Without warning on 7 March 1962 Mrs. Trentham, aged eighty-eight, died.
“Peacefully in her sleep,” Daphne informed me.
CHAPTER
43
Daphne attended Mrs. Trentham’s funeral, “Just to be certain that the wretched woman really was buried,” she explained to Charlie later, “though it wouldn’t surprise me if she found some way of rising from the dead.” She went on to warn Charlie that Nigel had been overheard, even before the body had been lowered into the ground, telling everyone that we should expect thunderbolts as soon as the board met again. He only had a few days to wait.
That first Tuesday of the following month Charlie checked around the boardroom table to see that every director was present. He could sense they were all waiting to see who would strike first. Nigel Trentham and his two colleagues wore black ties like some official badge of office, reminding the board of their newly acquired status. In contrast, for the first time in Charlie’s memory, Mr. Baverstock wore a garish pastel-colored tie.
Charlie had already worked out that Trentham would wait until item number six—a proposal to expand the banking facilities on the ground floor—before he made any move. The original scheme had been one of Cathy’s brainchilds, and soon after returning from one of her monthly trips to the States she had presented a detailed proposal to the board. Although the new department had experienced some teething problems, by the end of its second year it was just about breaking even.
The first half hour was peaceful enough as Charlie took the board through items one to five. But when he called for “item number six. The expansion of—”
“Let’s close the bank and cut our losses,” were Trentham’s opening words even before Charlie had been given the chance to offer an opinion.
“For what reason?” asked Cathy defiantly.
“Because we’re not bankers,” said Trentham. “We’re shopkeepers—or barrow pushers, as our chairman so often likes to remind us. In any case, it would give us a saving on expenditure of nearly thirty thousand pounds a year.”
“But the bank is just beginning to pay its way,” said Cathy. “We should be thinking of expanding the facilities, not curtailing them. And with profits in mind, who knows how much money cashed on the premises is then spent on the premises?”
“Yes, but look at the amount of extra counter space the banking hall is taking up.”
“In return we give our customers a valuable service.”
“And lose money hand over fist by not using the space for more profitable lines of business,” fired back Trentham.
“Like what, for example?” said Cathy. “Just tell me one other department that would provide a more useful service for our customers and at the same time show a better return on our investment. Do that and I’ll be the first to agree we should close down the banking hall.”
“We’re not a service industry. It’s our duty to show a decent return on capital for our shareholders,” said Trentham. “I demand a vote on this,” he added, not bothering to rebut Cathy’s arguments any further.
Trentham lost the vote by six to three and Charlie assumed after such an outcome they would then pass on to item number seven—a proposed staff outing to the film of West Side Story, playing at the Odeon, Leicester Square. However, once Jessica Allen had recorded the names for the minutes, Nigel Trentham rose quickly to his feet and said, “I have an announcement to make, Mr. Chairman.”
“Wouldn’t it be more appropriate under ‘Any other business’?” asked Charlie innocently.
“I will no longer be here when you come to discuss any other business, Mr. Chairman,” said Trentham coldly. He proceeded to remove a piece of paper from an inside pocket, unfolded it and began reading from what was obviously a prepared script.
“I feel it is my duty to inform the board,” he stated, “that within a few weeks I will be the sole owner of thirty-three percent of Trumper’s shares. When we next meet, I shall be insisting that several changes be made to the structure of the company, not least in the composition of those presently seated around this table.” He stopped to stare at Cathy before he added, “I intend to leave now, in order that you can discuss more fully the implications of my statement.”
He pushed back his chair as Daphne said, “I’m not quite sure I fully understand what you’re suggesting, Mr. Trentham.”
Trentham hesitated for a moment before he replied, “Then I shall have to explain my position more fully, Lady Wiltshire.”
“How kind of you.”
