1.—The Names And Situation of the Properties.

The freehold estates and leasehold runs now acquired by the Company, are known as Croydon, Waimea Plains, Wantwood, Okaiterua, Longridge, Dome, Eyre Creek, and Ardlussa. They are situated in the province of Otago and Southland, about 70 miles distant from the City and Port of Dunedin, on the east, and 50 miles distant from the town and port of Invercargill on the south.

There are already running through different parts of the estate two main lines of railway belonging to the Government—the one from Invercargill to the lake gold fields the other from Invercargill to Dunedin.

A company has been formed to make a branch line to connect these two main lines.

This branch line will run from Elbow to Gore, as shown on the map, a distance of 37 miles, and entirely through the Company's estate.

The whole of the capital required for this line has been provided, and the railway will be finished for use in 1879.

2.—The Extent and Description of the Lands.

The freehold portion of the estate contains 167,709 acres, and consists chiefly of first-class agricultural lands, being rich alluvial river flats, plains, and easy undulating ridges, all capable of being ploughed at any time with double-furrow ploughs, there being no timber (excepting some valuable bush reserves) or stones to hinder the progress of the plough.

Last year some of the lands were newly ploughed under contract at 11s. to 12s. per acre, with double-furrow ploughs ploughing five inches deep, and produced from 30 to 40 bushels of wheat per acre, and from 55 to 75 bushels of oats from the first furrow.

The suitability of the soil and climate for growing turnips, rape, and other green crops is a very valuable feature in this property. The land being free from couch-grass and other weeds turnips can be sown upon the first furrow of the newly turned sod, and some of the Directors can vouch for the fact that crops of turnips averaging 20 to 25 tons per acre can be grown in this manner if seeded at the rate of a few ozs. per acre without manure and without either hoeing or thinning.

Of these freehold lands 16,823 acres are cultivated and improved. There are also 340 miles of good substantial fencing, several brick and stone residences, eight largo wool sheds in good order, with hot water and spout water washes attached, sheep yards, shearers' houses, shepherds' and labouring men's houses, and stabling conveniently placed at t he several home-steads.

There are large deposits of bluestone, freestone and lime-stone, each being well adapted for building purposes, and already extensively used in the buildings on the estate.

There are also large deposits of brown coal and lignite on various parts of the estate, which make an excellent fuel for engine driving and household uses.

The leasehold lands contain 141,675 acres. They consist of well grassed hills and valleys of rich quality, but rather too steep for ploughing. Their sheep-carrying capacity, however, is capable of great improvement by English grass and clover seed being scattered upon them.

The freehold lands around the leasehold were selected with a view to preventing competition for the leaseholds, so that there can be little difficulty in securing a renewal of the leases from time to time as they fall in.

The present leases of the several runs will expire as follows:—14.239 acres will expire in June, 1881; 4,905 acres in November, 1881; 4,692 acres in March, 1883; 6,255 acres in November, 1883; 830 acres in November, 1882; 7,781 acres in September, 1883; 23,591 acres in September, 1882; 3,590 acres in September, 1882; 6,440 acres in November, 1882; 10,334 acres in March, 1883; 21,553 acres in January, 1884; 10,000 acres in February, 1885; 485 acres in November, 1882; 5,170 acres in February, 1885; and 21,810 acres in January, 1887. They are subject to very low rentals.

3.—Title.

The freehold properties are all held under grants from the Crown, and the leaseholds are held partly under the Crown and partly under the Trustees for Educational purposes.

The Vendors will give titles under the Land Transfer Act, which titles by the laws existing in the Colony are guaranteed by the Government.

4.—Particulars of the Flocks, &c.

The number of sheep purchased with the estate is 167,500, consisting of the following classes, viz., breeding ewes, ewe hoggets, wether, wether hoggets, rams, &c., none being broken-mouthed, but all in good condition, strong, and healthy.

The owners are also to deliver 29 draught horses, 53 saddle horses, and 112 well-bred quiet dairy cattle.

The lands in their natural pasture are capable of feeding nearly one sheep to the acre, and by sowing English grasses they can be so improved as to carry from five to six sheep to the acre.

The freehold and leasehold lands, together aggregating 309,000 acres, will in their present condition, at a very small additional expense, carry 130,000 sheep more than are now upon the lands. This addition could be made as quickly as circumstances will allow.

The flocks of sheep now running upon the several estates are among the best in New Zealand.

Upon each of the properties there is a stud flock, from which only the best sheep are employed for breeding purposes. The whole of the flocks have been carefully culled annually for years past immediately after each shearing, and the culls sent to market.

From £100 to £250 each have been paid for some of the stud rams, and proportionately high prices have been given for some of the ewes for the purpose of improving the breed.

5.—Particulars of Plant, &c.

The agricultural machinery and implements purchased are to be delivered in good order, or compensation allowed. Most of them are nearly new. They include two 10-horse power and one 8-horse power steam engines, one 12-horse power water-wheel, several new reapers and binders, double and single furrow ploughs, harrows, mowing machines, rollers, blacksmiths' and carpenters' tools, and everything of the kind necessary for carrying on the business of the Company.

