Berens to
Lytton
[12943, CO 60/2, p. 217; registered 20 December]
Hudson's Bay House
17 December 1858
Sir
I have the honour herewith to transmit an Extract of a letter
addressed by Governor Douglas to myself and my colleagues on the
Direction of this Company, on the occasion of his acceptance of the
Office of Governor of British Columbia, under the
Crown.
Under the Crown. = Douglas resignation from HBC
See also [Douglas to Lytton, 4 October 1858, 12643, CO 60/1, p. 175](cdc:V58042PR). See GR 332 Vol. 4, p. 32, 12 October 1858,
PABC. What is it??
In his letter to us Governor Douglas intimates that the office has been
conferred upon him on the express condition that he shall relinquish all
direct or indirect connexion with, or interest in the Hudson's Bay
Company; and in order to meet the wishes of the Government in that
respect, he tenders his resignation as an Officer of the Company, and
offers "an absolute sale to the Company of his actual and
prospective interests in the Fur Trade."
Upon this offer on the partof of Mr Douglas to sell his retired
interest to the Company I feel it necessary to make an observation. It
has always been my wish, and that of my colleagues, to facilitate as far
as lay in our power a measure which we consider so advantageous to the
public service as the appointment of Mr Douglas to the government of
the new Colony; and we trust that the difficulty which has occurred to us
as to the disposal of Mr Douglas's retired interests, will not be
considered, on our part, as a change in that respect. By the
constitution of the Company, Mr Douglas, as a Chief Factor, is
entitled on his retirement to a small share
(1/85th)
(1/85th) = Deed Poll, 1/85 retirement benefit
The commissioned officers of the Hudson's Bay Company (chief factors and
chief traders) received no salary but only a share of the profits. A
chief trader received 1/85 and a chief factor 2/85 of that portion of
the profits that were assigned to them. As a chief factor, therefore,
Douglas's "retired interest" was equivalent of the income of a chief
trader for the ensuing six years. Cite Rich?? Williams??
of the profits of the Company for the six years ensuing; but he is, at
the same time excluded from all part in the administration of the affairs
of the Company, and he is not entitled even to ask for accounts. He is
consequently merely the recipient of a certain portion of the profits of
the Company, without any control on his part, and he is expressly
excluded from all voice in the management.
Now the difficulty which occurs to us is this. In the first place
it is utterly impossible for us, in the present circumstances of the
Company, to estimate the value of this retired interest to which Mr Douglas is entitled; and in the second place, even if an approximation of
value could be arrived at, the Directors feel that in the interests of
their Shareholders they would not be justified in adopting the unusual
course of purchasing that interest.
This being the case it seems to us that Her Majesty's Government
might safely abstain from insisting on the literal fulfilment of this
condition. Mr Douglas's position, as regards the Company, is merely
that of an Annuitant for six years, without any active part in its
concerns; and we feel satisfied from our own knowledge of his high
character, that he will not allow this slight connection (if connection
it can be called) to influence him in the performance of his duties to
the Government in the high office to which he is appointed. We make this
suggestion more particularly in the interests of Mr Douglas himself,
who if Her Majestys Government should insist, may find it necessary
to abandon his retired interests altogether.
Mr Douglas, in the latter part of his letter, puts in a claim,
under the separate Commission which he holds as Governor of Queen
Charlotte's Island, "to an additional sum of £300 per annum." We cannot
help feeling that this is a question, not for the Directors of this
Company, but for the consideration of Her Majesty's Government. The
Hudson's Bay Company were never proprietors of the Island; and if the
additional salary demanded should be granted, it can be so only with the
consent of the Government, and on the understanding that the money will
be refunded by the Government to the Company upon the Settlement of the
Colony accounts.
I have etc.
H.H. Berens
GovrGovernor
Mr Merivale
1st With respect to the suggestion of the Company that GovrGovernor Douglas should be permitted to receive an annuity for six years in
lieu of a sum of Money for his share in the profits, it may be observed
that as the amount of this annual payment would depend upon the profits
of the Company, the GovrGovernor, to a certain extent, would continue to be
an interested party in their success—and if so to allow him to receive
the annuity would be opposed to the spirit of the agreement he has
entered into with the Crown.
