CARTER v CANTERBURY DESIGN AND DEVELOPMENT LIMITED [2023] NZHC 1249

CARTER v CANTERBURY DESIGN AND DEVELOPMENT LIMITED [2023] NZHC 1249

Because the defendants filed express admissions conceding the claim for issuance of 500 ordinary shares and the appointment of the first plaintiff as director, the court entered orders in respect of those heads; the claim for repayment of $50,000 was dismissed because the plaintiffs abandoned it and costs liability was acknowledged but entitlement to indemnity costs was reserved for determination on submissions.

Citation
[2023] NZHC 1249
Parties
First Plaintiff: Simon Laidlaw Carter; Second Plaintiff: Christopher John Swann; First Defendant: Canterbury Design and Development Limited; Second Defendant: Aaron John Hooper; Second Defendant: Carl James Fordyce
Court
High Court
Jurisdiction
New Zealand
Judgment Date
25 May 2023
Procedural Posture
Specific Performance (summary Judgment Application) / Judgment Upon Admissions
Outcome
Judgment entered on admissions: order for issuance and transfer of 500 ordinary shares to the first plaintiff and appointment of the first plaintiff as director; application for summary judgment as to repayment of $50,000 dismissed; liability for costs found with entitlement to indemnity to be determined on...
Legal Topics
Specific Performance, Issuance of Shares, Appointment of Director, Access to Company Records, Costs and Indemnity Costs, Summary Judgment, Admissions
Company Law Contract Law Civil Procedure Remedies Specific Performance Issuance of Shares Appointment of Director Access to Company Records +3 more

Case Brief

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Parties

Simon Laidlaw Carter

First Plaintiff

Christopher John Swann

Second Plaintiff

Canterbury Design and Development Limited

First Defendant

Aaron John Hooper

Second Defendant

Carl James Fordyce

Second Defendant

Procedural Posture

Specific Performance (summary Judgment Application) / Judgment Upon Admissions

Legal Issues

  1. 1 Whether 500 ordinary shares (33%) should be issued to the first plaintiff and transferred to him
  2. 2 Whether the first plaintiff should be appointed a director of the company
  3. 3 Whether the $50,000 paid by the first plaintiff should be returned to the company

Ratio Decidendi

Because the defendants filed express admissions conceding the claim for issuance of 500 ordinary shares and the appointment of the first plaintiff as director, the court entered orders in respect of those heads; the claim for repayment of $50,000 was dismissed because the plaintiffs abandoned it and costs liability was acknowledged but entitlement to indemnity costs was reserved for determination on submissions.

Court Disposition

Judgment entered on admissions: order for issuance and transfer of 500 ordinary shares to the first plaintiff and appointment of the first plaintiff as director; application for summary judgment as to repayment of $50,000 dismissed; liability for costs found with entitlement to indemnity to be determined on...

Orders

  • 500 ordinary shares in Canterbury Design and Development Limited are to be issued and transferred to the first plaintiff, Simon Laidlaw Carter
  • Simon Laidlaw Carter is appointed a director of Canterbury Design and Development Limited