Chapter 9

"_Facility of communication begets_ '_community of interests_,' _which is the only treaty that is not a_ '_scrap of paper_.'"--

THE LATE LORD FISHER.

Lord John Russell, it is said, used, in conversation with Queen Victoria, to date all political development from the Revolution of 1688. If those mystic figures signalize the birthday of Whiggery, in the political world, in much the same way we may date the constitution of the Cambrian, as we know it to-day, from the year 1864. In more than one way it was a notable period in Welsh railway annals. The various independent links in the chain were either completed and wholly or partially in working order, or in course of construction. Thanks to the influential efforts of the Earl of Powis, arrangements had been made with the Post Office and the London and North Western Railway Company, through Sir Richard Moon, for the conveyance of mails from Shrewsbury to Borth, the then terminus. Through working arrangements were also in force among the various local companies, and it was obvious that the time had come to face the problems of future policy. These were not altogether of simple solution.

[Picture: A Group of Old Officials. Standing--From left to right--The first figure is unidentified; Mr. Geo. Owen, Engineer; Mr. Henry Cattle, Traffic Manager. Seated--Mr. A. Walker, Locomotive Supt.; Mr. George Lewis, Secretary and General Manager; Mr. H. C. Corfield, Solicitor]

Very early in the year Mr. Abraham Howell was moved, in one of his frequent letters to the Earl of Powis, to warn his lordship that he scented "another crisis coming on in the affairs of the Welsh Railways." Once more there was division of opinion and "parties" were forming. Mr. Piercy and the majority of the directors were for extending "the Welsh system so as to make it independent of the great companies and set aside existing agreements and obligations." Mr. Howell himself, with Mr. Savin and a minority on the Board, inclined rather to the course of accommodation with circumstances, making the best of the lines and properties of the companies as they stood, avoiding extensions and increasing capital, while cultivating friendly arrangements with neighbouring companies and so avoiding as much as possible Parliamentary and legal conflicts.

After all the tribulations through which these undertakings had passed the more politic and pacific course certainly had its advantages, but one Parliamentary adventure could not easily be avoided. Whether the policy was to be one of splendid isolation or of neighbourly friendship, the moment was obviously ripe for some measure of internal consolidation, and powers were sought for this purpose. The Bill had to pass through the now familiar ordeal of battle, both in the Committee of the House of Commons and in the House of Lords, when many of the old arguments and some new ones were skilfully marshalled on behalf of the Great Western Railway Company and rolled on the tongue of eminent and eloquent counsel. Even the little Bishop's Castle undertaking threw in its lot with the opposition, finding a powerful protagonist in Mr. Whalley. But the Cambrian had stout friends to put in the witness-box. Earl Vane proved a tough nut to crack in cross-examination. So did the Earl of Powis, still apparently tinged with a North Western bias. With the result that after much forensic oratory, closing appropriately on a reminder of "the troubles and difficulties the companies had gone through," and a well deserved "tribute to the energy and talent of their solicitor, Mr. Abraham Howell," the Amalgamation Bill, excluding for the time being the Welsh Coast line, was passed into law in July, 1864.

It set up a joint board, limited to a minimum of six and a maximum of twelve, the first directors chosen being those who had similarly served the several independent companies, some of whom, of course, had acted on more than one of these concerns. The following year, some previous difficulties being removed, the Welsh Coast Railway was brought into the combine, and the Cambrian then assumed the organic shape in which it remained until the further amalgamation with the Mid-Wales Railway in 1904.

Financially, however, the directors still swam in troubled waters. Creditors became impatient and began to press their claims. More than one suit was brought against the Company involving long and expensive proceedings in the Court of Chancery, and very early in 1868 it was found necessary to convene, at Oswestry, a meeting of the "mortgagees, holders of certificates of indebtedness and other creditors, and of the preference and ordinary proprietors for the consideration of the best means of dealing with the conflicting and other claims and interests of the company's creditors and proprietors and of passing such resolutions in regard thereto, or any of them, as might at such meeting be deemed expedient." To obtain some means of getting out of the financial morass in which the undertaking was floundering was "expedient" indeed, and it is hardly surprising to find that, in view of the many conflicts of interest, the assembly is recorded to have been both "large and influential." Mr. Bancroft presided in the absence of Earl Vane, chairman of the Company, and he was supported by the directors and officials who had done much to bring the Cambrian into existence and were now struggling to put it on its feet. The scheme which was laid before the meeting was long and complicated. More than one meeting was required to thrash matters out, but in the end a readjustment was arrived at, and a new scheme was adopted for constituting the board. From July 1st, 1868, until December 31st, 1878, it consisted of ten directors, four of whom were elected by the Coast Section and four by the Inland Section, the other two seats being in the nomination of Earl Vane and the Earl of Powis. The revenue from the whole undertakings went into a common fund, and, after deducting working expenses, the surplus was divided between the Coast and Inland Sections in certain proportions, to be determined by arbitrators and an umpire. Admirable as this arrangement might be in theory, in practice we know what generally happens when

