mis of little moment to us—and it in no way atones for that wrong—that the offender pe it to the benefit of another, that he expends it in charity, or bestows it to pious uses. What shall be said, however, of the large sum of $87,000 of mo- ney, which in effect forms a part of that so taken from us, and from others, which was any to the ring the of the last tariff, that panacea which was to cure all our evils? Is that application of our money such as to commend it to our appro- val, or to that of the publie? Is it trae we know not certainty where it went or how it was applied, if we except some $5,000 which was spent for publi- cations, per articles and the like. Of the balance we know that it has gone, and we know one by whom it was disbursed. We know there were, at one time, certain memoranda in the pos- session of our agents, which it is sapposed would explain in part *his mystery, but they have disap- While we have figures for matters which do not appear objectionable—the diffusion of light, of in- formation, of arguments—there is a careful omission of anything which would show what became of the balance of the money. This gives rise to disagreea- ble suspicions, that it must have gone for purposes which would not bear exposure, and which meeded to be hidden and concealed. Was it employed in costly entertainments at Washington, given to thore Buy to be able to influence legislation there? Was it expended in Lape ay ment of a corps of Jobby members, hangers on to the skirts of members of Congress, to worry them into giving votes in favor of such measures as might be supposed favorably to affect —! snore cmectios Le it employed for still darker and more nable purposes? We know sey that one of the firm, Mr. Stone, has teld ua that while he was at Washi , laboring J and with all his might to dit informa- Congress tion, and by all lawful means to persuade into the pangs of @ tariff which wor’? prove lee ouerous and more advantageons t the woolen or of the meney. sce our money wen! our knowledge sent. We have no account of it, and are not able to tell how much of it was ours and hor toothers. by our friends before the day dawned, we, too, might have tasted its good fruits. The committee go on to say that they have reason to ku it the subject of brin, to punishment the Ty persons has been in the proper quarter, and they do not consider it their duty to say more on that matterin this report. The books have generally been regularly kept, and it has been difficult to trace the specific application of the means or credit of the company to any particular uulawfal purpose. They state that from careful examination, which has been made of the machinery and mills at Lawrence, and of the accounts and doings of the agent, G. V. Fox, they are satisfied that he has per- formed his duties not only with fidelity, punctuality and diligence, but with devotedness to your inte- rests, and with such ability that want of success can in no de; be cha Epon him. They desire particularly to notice attention to economy in small things and large, for which he is entitled to credit, for it is in such matters that profits are to be found in our manufacturing estab! nts. The property at the mills is in excellent condition, and the whole establishment is in a state of efficiency. The machinery is modern and of the latest improve- ments. The estimate of the value of the property they believe to be decidedly below the sum it would cost to replace the property, with a liberal allowance for depreciation. STATEMENT OF THE LIABILITIES AND ASSETS OF THE BAY STATE MILLS. Liabilities. Factory accounts, petty bills, &c Notes payable on demand. Notes on interest .. $23,683 54 72,615 32 408,913 94 nose $1,606,213 76 736,009 36 $102,696 00 7,824 28 880,276 95 140,690 38 Machi 429/853 39 Reservoir, railroad tracks, & 7,603 35 SN a ecasinike ae ay Bitets desccxsets $1,508,344 35 Wool, dye stuftis, coal, ne &e., Wt Cost... 4. $908 719 35 Lees,’ estimated, to bring to cash value 60,126 73 248,592 62 809,400 82 Co., acceptances matured 92 Lawrence, Stone & Co., accepiances not ma- ture ‘Aiseis. Water power—I1 mill privileges Land on which agent’s and paymaster’s houses stand, &c. Buildings in mill yar Buildings outside the ke Less 20 per cent re- duction, to make cash value.......+ 66 ——— 647,600 Land notes secured by mortgage 3,336 OL Notes in hands of snd « 112,528 72 63,758 78 Accounts receivable Notes pledged in Bos timated Outstanaing accounts in New York.,.... 143,314 17 TOW. . 6s se eeeeees $640,827 74 Lese estimated losses on notes and ac- counts— Philadelphia $17,500 New York... 43,000 Boston.....+ 4,772 uspended debta $135 457 timated loss $100,000. Other good debts .; Sales in December, 1857 Machinery in No, 3 mill, taken under the agreement from L., 8. & Co, mre yen Ty) Thus it appears that ‘the’ whole’ amount of liabilities is . 