NOVA PUBLICATIONS - REORGANISATION

Below is the Chairman's statement from the report announcing the 1954 Annual General meeting - or at least most of it. Unfortunately, a piece has been torn off the copy in the Vince Clarke collection.

The Directors present their report on the affairs of the Company at the end of its fifth Year.

The past year has been a troubled one for your Directors. The hopes foreshadowed in the last annual report have largely failed to materialize. It has been a great disappointment that where we had hoped to produce New Worlds on a regular monthly basis, Science Fantasy as a quarterly, and a number of pocket-sized novels as well, circumstances made it impossible to produce more than three issues of New Worlds, one of Science-Fantasy and only one pocket-book.

This regrettable state of affairs is due to the troubles we have encountered with our printing. Early in the year, in order to carry out our programme of magazines and pocket-books, we changed to a printing firm which offered us improved production on rotary presses which would, by running several publications simultaneously, lower our printing costs and enable us to lower our retail price. The service we received from this firm proved so unsatisfactory, and its promises so unreliable that printing schedules were thrown out entirely. The lag became so great and the position so awkward, that it was decided in the summer that, rather than antagonize the wholesale trade further, by successive postponements of our announced dates of appearance, it would be preferable to suspend publication altogether until such time as we could make arrangements with a new firm of printers. This has now been done. It will, inevitably, involve a return in the case of New Worlds to the former price of 2/-. per copy. Against their regret that this should be necessary, your Directors are, however, able to put the fact that they are now in a position where they can look forward to producing on schedule.

On the brighter side, we can put an aroused interest in certain overseas markets. Although reprints of American science-fiction have made great inroads on the British market in the last year, there is still a perceptible taste for some variety. There is a British public which likes more familiar settings for a change, as do some of the Commonwealth countries. Even in the United States, there are some who have the taste for a change of flavour in their familiar diet.

((paragraph missing here))

Meanwhile, we are unbowed. There is, we have proved, a public for New Worlds, and we remain convinced that, with a regular schedule, that public can be made to grow.

John Beynon Harris
Chairman of the Board

7th December, 1953

Three weeks later, Frank Cooper penned the following letter to shareholders:
NOVA PUBLICATIONS LTD

28th December 1953

To the Members:

Dear Sir or Madam,

The Directors of the Company wish to call your attention to the following in order that the matter may be more fully discussed at the Annual General Meeting.

It will be recalled that the primary purpose in the founding of the Company was to produce a British science-fiction magazine at a time when there was no other, and competition existed only in the form of a single, reprinted American magazine. That intention was carried out -- not with any financial profit, it is true, but also without appreciable loss, and, until recently, with a fairly regular schedule of production. During the latter part of the Company's five years of existence, however, it has become increasingly clear to your Directors that with the limited capital at our disposal there could be little opportunity of finding new outlets to increase the circulation as had been hoped.

Thus, your Board found itself faced with these alternatives: production could be continued with an almost static circulation, which would entail much work with very little return for those engaged in it, and none at all for the shareholders; or, with increased capital, it could attempt to climb to a wider and more profitable circulation. Entailed also, were these considerations: even maintenance of the circulation already achieved now becomes problematical on our present capital in the face of strong competition from the reprinted American magazines, in the one case; on the other side, was the realization that any person or Company investing money on the scale required would expect, and be entitled to expect, to exercise control over the Company.

In recent months several propositions have been made to your Directors, none of which did they feel they could confidently commend to the Members of the Company. Now, however, suggestions have been received from a Company of standing (preferring for reasons of business to remain unnamed at this stage of negotiations), which they feel it would be in the interests of the Shareholders to accept. It is hoped and intended that with the Company reorganised along the lines indicated below, New Worlds would soon reappear, this time as a regular monthly pubication, Science-Fantasy would be published bi-monthly, and there could be a regular programme of pocketbooks -- the kind of schedule which was in mind when the Company was formed, but which proved impossible of realization with its restricted capital.

The main points of this proposal are as follows:

That the existing Share Capital of £800 be increased by a sum which will facilitate expansion of the Company's interests and, by reorganisation, place it upon a firm commercial basis.

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The reorganisation would entail:

The conversion of all existing £1 Ordinary Shares to 6% Cumalative Preference Shares of the same denomination, but carrying no voting rights. (Preference shares have first call upon any certified profits payable as Dividends).

Continuity would be preserved by the inclusion upon the new Board of Directors of three of the present Directors.

That Mr. E.J. Carnell should be employed as editor of New Worlds and Science Fantasy in a full-time, professional capacity, on a minimal contract of two years.

That the retiring Directors should receive a free issue of fifty (50), of the new Preference Shares each in consideration of their past services in the Company.

Your Board feels that acceptance of these terms would be in the interests of both the magazines, and the Members of the Company, and hope that the matter will be discussed in more detail at the Annual General Meeting.

Should the consensus of those present be favourable to proceeding further with the matter, it will be necessary to put a Resolution to this effect before an Extraordinary General Meeting for consideration.

Members will receive due notice of any such Extraordinary General Meeting and the form of the Resolution to be proposed thereat.

F.A. COOPER

Secretary
52 Stoke Newington Road,
London N.16

By February, this was a done deal:

Ted Carnell signed his contract of employment with this new iteration of Nova Publications Limited - a document I've seen but decided not to include here - on 4th March 1954, with George Arthur Smart signing on the company's behalf.

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