"United, yet divided, twain at once Sit two Kings of Brentford on one throne,"

and it is hardly astonishing that this form of dual authority should have led to a good deal of squabbling between the rival "monarchs." It proved, indeed, a cumbrous contrivance, and, when the period for its operation terminated, with the close of 1878, the constitution of the board was allowed to revert to the limits laid down under the Act of 1864, without any provision for sectional directors at all. During these intervening years, indeed, questions of finance and of the upkeep of the lines were still for ever cropping up, and not always as readily disposed of. It is a long and dreary story of the inevitable struggles with ways and means which so often marks the life of pioneer undertakings. For years these Chancery suits hung like chains about the company's neck, and even into the eighties the directors were never free from sudden embarrassments and never knew from what quarter they might proceed.

One such difficulty, indeed, ultimately proved a blessing in disguise. In 1884, at the instance of the Company's bankers, the line was placed in the hands of a Receiver, Mr. John Conacher, fortunately, being chosen for this office. The line was ripe for a great and final effort to place the undertaking on a firmer footing, and, together with the late Mr. A. C. Humphreys-Owen, Mr. Conacher drew up a scheme of arrangement between the Company and its creditors under which about seventy different stocks were consolidated into ten; and it was their patient and skilful work in thus formulating what became known as the scheme of 1885, that laid the foundation of the Company's improved financial position of which the proprietors and the public have reaped the benefit in subsequent years.

Meantime, however, other matters not directly bearing on finance, engaged the attention of the directors. Amongst these was the question of the works, which it was found necessary to erect, since the Company was working its own line. In July 1864, the inhabitants of Welshpool, conscious of the prominent part which the town had played in the inauguration of the Oswestry and Newtown Railway, presented a memorial to the board in which they urged its central position on the system and the recent completion of the waterworks as strong arguments for favourable consideration of the borough's claims to such an advantage. Nor was it without an eye to future development that Welshpool station was built in a manner capable of allowing its upper stories to be used as the Company's offices. Here, for the brief space, the offices were, but in both these cases ambitious Poolonians were doomed to disappointment.

[Picture: The late MR. A. C. HUMPHREYS-OWEN, M.P. Chairman, 1900-1905]

The official headquarters of the Newtown and Machynlleth Railway Company were destined for some time to remain at Machynlleth, where Mr. David Howell, its secretary, practised as a solicitor; but in January 1862 the staff of the Oswestry and Newtown had removed from Welshpool, and, together with those of the Llanidloes and Newtown, the Oswestry, Ellesmere and Whitchurch, the Buckley and the Wrexham Mold and Connah's Quay, jointly occupied two rooms on the second floor of No. 9a, Cannon Row, Westminster, Mr. George Lewis being secretary of all five companies. On the floor below the Aberystwyth and Welsh Coast Company cohabited with some dozen slate and stone companies, while Mr. Benjamin Piercy sat in state hard by in Great George Street, and Mr. Thomas Savin weaved his ambitious schemes around the corner, at No. 7, Delahay Street, with Mr. James Fraser (father of the auditor of the Cambrian in recent years) acting, under power of attorney, as his manager. This proved quite a convenient arrangement so long as Parliamentary Committee work absorbed much of the time of these officials, and here all the companies held their board meetings, generally on the same day.

