New Zealand Case Law: Decisions & Judgments

Topic

Company restoration

Legal area

Court

3 May 2023

DILLON v DILLON [2023] NZHC 949

Citation

[2023] NZHC 949
Court

High Court

Defendants failed to establish that none of the pleaded causes of action could possibly succeed and summary judgment was inappropriate given disputed material facts and inadequate defendant affidavit evidence; the strike-out application was dismissed, plaintiff must replead to comply with procedural rules, contract claims against the individuals are untenable and any contract claim should be pleaded against Tullycrine Ltd only, equitable claims (promissory estoppel, constructive trust and possible fiduciary/knowing receipt claims) are tenable and not fully time-barred, and the plaintiff may s…
23 Mar 2023

RE DEPARTMENT OF INTERNAL AFFAIRS (QIAN DUODUO LTD) [2023] NZHC 602

Citation

[2023] NZHC 602
Court

High Court

The court granted restoration under s329 because continuation of the criminal proceedings serves the public interest and general deterrence in enforcing the AML/CFT Act, the DIA's late objection was inadvertent and not fatal, and potential inability to recover penalties is not a reason to refuse restoration; questions of recoverability and sentencing are for the sentencing court, not the restoration application.
4 Apr 2022

MINISTRY OF HEALTH v REGISTRAR OF COMPANIES [2022] NZHC 675

Citation

[2022] NZHC 675
Court

High Court

Because NZ Water Purifier Ltd was a party to ongoing legal proceedings when it was removed from the Register and s329 authorises restoration in those circumstances, the Court ordered restoration; the procedural objections and claimed diplomatic immunity did not negate the statutory basis for restoration.
6 Oct 2021

McEWEN v THE REGISTRAR OF COMPANIES [2021] NZHC 2653

Citation

[2021] NZHC 2653
Court

High Court

Applicant had standing under s329(2)(a)(iii) and proved Eastzone Realty was a party to proceedings when removed; with consent from the Registrar and no objection from the Secretary to the Treasury or the removed company, the Court granted restoration under s329(1)(a)(ii)/(1)(a)(ii) and made ancillary orders for leave and Registrar compliance.
6 Oct 2021

DOE v REGISTRAR OF COMPANIES [2021] NZHC 2654

Citation

[2021] NZHC 2654
Court

High Court

Restoration ordered because although removal was valid at the time (company ceased trading, solvent, filings up to date), a material change of circumstances occurred (Crown offering property back) which made it just and equitable to restore Spirax; there were no creditors, no compliance failures, and the Registrar and Treasury raised no objection.
15 Jun 2021

SUMMERFIELD v THE REGISTRAR OF COMPANIES [2021] NZHC 1417

Citation

[2021] NZHC 1417
Court

High Court

The company was restored under s 329 because it continued to carry on business and remained the registered proprietor of property required to complete an imminent sale, the Registrar consented and Treasury had no objection, and restoration was made conditional on filing outstanding income tax returns and paying any tax shortfall by specified dates.
23 Apr 2021

GARDINER v REGISTRAR OF COMPANIES [2021] NZHC 887

Citation

[2021] NZHC 887
Court

High Court

Restoration was ordered because it was just and equitable: applicant did not receive notice of removal due to his accountants' failure, the company had no creditors other than the applicant and its financial position had not changed, the applicant intended to use the company again and has taken steps to remedy compliance failures, there was a legitimate reason to restore (to seek benefit of overlooked tax losses), and there was no objection or public interest bar; the question of whether tax losses are available remains for tax statute procedures.
4 May 2020

COMMERCIAL MANAGEMENT LTD v COMMISSIONER OF INLAND REVENUE [2020] NZHC 891 [4 May 2020]

Citation

[2020] NZHC 891
Court

High Court

The Registrar was correctly struck out as respondent because he was named in breach of High Court Rules r 20.9(2); s 370 of the Companies Act does not oblige naming the decision-maker as a respondent to bind him; the Commissioner was granted leave to intervene because she has a direct interest in the appeals and her participation would materially assist the Court.
26 Aug 2019

KEMP v REGISTRAR OF COMPANIES [2019] NZHC 2100

Citation

[2019] NZHC 2100
Court

High Court

Restoration was justified as just and equitable to enable completion of an incomplete liquidation where assets and an unclaimed tax credit remained; the incumbent liquidator was removed for failing to comply with statutory duties and substitute liquidators who consented were appointed; costs awarded against the former liquidator.
17 May 2013

ALBACORE FISHERIES LIMITED V SUNSAI LIMITED HC WN CIV-2010-485-2395

Citation

openlaw-10a19b68_8f48_408c_a761_d3f39a33f705.pdf
Court

High Court

Costs were refused because Sunsai Limited was in voluntary liquidation engaging s 248(1)(c)(i) which prevents continuation of proceedings to recover costs absent liquidator consent or court order, and because the applicant provided sparse submissions and failed to pursue the matter or respond to the court's directions, leaving no basis to award costs.