2,342,223 12 Total amount rty . 1,631,888 16 real esiate and machinery .. 710,834 96 2,342,293 12 This is as nearly correct a staterment as we have been able to make. The value of a great proportion of the assets is estimated. We have been aided by the advice of many competent ns, who were called in on account of their knowledge in regard to the varioas kinds ores . There are some dis- puted claims not embraced in the statement, but of no large amount, and are some liabilities included as such, in reference to which it may be said there is some quesiion whether they are lawful demands. ‘There were attachments upon some of the property included in No. 3 mill account, of the nominal amount of $6,000; whether they will avail against the property we cannot say. On the other hand, nothing has been set down on account of the claim on the estate of Lawrence, Stone & Co., which amounts, as before stated, to $508,562 22, upon which there will no doubt be a dividend amounting to a considerable sum on so large a claim; and no account has been made of the official bond of the Treasurer, as the representatives of one of the sureties deny their liabil ty and the other is now in insolvency, but bis privat peepesy is supposed to be mn ada we Age debts. Onthe whole, we think enough at least will be made of bow omissions to cancel the omitted and uncertain claims. To the balance due from Lawrence, Stone & Co. should be added a large sum of uncertain amount for extra interest paid by the company as before stated. It does not show the actual amount of the defalca- tion, because they have been credited since their failure with the amount of the treasurer's drafts, which they had mo ge charged to No. 3aceount, of $145,673 50, which, added to the balance above stated, makes the amount $454,235 72. This sum included the ‘wool which was sent by them to the mills and not charged to the company, as stated on pees, 14, the value of which, as they state, is $127,523 65. This wool went to the unre of the company, and it has directly paid nothing ‘or it. If this should be deducted, the actual amount taken from us is $326,712 07, to which should be added many thousands of dollars of extra interest we have paid to provide money for their indebtedness, as stated on pages 8 and 9. The course which the company should pursue un- der the circumstances, has nm anxiously con- sidered, and the committee have consulted with gentlemen having a larger interest as stockhold- ers or creditors, and with some whose rience entitled their opinions to be with respect; and the result to which they reluctantly arrived is that there is no reasonable probability that the company, with such a heavy debt weigh- ing upon it, and interest thereon rapidly accumu- Jating, can go on suecessfully besides meeting its engagements, even although the creditors, or a it majority of them, might be willing to give a Il 1 indulgence, and extend and postpone areaet their claims to a future period. Its credit is impair- ‘ed, if not wholly lost, and consequently ail its opera- tions, if the attempt should be made to go on, would be condncted with the test disadvan’ , if ine deed they could be cai on at all; and result, it is feared, would be that its condition would grow worse and worse, until hopeless and ruinous bank- ropeey. would overtake it. say : “We do not believe either that farther contributions in money of a sufficient amount would be voluntarily made by the great mass of the stock- holders, and compulsory measures are ont of the qnestion. by) gl are Mma ot and composed of persons ai tions so situated, aa to render it nearly impossible for them to unite lishment either by themselves or in conjunction with stockolders. We have con- sidered whether or not there might be a division of the mills, and one or more of them might not be sold separately and the rest he kept and operated as a smaller establishment. The No. 3 » which con- tains the cotton machinery put in by Lawrence, Stone & Co., —, we think, be severed from the ajber property, and worked as a concern— oe gener, thot gt gp adv ontagcously for which are extensively used in the other mills, and which have been heretofore purchased for that pur- pose; but we are not prepared to recommend any action based on these considerations. The only course then remaining is, we think, to wind up the affairs of the company and pay its debts; and then, if there be any ae, it belong to the stock- holders. With judicious management—and es- pecially, if in the course of the year an improvement shall become manifest in the woollen manufacturing, as seems quite probable—we trust that there is at least pro) to pay the debts. We int ie