This Company has been formed for tho purposes specified in the Memorandum of Association, and in particular :—

The arrangements mido for tho forination of the Company are embodied in two agreements, tho first dated the 20th March, 1907, made between Messrs. Kyriacopoulo Frtres A Cie. Joan Coury, Jean Apostolidi, Emine Bey Yehia,' Loiso N. Loiso, Joseph P. Hodeir, Antoine Apostolidi and Jean Panajotou and the second dated the 20th March, 1907, made between Messrs. Eustacho Kyriacopoulo and Ulysse Kyriacopoulo, and Mr. Khalifa El Dik.'the partners and sleeping partner respectively in the firm of "Kyriacopoulo Frtres A Cio, of tho one part, and Mr. Antoine Apostolidi ns trustee for this Company, of the other part.

The subscribers to tho first mentioned agreement have agreed totako firm 33,000 Ordinary Shares in tho Company in tho proportions given below and will have allotted to thorn 1,700 of the Deferred Shares in the proportions also given below, both Ordinary and Deferred Shared being subscribed for wholly in cash.

Tli© Company will havo th© advantage of th© services of Messrs. Kyriacopoulo Frtre* ' A Cie., one of the oldest firms of Brokers in Egypt, whose wide experience and well kjtown capacities cannot fail to secure the success of tno Company.

By vi. tue of tho two agreements above, Messrs. Kyriacopoulo Frfcres A Cie. undortako ( to work exclusively for account of tho Company, and to pass over to the Company.tho whole of , their clientele and current business sj from tho 1st May, 1907. The Company on their part , undertake to transact all their business through Kyriacopoulo Frtres A Cie., and only/Work | witto® through them. In case this Company shall decide to do business in it* own nsme as , biokers Messrs. Kyriacopoulo will act only in their respective capacities of Managing Director , nntrOrneral Manager. In consideration of these engagements the remaining 2,500 Deferred • ! Shares of the Company will be allotted to Kyriacopoulo Frtres & Cie.'.or their nominees, to be paid for wl.olly-in cash.

Mr. Eustache Kyriacopoulo under the above agreement is appointed Managing Director of tho Company on a salary of £1,200 a year plus 3 1/2% on the nett profits before they are dealt, with as mentioned below. Mr. Ulysse Kyriacopoulo is appointed General Manager of the 1 ' Company on the same salary and commission Both these agreements are for ten years. '

The Directors are interested ia the promotion of the Company to tho extent set out ! above and as shown in the agreements above referred to, which contains all th$ arrangements 1 made in contemplation of the formation of the Company.

The Drovisions of the Memorandum and Articles of Association with regard to the posi- 1 1 tion Of the share holders, the division of profits, the creation of a Reservo Fund, and the remu neration of the Directors, are as follows

From and out of the profits which in respectof each year shall, after deduction of any - share attributed to the Managing Director or Manager of the Company, te available for dividends, a sum equal to 10% of such profit* shall te carried to a special Reservo Fund until such Reserve Fund amounts to a sum equal to ono-fourth of the capital for tho time being of the Company ; the balance of such profit* sliall bo dealt with as follows : _

The holders of the Ordinary shares will take a fixed preferential Dividend not exceed­ing the rate of 6% p.a. ontho Capital for the time being paid up or credited as being paid ' op thereon respectively, such Dividend to be paid as regards each year out of tho profits ' of such year and to be non-cumulative.

The balance remaining of tho surplus profit* after providing for tho above-mentioned , Reserve Fund, and Preferential Dividend shall be divided as to 60% among the holders of the Ordinary Shares ratoably and in proportion to tho number of Ordinary Shares held by them respectively, and os to 40% among tho holders of die Deferred Shares ratoably , and in proportion to th$ number of shares held by them respectively.

. The holders of the Ordinary Shares are entitled to priority as to return of capital and payment of dividends, whether declared or not,N up to the commencement of the winding up.

As remuneration for their services, the Directors, other than the Managing • Director, will be paid at tho rate of £100 a year for each ordinary Director, and at the rate of £160 a year for the Chairman.

