ANGELA CLAIRE SHAW AND IAN ALEXANDER SHAW v COLIN DAVID OWENS AND DAVID STUART VANCE AS THE LIQUIDATORS OF ALUMINIUM PLUS WELLINGTON LIMITED [2017] NZSC 160

ANGELA CLAIRE SHAW AND IAN ALEXANDER SHAW v COLIN DAVID OWENS AND DAVID STUART VANCE AS THE LIQUIDATORS OF ALUMINIUM PLUS WELLINGTON LIMITED [2017] NZSC 160

The Supreme Court granted a short extension of time but dismissed leave to appeal because the issues were fact-specific, the Court of Appeal's finding that the directors breached duties by releasing the Trust's obligations (thereby rendering Aluminium Plus insolvent) was open on the evidence, and there was no matter of general or commercial importance nor a risk of miscarriage of justice warranting further appeal.

Citation
[2017] NZSC 160
Parties
Applicant (trustee of I & a Shaw Family Trust): Angela Claire Shaw; Applicant (trustee of I & a Shaw Family Trust): Ian Alexander Shaw; Respondent (liquidator of Aluminium Plus Wellington Limited): Colin David Owens; Respondent (liquidator of Aluminium Plus Wellington Limited): David Stuart Vance
Court
Supreme Court
Jurisdiction
New Zealand
Judgment Date
20 October 2017
Procedural Posture
Application for Leave to Appeal to the Supreme Court / Leave Application and Extension of Time Application Decided by Supreme Court
Outcome
Extension of time to file leave application granted; application for leave to appeal dismissed; costs awarded to respondents
Legal Topics
Directors' Duties, Reckless Trading (s135), Negligence (s137), Compensation Orders (s301), Extension of Time, Leave to Appeal, Liquidation, Costs
Company Law Insolvency Civil Procedure Appeals Directors' Duties Reckless Trading (s135) Negligence (s137) Compensation Orders (s301) +4 more

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Parties

Angela Claire Shaw

Applicant (trustee of I & a Shaw Family Trust)

Ian Alexander Shaw

Applicant (trustee of I & a Shaw Family Trust)

Colin David Owens

Respondent (liquidator of Aluminium Plus Wellington Limited)

David Stuart Vance

Respondent (liquidator of Aluminium Plus Wellington Limited)

Procedural Posture

Application for Leave to Appeal to the Supreme Court / Leave Application and Extension of Time Application Decided by Supreme Court

Legal Issues

  1. 1 Whether directors breached duties under ss 135 and 137 of the Companies Act 1993 by releasing the Trust from payment obligations thereby rendering the company insolvent
  2. 2 Whether the High Court erred in awarding full liquidation costs in the compensation order
  3. 3 Whether Aluminium Plus' unpursued counterclaim affected directors' liability

Ratio Decidendi

The Supreme Court granted a short extension of time but dismissed leave to appeal because the issues were fact-specific, the Court of Appeal's finding that the directors breached duties by releasing the Trust's obligations (thereby rendering Aluminium Plus insolvent) was open on the evidence, and there was no matter of general or commercial importance nor a risk of miscarriage of justice warranting further appeal.

Court Disposition

Extension of time to file leave application granted; application for leave to appeal dismissed; costs awarded to respondents

Orders

  • Extension of time to file leave to appeal granted
  • Application for leave to appeal dismissed