that the settlement for all oncermed that the company should'noe po nts | company, not go Ineelveney- By eetatuteof the Coumonwealth, passed on the March, 1852, chapter 55, the Supreme | Judicial Court is , upon the petition of a majority in number or interest of the members of any corporation, to decree its dissolution, and © appt one or more a8 receivers or trustees, full | wer to make a final settlement of its business, and pay its debts, or distribute the proceeds rateably | amnogg all the creditors who shall prove their debts, | and the balance, if any, payover to the stockholders, | according te their respective interests. We are of the o that it will be much better to close your affairs under the provisions of this act, than in any ober mode, and Peocmarae' end that an application be accordingly, an ve @ petiti be signed by the stockholders/if they sec ate n° The Foose, which is signed by’ F. B. Crownin- shield, W.R. P. Washburn, Poter T. Homer, E. 8. Hct = ee Fay, Pcl ea eyy with the fol- lowing votes, which are of for the conside: of the stockholders: piney Voted, That it is expedient to dissolve this com- pany and to close its aflairs; and that in the oj of this meeting it is for the interest both of the cre- ditors and stéckholders, that this should be done un- der and according to the provisions of the statute of 1852, chapter 55. Voted, t the directors have full power and authority to represent the company in any matter or thing touching my ap lication which may be made to the Supreme Judicial Court for dissolvin, the corporation, the appointment of receivers, ani the final settlement of its business, and in questions, | matters or things which may arise in thus closing its affairs. Voted, That in case any obstacle shall arise, or be found to exist, to prevent proceedings under the said statute, the said committee shall have full power and authority to assent to and execute, or cause to be executed, in the pame of thefcompany, apy voluntary asignment of all its property in trust for the benefit of its creditors, the assenting or not objecting thereto, or at their discretion, to petition to the Court of panel pene for the benefit of the act to secure the equal distribution of the property of insolvent corporations amongst their creditors. The reading of the report occupied a full hour. A motion was made to accept the report, and it was unanimously accepted. ‘The resolutions appended to the report were then taken up. Mr. W.R. P. Washburn, one of the committee, spoke in regard to the first resolutions. He said it was believed the measures therein proposed could be done, and it would be the best course for all parties. It required a majority in stock or in numbers of the stockholders. Such a petition had been prepared and had been signed by a majority of the directors and many stockholders. | The only alternative is suggested in the third vote. The property is kept under the control of the Court. We suppoee the result will be that the creditors will | be paid by order of the court. He urged every man to sign the petition before he left the fall. If measures are to be adopted hereafter to save the property, it can be better done by pursuing the course suggested in the first resolve. “One-half of the A is gone, but only one-half. If you canuse the balance; how can the other half be saved? That is | the question. If it can be used properly it is worth over $900,000. | We only shut the door for to-day and to-night, and rey hd it open hereafter. We want the signers now, | today. | The question was then taken on the first vote, and | it was passed unanimously. ‘The second vote was also passed unanimously, ‘The third vote was also passed unanimously. The petition to the Supreme Court, drawn vp in due form, was then read by Mr. Washbarn. The petition asked tor the appointment of receivers, and also an injunction to restrain the officers of the com- pany from any further business. ir. Sohier moved the creditors of the company be requested to appoint a committee of their num- ber to act with the directors in future movements under the votes which have been passed. | The thanks of the stockholders were yoted to the | Committee of Investigation, and the directors were | authorized to pay them for their expenses and ser- | vices in carrying out the duty imposed on them by the stockholders. ‘The meeting then adjourned, to meet again at the | call of the directors. John W. Seymour—Where Did He Go!