In addition to the aforesaid remuneration, each Director shall also receive such further sum (>f any) as tho Company in Qeneial Meeting may from time to time determine ' / , *

, Any Director may te employed by or hold any office of profit under the

I Company, except that of Auditor of the Company, and may act either personally or as a member of tho firm for, or render any professional service to the Com- { pany. »nd may reooive remuneration from tiro Company for so doing in addition to any remuneration payable to him as a Director. If any Director, being wil- ling, shall be railed upon to perform extra services or to make any special exortions in going or residing abroad, or in negotiating or carrying into effect any contract or arrangement by the Company or otherwise for any of the pur­poses of the Company, or to set as trustee for tho Company or its debenture holders, and .shall do so, the Company may remunerate such Director either by a fixed sum or percentage of profit*, or otherwise, a* may be determined bp .the Directors, and such' remuneration may be oither in addition to, or in substitution . for, his remuneration abovo provided. If any Director shall bo appointed to represent tho Company as a Director of any subsidiary Or other company in which tho Oompfiuy shall bo interested, ho shall, unless otherwise agreed, he entitled' -to retain the remuneration attaching to 'such Directorship for his own

Tho qualification of a Director is the holding of 500 Ordinary .Shares. Tho Company in general meeting may 'increase or reduce the number' i.f Directors and may alter tho qualification. "

No promotion money with be paid.

Tho Capital of the Company can lie increased under the Articles of Associa­tion up to £500,000- by- tho Board of Directors.

The prelimitAry expense* of and incidental to the formation 'of the Company down to and including allotment; including ' registration fees and stamp duty, legit expenses, the cost of advertising and Issuing this prospectus, but excluding stamp duty on share warrants, will be paid by the Company, and are estimated nt £2.000.

Application for shares should be made on tho accompanying form and forwarded with cheque for tho amount payable on application to the Company's banker*, the Binquo d'Ath&nes, Alexandria, Cairo and London. If no allotment is made, the appli­cation money will be returned in full, and where the number of shares allotted is less than tho number applied for, the surplus will be credited in reduction of the amount payable on allotment, and any excess will bo returned to the applicant.

Tho Directors. reservo to thoinselves discretion'in tho allotment of shares. Failure to pay nit instalment on shares when duo will render previous payments liable to lie forfeited. , . -

The minimum subscription upon which tho: Directors may procood to allotment lias been fixed by the Articles of Association at 40 % of the shares offered.

A copy of tho Memorandum of Association,' which forms part /of this Prospectus, is endorsed hereon.

The above-mentioned contracts or copies of these documents, together with the print of the Company's Memorandum and Articles of Association, jnay bo inspected at the offices of Messrs. Kyrincopoulo Fibres & Cie., Alexandria, and at the offices of tha legal advisers to the Company at Alexandria.

Copies of this prospectus and application forms can be obtained at tho same offices and at tho offices of the Bankers of tho Company at Alexandria.

29987-3-1 Dated 4th April 1907.

The Money Market.

We are happy to be able to forecast with some assurance a distinct easing off of tho money market here. Things seem to have entered upon a neVr and altogether improved stage. The half-million of gold which was purchased for America has not been shipped there, and tho buyers inform us they are returning it to the Bank of England, os it no longer pays to send gold to tho States

These and other indications of returning ease wifi have a very salutary effect Large amounts of dividends, which have teen petit up for some time, are being distributed by the Bank of England and the railways,' ana discounts ore readily taken for three months bills nt •!}.

Holiday and end of month requirements have peon responsible ' for a reduction in the Bank's, stock of bullion £650,000 notwith­standing the influx of £323,000 from abroad. On the other hand, the note circulation lias > contracted by £329.000, so that the reserve ia only down £326,000. The ratio to liabilities is } percent, higher at 41 { percent, ip con­sequence of a net reduction in the deposits on a somewhat heavier scalo than the diminution. ; in the "reserve.

The Stock Markets.

It cannot be said that the holidays exercised a very invigorating effect upon the stock markets, for in the early part of the week .they were anything but cheerful. This was doubtless due partly to the 'act that some members of the ''House" Dad extended their holidays in consequence of the brilliant weather, and tho ottondnivN) was correspondingly thin, and another unsatisfactory feature^was tho realisa­tions of-some of the stock taken over lust week while some rather heavy selling-orders were also received from Paris.

