ORION NEW ZEALAND LIMITED v THE CROWN [2018] NZHC 1750
Where a registered proprietor mistakenly appears in the sale documentation but the registered proprietor received the purchase price and intended to transfer, the proprietor can be treated as holding the property on resulting or constructive trust for the purchaser and the court may vest the land in the purchaser...
Source-derived case information.
- Citation
- [2018] NZHC 1750
- Parties
- Applicant: Orion New Zealand Limited; Respondent: The Crown
- Court
- High Court
- Jurisdiction
- New Zealand
- Judgment Date
- 16 July 2018
- Procedural Posture
- Vesting Application Under Trustee Act 1956 / Oral Hearing and Judgment (high Court)
- Outcome
- Order granted.
- Legal Topics
- Vesting of Land, Resulting Trust, Constructive Trust, Struck Off Company, Transfer of Land
Source-derived case record
Summary, issues, holding and outcome
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Parties
Orion New Zealand Limited
Applicant
The Crown
Respondent
Procedural Posture
Vesting Application Under Trustee Act 1956 / Oral Hearing and Judgment (high Court)
Legal Issues
- 1 Whether land should be vested in the applicant under s 52(1)(b)(iv) of the Trustee Act 1956
- 2 Whether Jalto Holdings No 3 Ltd held the land on resulting or constructive trust for Orion
- 3 Effect of the vendor company being struck off on the applicant's entitlement
Ratio Decidendi
Where a registered proprietor mistakenly appears in the sale documentation but the registered proprietor received the purchase price and intended to transfer, the proprietor can be treated as holding the property on resulting or constructive trust for the purchaser and the court may vest the land in the purchaser under s 52(1)(b)(iv) of the Trustee Act 1956; applying that principle the land was vested in Orion.
Court Disposition
Order granted.
Orders
- Pursuant to s 52(1)(b)(iv) of the Trustee Act 1956 the land described in the application (Lot 37 Deposited Plan 407190 held in computer freehold register 425256) is vested in Orion New Zealand Ltd.
Full Case Text
Judgment text and source record
1 paragraphs
ORION NEW ZEALAND LIMITED v THE CROWN [2018] NZHC 1750 [16 July 2018]IN THE HIGH COURT OF NEW ZEALANDCHRISTCHURCH REGISTRYI TE KŌTI MATUA O AOTEAROAŌTAUTAHI ROHECIV-2018-409-000388[2018] NZHC 1750BETWEEN ORION NEW ZEALAND LIMITEDApplicantAND THE CROWNRespondentHearing: 16 July 2018Appearances: S Steven for ApplicantNo appearance for RespondentJudgment: 16 July 2018ORAL JUDGMENT OF VENNING JSolicitors: Chapman Tripp, ChristchurchThe Treasury, Wellington[1] Orion New Zealand Ltd (Orion) applies for an order under s 52(1)(b)(iv) of theTrustee Act 1956, namely that land Lot 37 Deposited Plan 407190 held in computerfreehold register 425256 be vested in it.[2] The background to the application is set out in the affidavits of Wendy Hughes,a legal administrator, and is supported by an affidavit of Mark Towler. Ms Hughesconfirms that in October 2007 Orion offered to purchase a small parcel of land fromJalto Holdings Ltd. However despite the fact that Jalto Holdings Ltd and Orionentered an agreement for sale and purchase in relation to the property, the propertywas at all material times held by Jalto Holdings No 3 Ltd, a related company. Thematter was not picked up by the advisers at the time.[3] Subsequently Jalto Holdings No 3 Ltd issued an invoice for the agreedpurchase price which was paid by Orion to Jalto Holdings No 3 Ltd. The property wasnot transferred to Orion and on 6 May 2013 Jalto Holdings No 3 Ltd was struck off.Orion therefore brings this application seeking to have the property vested in its name.[4] Mr Towler, who is a former director of both of the Jalto Holdings companiesconfirms that the reference to Jalto Holdings Ltd in the offer and agreement for saleand purchase was a mistake and that the intent of both companies at that time, JaltoHoldings No 3 Ltd and Jalto Holdings Ltd, was to bind Jalto Holdings No 3 asregistered proprietor of the land to the sale of the land on the terms of the offer. As aresult Jalto Holdings No 3 Ltd effectively held the land in trust for Orion on a resultingor constructive trust until it was struck off the register. All relevant parties have beenserved with a copy of the application. The Solicitor-General and Treasury have beenserved. The Treasury has confirmed it has no opposition or objection to the orderssought.[5] Given the evidence in Ms Hughes' affidavit, confirmed by Mr Towler, I amsatisfied that Jalto Holdings No 3 Ltd held the land on trust for Orion and it isappropriate to make the order sought.[6] I make an order in terms of s 52(1)(b)(iv) of the Trustee Act 1956 vesting theland described in the application in Orion New Zealand Ltd.__________________________Venning J