—Is He to be Sent For? [From the Hartford Times, Feb, 4] In the list of passengers, published in the New York Courier and Enquirer of last Monday, that sailed for Charleston, South Carolina, in the steam- ship Memphis on Saturday last, is the name of John Watson. The name of the late Treasurer of the Hartford Coumty Savings Society is John Watson | Seymour. We have very little doubt that it was Mr. Sey mour who sailed under the name of John Watson. is he to be brought back? Most certainly he should be. He can be found. A small sum of | money, compared with the amount he has stolen, | would insure his return. Who will farnish the money? Say from $2,000 to $5,000. He can be traced. No matter whether he has gone to Rio | —to Australia—to any of the South American States—to Hayti, or to any island—to Europe, or Asia, or Africa, or to the north pole, he can be found. The Directors of the Hartford County Savings Society, who are blamed for a neglect of duty, ought now to discharge a duty to their fellow citizens, and appropriate money enough to bring that man back. He has cash enough in his pocket to pay all the bills. This may not be done—the moral sensibility of the people is blunted in cases of this kind. The public foot upon enormous robbe- ries, by which thousands suffer, with utter indiffer- ence, whilst they demand the most thorough mea- sures to capture a miserable horse thief. The institution which has been robbed by Mr. — is ruined. On whom does the responsibility rest 1. There was a President, the Hon. Eliphalet A. Bulkley, and a Secretary and Treasurer, Mr. Seymour, the defaulter or robber. They were in the office at all times, and more immediately had the management of the affairs of the institution —were more directly entrusted with its securities and its ma: ment; though in justice to Mr. Bulk- ley it should be said that his duties as President did not require him to keep the funds or the books— those duties being entrusted to Mr. Seymour, who could steal without Mr. Bulkley’s know No one questions the honesty of Mr. B. Personally he loses heavily by the robberies of Mr. 2. There was a loaning committee, viz.: Messrs, Bulkley and , and Messrs, Thos. Belknap, Elisha Colt and Austin Dunham. Those were the active or members of the board. It was their duty to see that the securities was ample. 3. There were auditors, viz.: Messrs. Austin Dun- ham and Charles Beach. It was their duty to audit the accounts of the and see that his vouchers were in the office. But the present year, Mr. Beach refused the andi- tor's report, because the Treasurer not given him ac to examine the securities on hand. and Mr. Dunham was out of town, and did not examine for himself, though he improperly allowed the — - to use his name, having great confidence im. were twenty-seven directors, 4. There y Vizet— William Hungerford, George Jr., William L. Storrs, Gideon Welles, Ebenezer = hice, Lawson C. Ives, Tertius Wadsworth, A. E. Barr, Austin Dun: ham, Charles H. Northam, James Goodwin Belknap, Wm. R. Cone, B. A. Bulkeley, Calvin Day, Lemuel Humphrey, 8:1 Loomis cr elloga, Newton Case, Lucius J. Barber, Henry John W. Seymour, Elisha Colt, John A. Butler, H. A. Grant, Gurdon W. Russell, Wm. G. Medlicott. This was too large a board for lar and active business. It was not ited with the idea that it would meet often. It did not meet oftener than once a year. I There are the Bank Commissioners, whose duty it is by law to examine into the safety of savings institutions, the safne as it is into the solvency of banks. But their services in these institutions is worth just as much as it is in the banks; and it is lor imeem bY neither. They usually appear after the institution has gone bythe board, and when it is too late for them to do any- thing my es to make a useless bill of expense. But as they act under the law, they will go ahead and sit upon the carcass, as the Arkansas coroner's {uy once sat upon the body of a trapper who had nm struck by lightning. They sat a spell, but fornd it uncomfortable for so many of them to re- main long upon so short a carcase. We do not al- Jude particularly to the ine as Bank Commissioners. ceovetituted in this State is an i rather than a benefit to the people. It knows, in fact, little of the c ndition of any bank or savings bank till it has borsted ap; and in this case they knew no more of the Hartford County Savings Institution than did the twenty-ceven directors who really, as a Board, knew nothing about it. Here are the parties ible for the condition of the institution. Let the blame fall where it justly belongs; and if experience is worth anything, let abures that have been tolerated be reformed in the future. Their examination of the institution, if they examined it at all aa the law requires, amounted to cay F We do not claim that any amount of vigilance can prevent officers, who to some extent must be trusted, gentlemen who are now act- The , ia now | cester, with liabilities amounting, he from this | accepted rule. U; from stealing outright the funds placed in their hands. But laws can be