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Panpa Bulletin : August 2006
Lex Seymour Dunn, a lawyer, was the architect of what became Provincial Newspapers (Qld) Ltd, just as he had been the architect of the incorporation of what had been, for 46 years, a loose Dunn family newspaper organisation. He was courageous enough to set his ideas down on paper, something that distinguished him from most of the other players in the move towards amalgamating the interests of various Queens- land newspaper families and the North Queensland Newspaper Co. Ltd. And so, when outlining a pro- posal to form a holding compa- ny to acquire the capital of nine newspapers, Dunn, as the man- ager of the Rockhampton News- paper Co. and as the secretary of A. Dunn and Co., said one option was for existing shareholders to exchange their shares for shares in the holding company. To have an equitable basis for the exchange, each company would have to have its assets re- valued and its own capital struc- ture adjusted at a given date, he said. Its shares would be valued and its accounts adjusted accord- ingly. Dunn was treading unknown waters and this was reflected in the tentative nature of the options he presented. He did his utmost to ensure that the parties to the pro- posal could see that their present powers and privileges would be affected as little as possible. One option was for an inde- pendent valuer to be appointed to value each company's as- sets and another valuer to value each company's shares so that all companies were placed on a similar basis. Under this option, each company could be run as they were then, subject to gen- eral overall control by the holding company, which would appoint local boards of directors. Dunn saw the proposed hold- ing company as "a very powerful organisation [that] could be the means of resisting takeover bids by outside interests for the exist- ing companies". He saw numerous administra- tive advantages in areas such as: staffing; financial assistance; buy- ing; promotion schemes; possible tax savings; presenting a united front in industrial disputes; gen- eral administration in view of pos- sible use of computers for acount- ing and other services, etc. Dunn presented an updated proposal, this time officially on behalf of the board of directors of A. Dunn and Co., to representa- tives of the North Queensland Newspaper Co. Ltd; the Mackay Printing & Publishing Co. (Pty.) Ltd; the Queensland Times Pty Ltd; and the Warwick Newspaper Pty Ltd. At that stage the Dunns, forever cautious, had not made their shareholders (all members of the Dunn family) aware of the move and were not guaranteeing that the shareholders would ulti- mately support the holding com- pany proposal. Momentum was gathering, but nothing was rushed. The Dunns were innately cautious, and so were several of the family com- panies with which they were ne- gotiating. Lex Dunn warned that it was important to have a vision of what the holding company should be and to make sure that vision became a reality. He warned against taking the approach of "let's see how it works; things will sort themselves out in due course. Its functions must be planned from the start and all involved must be able to see quite clearly how the comp- any will work. In effect, it must be their ideal of a holding company". A formal newspaper investiga- tion group was established and it met five times between March and August 1966. The group agreed that if the holding com- pany was formed it should have all the powers required for stable and profitable operation of its subsidiaries. They agreed, too, that the exist- ing family appointments, salaries, allowances, etc., and the status and benefits of younger working directors would remain "no less advantageous" than at June 1, 1966, pending the introduction of a new scheme. The painstaking caution continued. The group appointed E.W. Sav- age, of Cooper Brothers Savage & Co., a Brisbane firm of chartered accountants, to value shares now issued by the interested compa- nies. At a meeting on August 1, Savage outlined how he proposed to value the shares. It was decided that a merger would be desirable, possibly on a share exchange ba- sis.Cautious as always, the group adopted the code name Aston Syndicate for security reasons. Aston was the name of the street where Savage lived. This code name was the forerunner of many others - such as Eagle in 1971 for the project to gain listing on the Stock Exchange, and Madam in 1977 for the proposed purchase of the South Burnett Times Pty. Ltd. from Alice Lefroy Adams - used by the merged company. Coopers & Lybrand submit- ted their basis of merger, which provided that the shares issued by Mackay, Ipswich and Warwick would be exchanged for shares in Provincial Newspapers (Qld.) Pty. Ltd. Aston syndicate gave its back- Six of the best Dunn a 1961, January 20: Provincial Investments Pty. ltd. buys 52 per cent of the Bundaberg-news Mail from Muriel hooper Barton and daughter Betty Young. 1964, July 1: a. dunn and Company Pty. ltd. buys nambour Chronicle from the Mcfaddens (and uses it as the springboard for the Sunshine Coast daily, Maroochydore). 1965, april: formation of a PnQ-type holding company is proposed. 1965, november 26: Queensland Press ltd. buys the Cairns Post. 1966, June 28: name change: a. dunn and Company Pty. ltd. becomes Provincial newspapers (Qld.) Pty. ltd. 1968, april 1: Provincial newspapers (Qld.) ltd. formed as the result of the merging of the interests of principally the dunn, Manning, Irwin and Ipswich newspaper families. In part two of his series on the Provincial newspapers (Qld) ltd, Rod Kirkpatrick looks at how six families made newspaper history The lead-up to PNQ, 1961-68 Rowland James Dunn, frst chairman of Provincial Newspapers (Qld) Ltd. 54 | PANPA bULLETIN august 2006 HISTORY