There are also two valuable saw mills on forest lands belonging to the Estate, with engines, saw benches, planing, tongueing and grooving machines, tramways, &c., all in thorough working order, and two teams of working bullocks. These Mills have been found of great benefit in supplying timber for all purposes for the use of the estate. The Company will have the right of cutting timber in the Crown forests for a nominal payment.

6.—The Price to be Paid and Terms of Payment.

The owners of these properties have agreed to accept the sum of £1,070,000 for the whole of these lands, free from page 11 incumbrances, with the sheep, cattle, horses, plant, buildings and improvements as above mentioned, the price being based upon a low estimate of the value of the lands according to the prices which are being realized for lands of similar quality in the neighbourhood, and at the prices at which flocks of sheep of the same class are generally sold in the Colony, and to give the easy terms of payment above mentioned. The price is equal to £6. 7s. 6d. per acre for the freehold lands, with all the live stock, leaseholds, improvements, plant, &c., given in, which is below the price that similar lands are realizing without any flocks thereon.

7.—Debentures.

The Mortgage Debentures will be a first charge upon the property and the uncalled capital of the Company for the time being, and will rank in point of charge pari passu with any future issues. The amount to be issued is positively restricted, as before mentioned. The bonus of 10 per cent, on the first issue is given to induce the holders to settle on or invest in the lands of the Company. Without delay land will be set apart in suitable sized farms, upon which the holders of these debentures can exercise their rights.

The debentures will be received by the Company at par in payment for premiums payable by Cadets as hereinafter mentioned, and will serve the purpose of ordinary debentures to those who do not invest in the Company's lands.

To fathers of young men growing to manhood, or to families who contemplate emigrating, these debentures will prove excellent investments, whilst, as far as the Company is concerned, it will be benefitted by the enlargement of the circle of those who may become its customers.

At the option from time to time of the holders the interest and principal of the debentures will be made payable either in London or Dunedin.

The debentures vary in amounts to suit the wishes of applicants. The £50 debentures will be useful for paying rentals and for purchasing township allotments, than which no investments are more profitable as in a very short time they generally increase many times in value.

The debentures issued for three years will carry interest at the rate of £5 per cent, per annum, those for five years £5. 10s. per cent., and those for seven years £6 per cent.

8.—Management.

The Company will be managed by a Board of Directors in London, with Local Directors in the Colony acting under their control. Three of the Vendors are willing to act as the first Local Directors, so that the Company can secure the benefit to be derived from their extended and practical experience.

9.—Future Operations.

The estates are stocked with sheep far below the carrying capacity of the land in its natural pasture.

Experience has shewn that the carrying capacity of such land for sheep and cattle breeding purposes only, can be increased six-fold by sowing English grasses and clover and dividing into smaller paddocks.

It has also been found that the returns from the land can be largely increased by bringing it under cultivation for grain.

It is therefore proposed by degrees to increase the number of the sheep, and also to bring more land into cultivation.

The line of railway running through the heart of the property will create a demand for agricultural holdings, and sites for towns and villages—lands for which may be expected to realize very handsome prices.

The settlement of a large and thriving population on first-class lands, hitherto occupied only by sheep and cattle, is an page 13 important object in the formation of this Company, and it is intended at several points of the estates to lay off suitable farms of from 200 to 2,000 acres, or upwards, in extent, with the object of leasing or selling the same to a desirable class of farmers at such rates as will leave large profits to the Company, whilst they will undoubtedly afford excellent prospects to the farmers.

The Company at the same time will be prepared to arrange advances of money at a fair rate of interest to such farmers, to be spent in buildings and improvements on their farms. Under this plan settlers of a most valuable class can be obtained, and a large and certain profit will in consequence accrue to the Company.

Whilst these operations will be very profitable to the Company, they will open to those who take advantage of them, and who can exercise frugality and prudence, the opportunity of future competence or wealth, according to the scale on which they are able to embark. As the Colony increases in population, the intrinsic value of land increases. Every person who acquires land of fair quality, has before him the certain prospect of receiving from it fair interest on his money from the outset, and of working it up to a value of at least £30 an acre; that is to say, a value either to sell at £30, or to yield at £30 per acre per annum ten per cent, on such value.

It is also proposed to form nurseries for forest and other trees, and to supply young trees to tenants and purchasers at moderate rates.

10.—Facilities for Settling in New Zealand.

There are a great number of young men in this country who desire to acquire knowledge of the management of agricultural and pastoral properties with a view to afterwards securing lands in the Colony.

It is proposed to receive every year a certain number of these as cadets upon the estate, to learn sheep, cattle and horse breeding, farming and agriculture. Cadets will require to have received a good education. On entering the Company's service a premium will be required from each cadet, but after a short period of satisfactory service upon the estate, a salary will be paid him, which will be increased in proportion to his general merits. Suitable accommodation and board will be provided. Cadets will be required to be steady and active, to be ready to work early and late. To those who desire to learn the occupation of stock farming and agriculture thoroughly, no better opportunity could present itself.

After a satisfactory term of service, facilities will be afforded to cadets to become tenants under the Company with easy terms of purchase.

