PURE ELITE HOLDINGS LIMITED & Ors v BODCO LIMITED & Ors [2017] NZHC 2746

PURE ELITE HOLDINGS LIMITED & Ors v BODCO LIMITED & Ors [2017] NZHC 2746

The recall application was declined because the omitted argument about automatic expiry and implied recovery conflicted with other findings of contractual uncertainty and raised issues unsuitable for summary judgment; it did not constitute the narrow 'very special reason' required to recall judgment and recalling would serve no real purpose.

Citation
[2017] NZHC 2746
Parties
First Plaintiff: PURE ELITE HOLDINGS LIMITED; Second Plaintiff: PEH NEW ZEALAND LIMITED; Third Plaintiff: EVER HEALTH NEW ZEALAND LIMITED; Fourth Plaintiff: RANDOLPH EDWARD CASIMIR VANDER BURGH; Fifth Plaintiff: GEOFFREY IAN POLLARD; First Defendant: BODCO LIMITED
Court
High Court
Jurisdiction
New Zealand
Judgment Date
9 November 2017
Procedural Posture
Proceeding Under the Companies Act 1993 Arising From Contractual and Fiduciary Claims / Application to Recall Judgment Under R 11.9 High Court Rules (recall Application Decided)
Outcome
Application to recall the judgment declined.
Legal Topics
Recall of Judgment, Summary Judgment, Contract Interpretation, Implied Terms, Time Is of the Essence, Cancellation and Restitution
Civil Procedure Contract Law Company Law Restitution Recall of Judgment Summary Judgment Contract Interpretation Implied Terms +2 more

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Parties

PURE ELITE HOLDINGS LIMITED

First Plaintiff

PEH NEW ZEALAND LIMITED

Second Plaintiff

EVER HEALTH NEW ZEALAND LIMITED

Third Plaintiff

RANDOLPH EDWARD CASIMIR VANDER BURGH

Fourth Plaintiff

GEOFFREY IAN POLLARD

Fifth Plaintiff

BODCO LIMITED

First Defendant

Procedural Posture

Proceeding Under the Companies Act 1993 Arising From Contractual and Fiduciary Claims / Application to Recall Judgment Under R 11.9 High Court Rules (recall Application Decided)

Legal Issues

  1. 1 Whether the judgment should be recalled under r 11.9 High Court Rules as a 'very special reason'
  2. 2 Whether the parties agreed the contract automatically expired after 90 days and whether an implied term permitted recovery of share entitlements and directorships
  3. 3 Whether issues of contract interpretation and implied terms were suitable for summary judgment

Ratio Decidendi

The recall application was declined because the omitted argument about automatic expiry and implied recovery conflicted with other findings of contractual uncertainty and raised issues unsuitable for summary judgment; it did not constitute the narrow 'very special reason' required to recall judgment and recalling would serve no real purpose.

Court Disposition

Application to recall the judgment declined.

Orders

  • Application to recall judgment dismissed
  • Parties to file memoranda on costs not exceeding six pages on each side within 10 working days