It is satisfactory to note, however, that this weakness has only teen temporary. Yesterday a substantial improvement wns noticeable in most sections, and with increasthg confidence brokers ignored as idle tho rumours which had teen prevalent of trouble at the Paris scttlo- ' ment, and the possibility ol a further rise in : the Bank rate. Tho improvement in Americans gave much ft.tsi.stan e, and nt tho close markota were quite buoyant

Tho tone has continued good to-day, and ' prices in nearly all sections show further improvement

Consle

The gilt-edged section was somowliat'se­riously affected by the set-back on Wednesday, , and donsola dropped A to 85 f, for the ac­count, Yesterday tho inarkot(was firmer, and at tho close< the premier security waa Ar tetter for cash and.account To-day Consols have registered a further advance of A. the closing ,

notations being 85U for cash and 86/j for ic acconnt

Foreign Bonds

International securities have teen quiet throughout R ssians at ono time were weak, and shell |, and Japanese Fourand-a-Half per cents, lost 4 Japanese Fours, however, advanc- . ed J to 84 f. Yesterday the roarkot was firm, , but few changes were marked, both Russian and Japauese stocks maintaining the previous : day's quotations.

To-dav Russian Fives have given way J to 83, but Japanese have put on J to |.

Home Ralle.

The excellent weather condition* during the woek-end bringing prospects of bumper holiday traffics, caused tbo home railway market to te quito buoyant at the beginning of the week, but tho advance was not maintained on Wed nesday, several substantial declines following realisations of stook, some.of which lm been taken over at the last settlement Great West om, Brighion "A, and South Western Defer­red lost 1}, North British Deferred 1 *, and Metropolitan Consols 1.

Yesterday, after a dull opening, the market gathered strength, and before the close had recovered to an appreciable extent. Brighton "A" were exc-ptionally active, and rose 1} to 99 } Great Western, North Western, and Midland nut on a full point, and Caledonian Deferred f.

Tho Good. Friday week traffics are fairly good as con pared with tho ramo week last year. The L. & N. W. show an increase of £12,000, the Midland £11,800, North Eastern £9^600, and Great Central £6,800. The South Eastern and Chatham, on tbo other hand, report

'xjrease of £5,400, and the Great Western Metropolitan also fall behind last year totals to the extent of £2,300 and £1,600.

Homo Rails have teen generally steady to­day. South Eastern "A" are j tetter, and Lancashire and Yorkshire have gained J.

Amorloana.

Shares in the American section have moved in orratic fashion. 8omo disturbance has teen caused by tho squabble botween Mr. Roosevelt and Mr. Harrison, although it is generally realised that whatever the ou tcome of the trouble, the effect upou stocks cannot te very serious. On Tuesday several lines received a fair amount of support, Unions advancing 6j, Aitehison 4 $ and Milwaukee, Louisville, and Northern Pacific 4. But on Wednesday the Hone was weak, and Unions fell back 4} Yeiterday. morning the tone was again heavy owing to realisations in New York and on the Con­tinent, but with the opening advices from Wall St the market took a turn for the better, and prices finished about the best- Unions closed with a rise of 3j to 141}, and Aitehison and Reading each "gained 21 to 98} and 56} respectively.

A further steady improvement has taken place to-day. Unions are 21 up, Southern Pacific have advanced 3}.

Egyptian*.

The Egyptian market is stagnant, and price* certainly show no improvement, though it ia satisfactory to note that in spite of neglect quotations in the main are *ell maintained. National Bank after touching 26 have fallen back to 254-}, but-Delta Preference Bearer have changed hands at 11 with small- buyers about at this figure. Agricultural. Bank of Egypt are 25}-}, the Preference 9}-}, and the 3r per cent Debentures 88-9 ox dividend. Delta Land and Investment are nominal at 3}-}. There is some demand for United Egyp­tian Lands at premium, but the Deferred are nnmentioned at 7 }-8 }.

Daira Sanieh are offered at 15|, and the Deterred at 90. Egyptian .Estates are dull at 1 l.H-il Tho Deferred a$ quoted 17-19. Salt and Soda ate flat at 21' s sellers, and Khedi- vial Mail have not teen dealt in, and are lj-t. Corporation of Western Egypt remain firm at }-J. Egyptian Markets close at l}-}, and there is do change in Union Fonciere at 6} }, and Land Bank nt 8}-}.

Mining,

South African mining shares have teen depressed, an adverse feature having teen some heavy liq dilation from Paris, where it was reported difficulties had arisen in con­nection with tho settlement

Yesterday Paris came jp a buyer, and this gave some semblance of strength to the market, the closing quotations showing small recoveries on balance, Gold Fields gained 3/32, to 4,11/82, Moddera fr, to 6 i, and East Rands 3/32, to 4, A,

Kaffir* have teen quiet to-day, and few changes nro shown.

Egyptian mining shares still continue help­less. At th? beginning Nile Valley put on 3d. to 2/6. but havo since fallen back to 2 '-s.

Egyptian Mines Exploration are unchanged at 1/9.