Rowntree Associated Companies

Corporate records of Rowntree's subsidiary and associated companies. Includes memoranda and articles of association, certificates of incorporation, registers of directors and secretaries, lists/registers of shareholdings and shareholders, registers of members, annual reports and accounts, annual returns, minutes and reports of Annual and Extraordinary General Meetings, Board minutes (usually minutes of Board of Directors), minutes of sealing committees, seal books, legal and administrative correspondence, financial ledgers and journals, legal records and agreements, and some estate, personnel, advertising and packaging records.
For the term Combined Register, see the note below.

In 1969 Rowntree & Co merged with John Mackintosh & Sons to become Rowntree Mackintosh PLC.

The limited company of Rowntree and Co. was incorporated in March 1897. The assets of H.I. Rowntree and Co. (of which Joseph Rowntree was at that time the sole owner) were transferred to the new company. Papers concerning the valuation of the assets of H.I. Rowntree and Co and the formation of the limited company are listed under Rowntree/R/DH/SR/1-5.
To Joseph Rowntree, at the head of the company, personal contact with each of his employees and close supervision of every aspect of the business was a primary concern. However with the growth of the business a more formal structure became necessary. From the 1880s onwards the activities of the company became divided into several departments, connected with production or technical and administrative services. Following the creation of the limited company in 1897 the directors developed their own areas of responsibility; and T.H. Appleton, as Works Manger and later director, held a central role.
In 1923, when B.S. Rowntree took over as Chairman, Rowntree employees numbered nearly 7,000, including medical, welfare and pension staff and a large sales and distribution network. The company, increasing in size and complexity was outgrowing the existing management structure. Change had begun to take place, on an 'ad hoc' basis; a series of meetings to consider questions of labour supply in 1917 developed into the Directors' and Managers' Conference and Board committees had been set up to discuss wages and advertising and sales. A formal board committee system was established in 1920 [see Rowntree/R/B6], and several departments with strategic roles, such as Costing and Planning, were formed. Gradually, responsibility for accounting, administration of the workforce and planning etc, was transferred away from small units within production departments and concentrated in these strategic departments.
The growth of the business and Seebohm's interest in management pointed to the need for a formal structure for delegating, reporting, advising and communicating across the company. An Organisation Committee was formed, in 1922 reporting directly to the Chairman, to devise a new framework and oversee its implementation. The result was a 'divisional' structure developed by Oliver Sheldon (Organising Secretary) and the committee, within which the company operated until the 1960s.
In the new structure, departments were grouped into Functions which in turn formed Divisions, each one controlled by a Director. The five main divisions were Finance, Technical, Production, Labour and Distribution. (The Production and Labour Divisions did not have a 'Functional' level.) The Company Secretary, Solicitor, Registrar and Clerical, Business Research and Organisation Offices were later joined together within a Headquarters Division.
In 1931 the Board of Directors was turned into a General Board to perform the functions of a holding Board. A the same time the Articles of Association were altered so as to give power to create a York Board with responsibility for the York business. Members of the York board had the full powers of directors within the sphere of the York business. Most were Directors of the company and also served on the General Board, until the 1950s when membership of the York Board was extended to include managers. Non-executive responsibility for most subsidiary companies rested with the General Board, which was served by the York Headquarters staff. In theory the position of the York Board in relation to the General Board was therefore the same as the boards of associated companies, however in practice the York business was always dominant.
During the early late 1950s and 1960s more companies were acquired by Rowntree and production for the grocery market increased. Company growth and diversification again led to organisational change. In 1962 a 'divisional' structure was introduced above that of the parent and subsidiary companies bringing them under central management control. The new Divisions underwent several revisions during the succeeding two decades, but were based essentially on 'operating' or 'service' functions; each headed by a Divisional Board.
In 1969 Rowntree & Co merged with John Mackintosh & Sons to become Rowntree Mackintosh PLC.