“At the next board meeting,” he continued unabashed, “I shall allow my name to be proposed and seconded as chairman of Trumper’s. Should I fail to be elected, I shall immediately resign from the board and issue a press statement of my intention to make a full takeover bid for the remaining shares in the company. You must all be aware by now that I will have the necessary facility to mount such a challenge. As I only require a further eighteen percent of the stock to become the majority shareholder, I suggest it might be wise for those of you who are currently of directors to face up to the inevitable and offer your resignations in order to avoid the embarrassment of being dismissed. I look forward to seeing one or two of you again at next month’s board meeting.” He and his two colleagues rose and followed him out of the room.
The silence that followed was broken only by another question from Daphne.
“What’s the collective noun for a group of shits?”
Everybody laughed, except Baverstock, who said under his breath, “A heap.”
“So, now we’ve been given our battle orders,” said Charlie. “Let’s hope we all have the stomach for a fight.” Turning to Mr. Baverstock he asked, “Can you advise the board on the present position concerning those shares currently held by the Hardcastle Trust?”
The old man raised his head slowly and looked up at Charlie. “No, Mr. Chairman, I cannot. Indeed, I’m sorry to have to inform the board that I, too, must tender my resignation.”
“But why?” asked Becky, aghast. “You’ve always supported us in the past through thick and thin.”
“I must apologize, Lady Trumper, but I am not at liberty to disclose my reasons.”
“Couldn’t you possibly reconsider your position?” Charlie asked.
“No, sir,” Baverstock replied firmly.
Charlie immediately closed the meeting, despite everyone trying to talk at once, and quickly followed Baverstock out of the boardroom.
“What made you resign?” Charlie asked. “After all these years?”
“Perhaps we could meet and discuss my reasons tomorrow, Sir Charles?”
“Of course. But just tell me why you felt it necessary to leave us at exactly the time when I most need you.”
Mr. Baverstock stopped in his tracks. “Sir Raymond anticipated this might happen,” he said quietly. “And instructed me accordingly.”
“I don’t understand.”
“That is why we should meet tomorrow, Sir Charles.”
“Do you want me to bring Becky along?”
Mr. Baverstock considered this suggestion for some time before saying, “I think not. If I am to break a confidence for the first time in forty years, I’d prefer to have no other witnesses present.”
When Charlie arrived at the offices of Baverstock, Dickens and Cobb the following morning, the senior partner was standing at the door waiting to greet him. Although Charlie had never once been late for an appointment with Mr. Baverstock in the fourteen years they had known each other, he was touched by the old-world courtesy the solicitor always extended to him.
“Good morning, Sir Charles,” said Baverstock before guiding his guest along the corridor to his office. Charlie was surprised to be offered a seat near the unlit fire rather than his usual place on the other side of the partner’s desk. There wasn’t a clerk or secretary in attendance on this occasion to keep a record of the minutes and Charlie also noticed that the phone on Mr. Baverstock’s desk had been taken off the hook. He sat back realizing
that this was not going to be a short meeting.
“Many years ago when I was a young man,” began Baverstock, “and I sat my pupil’s exams, I swore to keep a code of confidentiality when dealing with my clients’ private affairs. I think I can safely say that I have honored that undertaking throughout my professional life. However, one of my clients, as you well know, was Sir Raymond Hardcastle and he—” There was a knock on the door and a young girl entered, with a tray bearing two cups of hot coffee and a sugar bowl.
“Thank you, Miss Burrows,” said Baverstock as one of the cups was placed in front of him. He did not continue with his exposition until the door was closed behind her. “Where was I, old fellow?” Baverstock asked, as he dropped a sugar lump into his cup.
“Your client, Sir Raymond.”
“Oh, yes,” said Baverstock. “Now, Sir Raymond left a will of which you may well feel you are cognizant. What you could not know, however, is that he attached a letter to that document. It has no legal standing, as it was addressed to me in a personal capacity.”
Charlie’s coffee lay untouched as he listened intently to what Baverstock had to say. “It is because that letter is not a legal document but a private communication between old friends that I have decided you should be a party to its contents.”
