IN THE MATTER OF INTERNATIONAL DIRECT LTD HC WN CIV-2006-485-2020

IN THE MATTER OF INTERNATIONAL DIRECT LTD HC WN CIV-2006-485-2020

Sections 261 and 266 of the Companies Act 1993 confer broad powers to compel attendance, examination and production of documents from directors, former directors and other persons (including legal advisers) with knowledge of company affairs; these powers extend to persons resident overseas and a director cannot avoid obligations by leaving New Zealand; accordingly the Court rejected the broad jurisdictional challenge but required further affidavit evidence from the overseas director and ordered a barrister to produce company documents.

Citation
openlaw-e9540668_eede_4413_9aca_4ed5ab61c71e.pdf
Parties
Liquidator: Robert Bruce Walker; Company (in Liquidation): International Direct Limited (in liquidation); Director/shareholder (respondent): Michael Hebden Bennett; Barrister (respondent): Deidre Ann Watson
Court
Unknown Court
Jurisdiction
New Zealand
Judgment Date
17 November 2006
Procedural Posture
Application Under Companies Act 1993 (s261, S266) / Judgment (hearing 14 November 2006)
Outcome
Partial grant of relief to liquidator. Jurisdictional challenge rejected in principle but further affidavit from Mr Bennett ordered; production order made against Ms Watson.
Legal Topics
Liquidator Powers, Production of Documents, Examination on Oath, Jurisdiction Over Overseas Director, Solicitor Client Privilege
Company Law Insolvency Civil Procedure Evidence Liquidator Powers Production of Documents Examination on Oath Jurisdiction Over Overseas Director +1 more

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Parties

Robert Bruce Walker

Liquidator

International Direct Limited (in liquidation)

Company (in Liquidation)

Michael Hebden Bennett

Director/shareholder (respondent)

Deidre Ann Watson

Barrister (respondent)

Procedural Posture

Application Under Companies Act 1993 (s261, S266) / Judgment (hearing 14 November 2006)

Legal Issues

  1. 1 Whether New Zealand courts have jurisdiction to compel compliance with s261/s266 of the Companies Act 1993 from a person resident overseas
  2. 2 Whether a barrister who acted for a company may be compelled to produce company documents under s261
  3. 3 Whether s261 notices must specify documents and purpose with particularity

Ratio Decidendi

Sections 261 and 266 of the Companies Act 1993 confer broad powers to compel attendance, examination and production of documents from directors, former directors and other persons (including legal advisers) with knowledge of company affairs; these powers extend to persons resident overseas and a director cannot avoid obligations by leaving New Zealand; accordingly the Court rejected the broad jurisdictional challenge but required further affidavit evidence from the overseas director and ordered a barrister to produce company documents.

Court Disposition

Partial grant of relief to liquidator. Jurisdictional challenge rejected in principle but further affidavit from Mr Bennett ordered; production order made against Ms Watson.

Orders

  • By 1 December 2006 Mr Michael Hebden Bennett is to file and serve the affidavit referred to in his Notice of Opposition
  • The application against Mr Bennett is to be listed for call in the Associate Judge's List on 5 December 2006