2nd The Company says that "Mr Douglas puts in a claim under
the separate Commission he holds as Lt. GovrGovernor of Queen's Charlotte
Island to an additional sum of £300 per ann." But it will be seen
from the Extract which is enclosed that the GovrGovernor forwards his claim
to additional remuneration on the expense to which he has been put while
administering the GovtGovernment of Van Couvers Island—& "puts in his
claim on that account & for the separate Commission which he holds
as Lt. GovrGovernor of Q. Charlotte's Island." This Commission was granted in
1852 on the discovery of gold on the Island, but we never heard that any
active duties were required from him.
VJ
20 Decr
Lord Carnarvon
1. I certainly am inclined to think the indulgence asked for as to
the annuity in lieu of profits might be allowed to Governor Douglas,
provided only the circumstances were so completely placed on record,
by letter to the Directors producible to Parliament, as to obviate
all suspicion of an underhand transaction.
2. Mr Jadis justly points out that the Directors misunderstand
Gov. Douglas's second application. He only throws in his government of
Q. Charlotte's Island as a makeweight; his substantial claim is for
extra expenditure in Vanc. I. I do not think he went to Q. Charl. I.
or was put to any expense by his commission there, but if he was,
I agree that to this extent he has a claim against Government and
not the Company, & should in justice be reimbursed.
HM
D 21
Sir Edward Lytton
1. As to the 1/85 of the aggregate profits, I agree with Mr Merivale that GovrGovernor Douglas sd be allowed to accept it. I had
some conversation with Mr Berens on the subject and asked him as
to the actual value of this 1/85 in money. He said that it was very
difficult to speak precisely on such a subject but that from £300 to
350£ wdwould probably be the average sum for the next six years. I
think therefore all things considered we may allow GovrGovernor Douglas to
enjoy this, as under no circumstances will he have any voice or share
in the direction of the affairs of the Company. But I also agree
that there sd be a complete & spontaneous publicity on our part
given to the transaction.
2. As regards the extra £300 per an. I doubt more as to the
form whwhich the proposal takes than as to the substantial justice of
the claim. He thinks we never paid GovrGovernor Douglas one shilling though
he has discharged many & important duties of a GovrGovernor; and this has
always seemed to me to be rather a shabby piece of economy on the
part of this country. The H.B.C. did pay him £300 in his capacity as
GovrGovernor
in his capacity as Govr
This is apparently in error as Douglas did not receive salary as governor
from the HBC. Double Check??
and if he can show that during the seven years whwhich he
has filled the office he has been out of pocket by expenses of an
exclusively governmental or imperial character I think he is in
fairness entitled to a repayment.
But in such a case I wdwould rather that those charges sd be
computed and sd be paid in one sum, whatever that might be, than
defrayed in the indirect and to my mind unsatisfactory mode of a
retrospective doubling of his official salary. If £2100 (7 years at
£300) be the sum which he has defrayed on govtGovernment matters from his
private resources it wdwould be I think a far simpler & more intelligible
course to pay it [to] him as one sum on that ground & understanding than
to mix up the calculation with his salary during former years.
C
Dec 22/58
I think this demand questionable in every shape. If we do not come
to terms with the H.B.C. we take away its license next year, & I propose
to transfer the Indian Country to B. Columbia with power to grant
licenses to the GovrGovernor. Indeed I wish to submit that question now to
Mr Merivale with a view to his dr[a]ft Despatch thereon. In that
case we shall be at strong rivalry with the CyCompany and I don't think
that the H. of Commons will at all like his receiving 6 years annuity
out of a Company whose interests will certainly cease to be in unison
with those of the Colony. Even as it was last Session, members spoke
to me privately about this annuity as a great objection to Douglas, &
I certainly told them that if I offered him the GovrGovernorship it must be
on the condition of renouncing all Connexion with the Company &
all future share in its profits. I almost think of the 2, Parl wdwould
prefer adding 300£ a year to his imperial Salary. This point must be
reconsidered.
The 2nd claim, of a retrospective 300£ a year for administe[rin]g
poor little Charlotte's island is what the H of C. would never hear
of & the demand for it wdwould make Douglas very unpopular. Such a claim
shdshould have been made at the first, & unless the GovrGovernor himself sends us
a Bill for his services. I am not disposed to take it into any
consideration.
EBL
D 24