passed and measures adopted whiok pi ng to a considerable extent, the enormous defalcations and plundering operations which will have been going on to an alarming extent in monied institution and | corporations. Let us look the evils in the face wi taking all the blame that properly attaches to the past. "The Defnleation cit Worcester, Mass. A correspondent of the Boston 7yaveller furnishes that journal with pee relative to the failure of H. D. Stone, and his subsequent flight from Wor- saya, $140,000 or $150,000. It seems coumunt. cation that Stone, for soverth wanes past, has done the larger portion of the law business whick. fais cxguuieed. ganae walsh mee rims taetr foe gangs wi ——— He seems oo preyed on misfortune at or , On ee curity, and then swallowin; Sp iat viene Latterly he has flown at higher game, and inveigled some of the rich men of Worcester into his toils, The holders of his paper are legion. had held hie pane bos » few days, having taken it to seeure doubtful debts, and paid several times the amount of the debt supposed to have been thereby secured, to get the paper, the notes bought being several times the amount of the debts by them. For instance, a young man owed a bill of $85, which the creditor wanted paid. He ek ee bill, if the creditor would discount for him. H. D. Stone’s note for $300. This the creditor did, suj pposing the note as geo as the cash, ‘and paid $27 » after de- ducting bill. This was but a few days before the failure, and is but one of several instances of the kind; bvt the other were for larger amounts. Commercial Frauds in Ray or ila Kite BA System of her Traders, m the London Times, Guy Article,) Jan. 13.) the public have attended to any of the provin- cial trade reports lately published, they have observed that revelations are still on in all of the country of a system of Ba Sot bill rawing, far be: that was sus- yond even an: pected when the onprincipled ee against the operation of the Bank Charter act was commenced in October last. They will also have noticed the almost universal ire on the partof creditors te cloak the offences that have been committed. The experience of a single day will be sufficient as an illustration. Take the reports of yesterday. One firm in the clothing districts, witch, in usual style, lately attempted to deny its embarrassments, is now announced to have definitively stopped, with liabilities of great magnitude and assets estimated at 4s. in the pound. A number of smaller stopp: then follow—certain sets of houses going down cards; and next we have an account of an investiga- tion into the affairs of another establishment, alleg- ed to have been rendered necessary in consequence of disclosures as to the manufacture of fictitious paper. This is followed by a ga to the effect that ata late meeting on the affairs of Messrs. Cheesebrough & Son, of Bradford, a motion for the names of the creditors to be inserted in the balance shoer was rejected by a majority of one, its having apparently been to ex to view certain arties “who have been tratlicking in accommo- lation bills, so that any future transactions with such houses may be regulated by a full know- ledge of the liabilities they have thus incurred.” Here the meeting plainly made themselves accom- plices in whatever irregularities may have been cona- mitted. The object could not have been the natural ove of seeking to avoid the creation of difficulties and the dangers of the Bankruptcy Court, since the desired publication could not have interfered with any proper arrangements. Its real nature has yet to be explained. All that is palpable is, that influential combinations exist to prevent this corruption from being purged. More failures are at the same time reported from South Staffordshire, owing to the pres- sure exercised by the Wolverhampton and Staflord. shire Banking Company to recover as much as possi- ble on the overdrawn accounts of their customers. Whether there have been paper operations of the usual kind in these cases does not appear, but the systena of banks allowing customers to overdraw is as culpable. Then we have the report of the exa- mination of Messrs. Harrison, Watson, & Co., the bankers at Hull, who stopped for £600,000, and whe confess that for years past they have never troubled themselves to make a balance sheet. They had ad vanced an enormous total to various establishments, from whom there was no prospect of recovel a sixpence; but although they were living from day to day upon the property entrusted to them, they would seemingly not have stopped yet but for a collapse in another quarter. Their position, however, is to be scrupulously respected. The Bankruptcy Commissioner required an answer touching certain spurious draughts. He styled them “accommodation