There were stirring times without, and it is scarcely strange if Cannon Row did not live up to the reputation of its suggestive name. Rows, indeed, were frequent and occasionally threatened to reverberate beyond the walls of the official sanctum. There is an old and honoured Cambrian official, then a young clerk sitting at his desk in the office above the board room, who remembers the occasion when an extraordinary scene was enacted on that dusty little stage. From a scuffle of some sort in the board room Mr. Gartside, a Director of the Oswestry and Newtown Railway Company, beat a hasty retreat up the stairs to the clerk's room, closely pursued by Mr. Whalley. Mr. Gartside being rather portly, was much out of breath, and suddenly pausing and turning round to recover himself on gaining the hearthrug he received Mr. Whalley's fist full in the stomach, which completed his exhaustion. Recovering his breath and as much of his dignity as the circumstances would permit, the disabled Director appealing dramatically to the astonished clerks, exclaimed "Gentlemen, I call on you to witness that the hon. Member for Peterboro' has struck me." But the clerks unable to grapple with so unaccustomed a situation, beat a hasty retreat, and nothing more was heard of what was presumably a more or less accidental "assault."

From Great George Street, the offices were subsequently moved to No. 3, Westminster Chambers, and soon after Mr. Savin's failure, in 1866, when the directors took over the working of the line from the unfortunate lessee, after a short trial of another London office, the Secretary and his staff, in August of that year, packed up pens, ink, paper and documents and settled themselves in Oswestry, where they have since remained. In Oswestry, too, on a site under the Shelf Bank, close to where the first sod on the Ellesmere and Oswestry line was cut, the works were erected and have continued to be maintained.

[Picture: Oswestry station and Company's Head Offices. Reproduced from the "Great Western Magazine."]

On a subsequent occasion, however, they were the ostensible cause of one of those sudden storms which, as we have said, from time to time assailed the board-room or even periodical assemblies of the proprietors. On this occasion it was, indeed, a bolt from the blue. A few days before the date fixed for the half yearly meeting, at Crewe, in February 1879, there had been placed in the hands of the shareholders a pamphlet bearing the innocent title "Cambrian Railways Workshops." But, when they read it, the recipients discovered that, whatever the reason for the choice of such a heading, the sermon was founded on a much wider text. It traversed the whole policy of the Board, the constitution of the Company and the management of its property, and it was written in highly censorious terms. That, in itself, might have been of comparatively little moment, for the directors were not without their critics--no directors of public companies ever are. But the author, who did not withhold his name, was Mr. David Davies, constructor of much of the line and now one of the most influential directors. Here, apparently, was a matter for serious concern, and the seriousness was not diminished when to the pamphlet itself was added a speech, at the shareholders' meeting, in which Mr. Davies did not scruple to suggest that the line was being expensively worked, that the rolling stock had not been adequately maintained, that the road was defective and that, some of the stock being worthless, the whole undertaking was in a false position. It was what Earl Vane (now become Marquess of Londonderry), who presided, called "a stab in the dark." The stab in the open with which Mr. Davies followed it up was certainly not less sensational. He declared that "the line at the moment was not safe, and he should not be at all surprised to see the rails sprinkled with human blood before they were very much older." He alleged that a fellow director (Mr. S. H. Hadley) had expressed a wish to see the Oswestry shops burnt down and new shops erected at Aberystwyth instead. The balance-sheet was "an insult." He washed his hands of the whole affair and demanded a Committee of Inquiry. A hub-bub ensued, amidst which it was not impertinently pointed out that Mr. Davies had himself laid much of the road which he now condemned, and, backed by a letter from Mr. George Owen, the engineer, it was shown that his strictures on its existing condition were unsubstantiated by facts. But Mr. Davies stuck to his guns, and before what was well described in the local Press as "a stormy meeting" terminated, he had left the room and his seat on the Board. It was a matter of doubt, for some moments, whether the noble Chairman would not go too, but, happily, he discovered enough signs of confidence among the proprietors present to encourage him to continue his thankless task.

It was a tremendous tempest while it lasted, but it was soon over. At the next half-yearly meeting, in the following August, the directors were able to report that, instead of spilt blood, the summer had brought a considerably increased weight of tourist traffic, hearty congratulations were showered on Mr. George Lewis, the Secretary, on his efficient administration of the line, and Capt. R. D. Pryce, presiding, in the absence of the Marquess, concluded the proceedings on a happy note of assurance that directors and shareholders were "of one mind," and full of sanguine expectations as to the future of their undertaking. The throes of consolidation are sometimes not less severe than those of birth itself, but they can be as successfully survived.