Baverstock leaned forward and opened the file that lay on the table in front of him. He removed a single sheet of paper transcribed in a bold, firm hand. “I should like to point out, Sir Charles, before I read this letter to you that it was written at a time when Sir Raymond assumed that his estate would be inherited by Daniel and not by his next of kin.”
Mr. Baverstock pushed his spectacles up the bridge of his nose, cleared his throat and began to read:
Baverstock placed the letter back on the table and said, “I fear he knew my little weaknesses every bit as much as his daughter’s.” Charlie smiled for he appreciated the ethical dilemma with which the old lawyer was so obviously grappling.
“Now, before I make reference to the will itself I must let you into another confidence.”
Charlie nodded.
“You are painfully aware, Sir Charles, that Mr. Nigel Trentham is now the next of kin. However, it should not pass unobserved that the will is so worded that Sir Raymond couldn’t even bring himself actually to name him as the recipient. I suspect that he hoped that Daniel might produce progeny of his own who would have taken precedence over his grandson.
“The current position is that Mr. Nigel Trentham will, as Sir Raymond’s closest living descendant, be entitled to the shares in Trumper’s and the residue of the Hardcastle estate—a considerable fortune, which I can confirm would provide him with adequate funds to mount a full takeover bid for your company. However, that was not my purpose in wanting to see you this morning. No, that was because there is one clause in the will you could not have previously been aware of. After taking into account Sir Raymond’s letter, I believe it to be nothing less than my duty to inform you of its import.”
Baverstock burrowed into his file and retrieved a sheaf of papers, sealed in wax and bound in pink ribbon.
“The first eleven clauses of Sir Raymond’s testament took me some considerable time to compose. However, their substance is not relevant to the issue at hand. They relate to minor legacies left by my client to nephews, nieces and cousins who have already received the sums bequeathed.
“Clauses twelve to twenty-one go on to name charities, clubs and academic institutions with which Sir Raymond had long been associated, and they too have received the benefit of his munificence. But it is clause twenty-two that I consider crucial.” Baverstock cleared his throat once again before looking down at the will and turning over several pages.
“‘The residue of my estate shall pass to Mr. Daniel Trumper of Trinity College, Cambridge, but should he fail to survive my daughter Ethel Trentham then that sum shall be equally divided between his offspring. Should he have no issue, then the estate shall pass to my closest living descendant.’ Now to the relevant paragraph, Sir Charles. ‘If these circumstances arise I instruct my executors to go to any lengths they feel necessary to find someone entitled to make a claim on my inheritance. In order that this option might be properly executed, I also deem that final payment of the residue of the estate shall not be made until a further two years after my daughter’s death.’”
Charlie was about to ask a question when Mr. Baverstock raised his hand.
“It has become clear to me,” continued Baverstock, “that Sir Raymond’s purpose in including clause twenty-two was simply to give you enough time to marshal your forces and fight any hostile takeover bid Mr. Nigel Trentham might have in mind.
“Sir Raymond also left instructions that, at a suitable time following his daughter’s death, an advertisement should be placed in The Times, the Telegraph and the Guardian and any other newspaper I considered appropriate when seeking to discover if there were any other persons who feel they might have some claim on the estate. If this should be the case, they can then do so by making direct contact with this firm. Thirteen such relations have already received the sum of one thousand pounds each, but it is just possible there could be other cousins or distant relatives of whom Sir Raymond was unaware who may still be entitled to make such a claim. This provision simply gave the old man an excuse for the two-year clause. As I understand it, Sir Raymond was quite happy to allocate another thousand pounds to some unknown relative if at the same time it afforded you some breathing space. By the way,” said Baverstock, “I have decided to add the Yorkshire Post and the Huddersfield Daily Examiner to the list of newspapers named in the will because of the family connections in that county.”
“What a shrewd old buzzard he must have been,” said Charlie. “I only wish I’d known him.”
“I think I can say with some confidence, Sir Charles, that you would have liked him.”