The records have been classified and arranged according to the structure of Divisions, Functions and Departments, which was created in the 1920s and remained little changed until the mid 1960s. The most important level of classification is the Department; the organisational level which displays most continuity throughout the history of the company.
The classification scheme adopted for the archive references assigns certain alpha-numeric codes for particular classes or categories of record. The scheme is as follows.
C - Corporate records
* C1 Memoranda and Articles of Association
* C2 Certificates of Incorporation
* C3 Registers of Directors and Secretaries; and shareholdings and interests of Directors
* C4 Seal Books
* C5 Annual Reports and Accounts
* C6 Annual and Extraordinary General Meeting
* C7 Annual Returns to the Registrar of Companies
* C8 Miscellaneous
S - Share records
*S1 Prospectuses
* S2 Registers of Shareholders
* S3 Application and Allotment
* S4 Registers of Debentures and debenture holders
* S5 Share transfers
* S6 Share/Debenture certificates
* S7 Notices to shareholders (re takeovers etc)
B - Board of Directors
* B1 Board Minutes
* B2 Reports to the Board
* B3 Chairman of the Board
* B4 Directors
* B4/XX Individual Directors (eg Rowntree/M/B/5/JM)
* B5 Committees of the Board
* B6 Trust Minutes
L - Legal
F - Finance
E - Estate
P - Production
N - Personnel
M - Marketing and Sales
A - Advertising
K - Packaging

Some parts of the archive are closed at the request of Nestl‚. Remaining records are open to the public, subject to the overriding provisions of relevant legislation, including the data protection laws. 24 hours' notice is required to access photographic material.

The archive was deposited at the Borthwick Institute in 1992. Further additions were made to the archive in 2001, 2002, 2003, 2009, 2010, 2013, 2015 and 2016.

In 1969 Rowntree & Co merged with John Mackintosh & Sons to become Rowntree Mackintosh PLC.

The limited company of Rowntree and Co. was incorporated in March 1897. The assets of H.I. Rowntree and Co. (of which Joseph Rowntree was at that time the sole owner) were transferred to the new company. Papers concerning the valuation of the assets of H.I. Rowntree and Co and the formation of the limited company are listed under Rowntree/R/DH/SR/1-5.
To Joseph Rowntree, at the head of the company, personal contact with each of his employees and close supervision of every aspect of the business was a primary concern. However with the growth of the business a more formal structure became necessary. From the 1880s onwards the activities of the company became divided into several departments, connected with production or technical and administrative services. Following the creation of the limited company in 1897 the directors developed their own areas of responsibility; and T.H. Appleton, as Works Manger and later director, held a central role.
In 1923, when B.S. Rowntree took over as Chairman, Rowntree employees numbered nearly 7,000, including medical, welfare and pension staff and a large sales and distribution network. The company, increasing in size and complexity was outgrowing the existing management structure. Change had begun to take place, on an 'ad hoc' basis; a series of meetings to consider questions of labour supply in 1917 developed into the Directors' and Managers' Conference and Board committees had been set up to discuss wages and advertising and sales. A formal board committee system was established in 1920 [see Rowntree/R/B6], and several departments with strategic roles, such as Costing and Planning, were formed. Gradually, responsibility for accounting, administration of the workforce and planning etc, was transferred away from small units within production departments and concentrated in these strategic departments.
The growth of the business and Seebohm's interest in management pointed to the need for a formal structure for delegating, reporting, advising and communicating across the company. An Organisation Committee was formed, in 1922 reporting directly to the Chairman, to devise a new framework and oversee its implementation. The result was a 'divisional' structure developed by Oliver Sheldon (Organising Secretary) and the committee, within which the company operated until the 1960s.
In the new structure, departments were grouped into Functions which in turn formed Divisions, each one controlled by a Director. The five main divisions were Finance, Technical, Production, Labour and Distribution. (The Production and Labour Divisions did not have a 'Functional' level.) The Company Secretary, Solicitor, Registrar and Clerical, Business Research and Organisation Offices were later joined together within a Headquarters Division.
In 1931 the Board of Directors was turned into a General Board to perform the functions of a holding Board. A the same time the Articles of Association were altered so as to give power to create a York Board with responsibility for the York business. Members of the York board had the full powers of directors within the sphere of the York business. Most were Directors of the company and also served on the General Board, until the 1950s when membership of the York Board was extended to include managers. Non-executive responsibility for most subsidiary companies rested with the General Board, which was served by the York Headquarters staff. In theory the position of the York Board in relation to the General Board was therefore the same as the boards of associated companies, however in practice the York business was always dominant.
During the early late 1950s and 1960s more companies were acquired by Rowntree and production for the grocery market increased. Company growth and diversification again led to organisational change. In 1962 a 'divisional' structure was introduced above that of the parent and subsidiary companies bringing them under central management control. The new Divisions underwent several revisions during the succeeding two decades, but were based essentially on 'operating' or 'service' functions; each headed by a Divisional Board.
In 1969 Rowntree & Co merged with John Mackintosh & Sons to become Rowntree Mackintosh PLC.