11.—As to the Value of the Enterprise.

The high character of New Zealand as a field for the investment of capital has long been known to practical observers, but the construction of public works, more especially the formation of railways, has recently imparted to it an impulse of a most marked character.

The history of land settlement in New Zealand may be briefly told.

At first immense blocks of land were taken up for pastoral purposes, while agricultural farming was carried on upon a small scale. Later on it became apparent that laying down English grasses enormously increased the pastoral capabilities of the soil, and from that time the extent of land so treated has rapidly increased. Later still it was ascertained that the production of grain was more profitable than sheep farming, even when conducted on English pasture carrying seven or eight sheep to the acre, and thus vast quantities of land have been and are being laid down in crops.

The growing increase in the value of improved land in New Zealand has long been patent to persons connected with the Colony, but lately, as railways have been completed, and have opened up communication between the seaboard and the interior, this increased value has augmented in a very remarkable manner.

Recent sales in the Colony have demonstrated that during the last few years land has steadily increased each year in value by at least 25 per cent.

Fair land, ready for the plough, and within easy distance of a railway, readily sells for from £7 to £11 per acre, while several estates which have been cut up into farms have sold for an average of from £12 to £14 per acre, as appears by the published accounts of sales of land which are now taking place in New Zealand. An instance of this may be given. A property of 17,000 acres in the province of Canterbury which adjoins Otago and Southland, has recently been sold by auction with the stock thereon for £191,000, the land being in no way superior to the properties now purchased, and not nearly so well placed for carriage to port.

Subdivided lands in South Canterbury with an inland carriage to port of about double the distance, and a soil not superior to the lands in question, have recently been selling at from £10 to £ 15 per acre, and upon the other side of the Mataura River immediately opposite the Company's Estate, settlers have purchased from the Crown by auction on the deferred payment system, at prices of upwards of £7. 10s. per acre, and this for naked Crown land, unfenced and without buildings, or other improvements.

Herewith will be found extracts from newspapers and other public documents, shewing the results of sales in various parts of the country in the neighbourhood of these properties, from which it will be seen that the price proposed to be paid for these estates is far below the value which propertiesin the neighbourhood are realizing. Official statistics page 16 are also appended, showing the results obtained from the land under cultivation in the various colonies over a series of years.

A table is also attached showing the present value of the shares in various Colonial Companies established in Great Britain.

12.—Concluding Remarks.

The owners of the properties which are to be purchased by the Company, feeling assured that the same can be better developed as a whole by a Company with a large capital and extensive resources than as separate individual properties, have determined to invite the public to participate with them in what they are convinced is a thoroughly sound enterprise, and on terms which they are satisfied will bear rigid enquiry and investigation. They are therefore themselves promoting the Company by their agents in London, Sir Julius Vogel and Mr. Larnach (himself a part owner), who will act as two of the Directors of the Company.

The whole of the preliminary expenses of establishing the Company, up to and including the allotment of shares, will be borne by the above-mentioned agents of the vendors, so that the Company will start without any preliminary charges to be repaid out of future income.

Sir Julius Vogel and Mr. Larnach are acting under a power of attorney dated the 14th November, 1878, from the owners of the properties, in which is set forth the terms and conditions of the arrangement, as to remuneration and otherwise, bet ween the owners and themselves. The following contracts have been made :—

1. A contract by which certain of the vendors agreed to convey, free of charge, lands required for the purposes of the railway above referred to in course of construction. The Company undertakes to perform this agreement.

2. The contract for the acquisition of the properties above referred to. This contract is dated the 9th day of page 17 December, 1878, and made between the Vendors, namely: George Meredith Bell, Joseph Clarke, Patrick Kinney McCaughan, Henry Driver, the above-named William James Mudie Larnach, Malcolm McNeill, and Alexander McNeill, of the first part, Sir Julius Vogel, and the said William James Mudie Larnach, of the second part, and Robert Miller Robertson, as a Trustee for the Company, of the third part.

3. The Power of Attorney above referred to, which is made between the Vendors, other than the said William James Mudie Larnach of the one part, and Sir Julius Vogel and the said William James Mudie Larnach of the other part.

General Maxwell has an equitable interest in one of the properties purchased.

Copies of the Power of Attorney and Contract above-mentioned, and of the Memorandum and Articles of Association of the Company, and the form of Mortgage Debenture, may be perused at the office of the Solicitors to the Company, 21, Cannon Street, London, any day between the hours of eleven and four o'clock, except Saturday, and on that day between eleven and two.

The properties have recently been valued by Mr. W. H. Pearson, Commissioner of Crown Lands, Southland, and Mr. Horace Bastings, a Member of the House of Representatives, and of the Otago Waste Lands Board. This valuation with maps of the Estate, and detailed particulars of the properties, can be seen at the office of the Company.

Applications for shares and Debentures must be made in the accompanying forms, either to the Bankers of the Company, or to the Secretary at the offices of the Company, 110, Cannon Street, London, of whom prospectuses and forms of application may be obtained. If no allotment is made the deposits will be returned in full.