“It was also extremely kind of you to put me in the picture, old fellow.”
“Not at all. I feel sure,” said Baverstock, “that had he been placed in my position it is no more and certainly no less than Sir Raymond would have done himself.”
“If only I’d told Daniel the truth about his father…”
“If you save your energies for the quick,” said Baverstock, “it is possible Sir Raymond’s foresight may still not have been wasted.”
On 7 March 1962, the day on which Mrs. Trentham died, Trumper’s shares stood at one pound two shillings on the FT Index; only four weeks later they had risen by a further three shillings.
Tim Newman’s first piece of advice to Charlie was to cling to every share he still possessed and under no circumstances during the next couple of years to agree to any further rights issues. If between them Charlie and Becky were able to lay their hands on any spare cash, they should purchase shares as and when they came on the market.
The problem with following this particular piece of advice was that every time a substantial block of shares did come on to the market they were immediately taken up by an unknown broker who so obviously had instructions to purchase stock whatever the price. Charlie’s stockbroker managed to get his hands on a few shares but only from those unwilling to trade on the open market. Charlie was loath to pay over the odds, as he had never forgotten how close he had come to bankruptcy when he last extended his credit. By the end of the year Trumper’s shares stood at one pound seventeen shillings. There were even fewer sellers left in the marketplace after the Financial Times had warned their readers of a possible takeover battle for the company and gone on to predict it would take place within the next eighteen months.
“That damned paper seems to be as well briefed as any member of the board,” Daphne complained to Charlie at their next meeting, adding that she no longer bothered with the minutes of the past meeting as she could always read an excellent summary of what had taken place on the front page of the Financial Times, which appeared to have been dictated to them verbatim. As she delivered these words her eyes never left Paul M
errick.
The paper’s latest story was inaccurate in only one small detail, as the battle for Trumper’s was no longer taking place in the boardroom. As soon as it became known that a two-year holding clause existed in Sir Raymond’s will Nigel Trentham and his nominees had stopped attending the monthly meetings.
Trentham’s absence particularly annoyed Cathy, as quarter after quarter the new in-house bank began to show increased profits. She found herself addressing her opinions to three empty chairs—though she too suspected Merrick was reporting back every detail to Chester Square. As if to compound matters, in 1963 Charlie informed the shareholders at their AGM that the company would be declaring another record profit for the year.
“You may have spent a lifetime building up Trumper’s only to hand it over on a plate to the Trenthams,” Tim Newman reflected.
“There’s certainly no need for Mrs. Trentham to be turning in her grave,” admitted Charlie. “Ironic, after all she managed during her life that it’s only by her death that she’s been given the chance to deliver the coup de grace.”
When, early in 1964, the shares rose yet again—this time to over two pounds—Charlie was informed by Tim Newman that Nigel Trentham was still in the marketplace with instructions to buy.
“But where’s he getting hold of all the extra cash that would be needed to bankroll such an operation—when he’s still not yet got his hands on his grandfather’s money?”
“I picked up a hint from a former colleague,” replied Tim Newman, “that a leading merchant bank has granted him a large overdraft facility in anticipation of his gaining control of the Hardcastle Trust. Only wish you had a grandfather who’d left you a fortune,” he added.
“I did,” said Charlie.
Nigel Trentham chose Charlie’s sixty-fourth birthday to announce to the world that he would be making a full bid for Trumper’s shares at a price of two pounds four shillings, a mere six weeks before he was entitled to lay claim to his inheritance. Charlie still felt confident that with the help of friends and institutions like the Prudential—as well as some shareholders who were waiting for the price to rise even higher—he could still lay his hands on almost forty percent of the stock. Tim Newman estimated that Trentham must now have at least twenty percent, but once he was able to add the Trust’s seventeen percent he might then be in possession of as much as forty-two to forty-three. Picking up the extra eight or nine percent required to gain control should not prove too hard for him, Newman warned Charlie.