bills,” and was strongly cor- rected by the solicitor to the firm. This 4 ny term but the right one— “blank credits,”” neral facilities,” ‘open ad- vances"—anything that will prevent a casual and uninstructed reader from precisely understanding the state of the case. The future prospects of our “en- terprising” traders must not be inconsiderately crushed. Most people know what an accommoda- tion bill any a document concocted by two rsons who conspire to defraud a third by it to him as representing valuable property, and the reputation of having been en, d in such a busi- ness might, even under the ral commercial views of the present day, impede the commencement of # new career; but no one is damaged by having been selebrated for the exercise of the financial skill that seems to be implied by the more euphonious After the case of Harrison, Watson & Co. comes that of Messrs. Gray and Crow, of Friarsgoose Che- mical Works, at Newcastle, with debts for £50,000, and assets which may — yield £6,000, al Gaseceaions will not answer forit. Mr. Gray, senior pny. was not ms ge to see his difficul- ties. On the 12th of December, when hopelessly in- solvent, he had introduced two of his sons into the business, and had assigned to them two-thirds of the property for their “advancement in life,” and he now proposed to pay his creditors 208. in the pound in the course of four or five years if they would take his word to that effect, and leave him meanwhile to go on undisturbed. Maen or an announcement er Pegg oye se: soe the fragmenta of property it remai ut a to this dream of a renewal of This coumsbeeial usefulness. In London at the same moment m were taking place, more or less exhibiting equally unsatisfactory features. It is only a few days since Messrs. Mackenzie, Ramsay & Co.,of Dundee, wrote to the Times, emphatically stating that they had not resorted to accommodation bills, when a reference to the Swe of the Sheriff's court in that town ed that in the jous sins opaed hg ep ape solemn t the; rag- tice in ite moet direct aud deliberate form. Of course the belief was that the contradiction would in London. Like shamelessness is exhibi on all sides, and there is no use in the sul » As debtors and creditors are every dissentient who may have country and none for rogues, and officers of the crown can witness all that going on, and complacent! they are “ not aware” whet! do anything, there is little be stayed. It seems destined, 40 become an institution of commerce. If joint stock banks are te allow interest for money at call within one per ceat of the rate charged for a three months’ int, Sey mae, of course, find a sufficient supply of pa- per on which to employ the Suey Oe eee, and, if it be not furnished by the regular wants gace, vs naturally be manufactured to meet the m 80 convenient on both sides is not to be ily termainated. The public are, haps, fancy that for the at least it been almost entirely destroyed by the late crisis; but these who are most conversant with trade in all its branches believe that, if the total of false parer still afloat could be stated, it would excite astonishment. As to the extent the renewal of the game will be carried in i833 ficer would very soon ae a practice is to be tolerated, and exalted by a of choice appellations, all that the do is to ise that neither the laxity of nor the indifference of the government can real natare of the offence, and that, whatever may the consideration awarded to them true place for all who are parties before a jury in a crmninal court. Ly i zise32 The London Economist says:—Fictitions paper has been at the root of all the most flagrant cases of insolvency in the home trade of ; fictitious England; Paper oe ak scale and a ya entirely unknown ne e tances which raised so stron y the rand, if not of forgery that it is di that those who negotiated it were not aware of ite real character. We will not allude to the most fla- grant cases which have been exposed in the Court of Bankruptcy; but when we find an extensive firm, condneting a business which, to all external appear ance, was of the — order in the Imanufactaring class, habitually raising large sums of money by drawing week after,week, and month after month, persons so obsdire that out of a list of seventy. in number, the names of nearly thirty could not, upon investigation, be found in the Directories of the places where they were supposed to live, & degree of culpable negligence on the part of those who negotiated snch paper must have existed which it would be difficull ts characterize in terms toe severe. Fire at Evansville, Ohio. : Crverew att, Feb 5, 1068, ‘The starch factory of H. W Lagow & Oo., at Kvans- ville, waa totally Gostroyed sy fre this morning. LAs, $12,000; insurance, $8,000 {