Until the 1960s, Rowntree and Co Ltd administered and controlled its Associated Companies at board level. Members of Rowntree staff held directorships on the Boards of the subsidiary companies. In the case of wholly owned companies (and wherever possible) the Chairman was a Rowntree Board member. York Finance Committee had control of proposed capital expenditure but the conduct and development of each company was in the hands of its Board. The subsidiaries were wholly separate in terms of personnel, accounting and management functions and even the exchange of commercial information was controlled closely. Services rendered by one company for another were charged for (on a non-profit making basis, except where Rowntree did not have a controlling interest).

Co-ordination and liaison between companies was done through the Associated Companies Office (R/AC), with the willingness and authority of the boards concerned. The Company Secretary, Solicitor and Registrar of Rowntree & Co also acted for certain companies. This was increasingly the case following the introduction in 1962 of a divisional structure above that of parent and subsidiary companies, at which point the administration of the subsidiary and associated companies became more centralised. During the period circa 1968-1975 standard Articles of Association were issued by companies across the group, many companies adopted a new name and function, and some ceased to trade and became nominee companies to hold shares or assets (see R/DH/SC/29-51).

The term Combined Register means a register containing, record of applications and allotments of shares, register of members, annual list (copy return to Registrar of Companies), register of charges, debentures, directors, secretaries, directors' share and debenture interests. These registers, where they exist, are always listed under Register of Members. These were frequently used merely as registers of members, with the other pages left blank. In this case they are described in the catalogue as such Register of Members. Where a volume is described as a Combined Register it indicates that some or all of the other sections have been completed.

A typescript finding aid, to file level, is available for consultation in the searchroom of the Borthwick Institute. The advertising guard books and price lists are listed separately in the finding aid 'Rowntree Advertising Material and Price Lists.' The catalogue has also been published as 'A Guide to the Rowntree and Mackintosh Company Archives' by Judith Burg (University of York, 1997).

Retroconverted, edited and imported to Borthcat by K. Mannion, August 2017.

A reprographics service is available to researchers subject to the access restrictions outlined above. Copying will not be undertaken if there is any risk of damage to the document. Copies are supplied in accordance with the Borthwick Institute for Archives' terms and conditions for the supply of copies, and under provisions of any relevant copyright legislation. Permission to reproduce images of documents in the custody of the Borthwick Institute must be sought.

The volumes, files and bundles in the archive came from the offices of associated companies, and most were transferred to the Rowntree and Co. company registrar following cessation of trading or the winding up of the associated company, or following the company's adoption of standard Articles of Association in the early 1970s. Many have reference numbers which appear to have been assigned by W. Howden, Rowntree registrar.
Files created or refiled by Rowntree registrar, in more modern manilla folders, but containing correspondence and papers of Associated Companies from c. 1920s to 1970s. These were stored in filing cabinets in the Secretarial and Legal Department Store. Of these modern files, some (being mainly those titled 'General Correspondence') also contain correspondence of the company secretary of Rowntree Mackintosh, from c. 1970 onwards. This is a result of the centralisation of company secretarial work for the Associated Companies at Group Headquarters in the Secretarial and Legal Department. These files have therefore still been categorised as belonging to the Associated Company concerned.

Further accruals are not expected.

The papers of the company secretary of Rowntree and Co. and Rowntree Mackintosh contain other files relating to Associated Companies. For the Associated Companies Office, see R/AC.

The Rowntree Mackintosh Group Information Handbook, (RM/GH/M/1/1) is a directory of all Associated Companies, as in 1984, giving dates of incorporation, company numbers, previous company names, share capital, directors and secretaries and other information.

Robert Fitzgerald, 'Rowntree and the Marketing Revolution, 1862-1969' (Cambridge, 1995).

Published

GB 193