New Zealand Case Law: Decisions & Judgments

Topic

Director's duties

Legal area

Court

13 Dec 2023

KARIKAAS NATURAL DAIRY PRODUCTS HOLDINGS LIMITED v ARUNDEL FARM HOLDINGS LIMITED [2023] NZHC 3672

Citation

[2023] NZHC 3672
Court

High Court

Clause 8 (joint funding policy) did not survive termination and no implied obligation arose to continue funding after termination; however clauses 12 and 13 of the shareholders agreement, which set out a buyout and repayment regime, can operate post-termination to defer repayment of loan accounts if the cl 12 buyout procedure is completed; a director-creditor calling up contractual loans is not in breach of director's duties where contractual rights exist; accordingly the application to set aside the statutory demands is conditional: if the opposing party confirms its bid as genuine the deman…
26 May 2023

LIU v KANG [2023] NZHC 1263

Citation

[2023] NZHC 1263
Court

High Court

Although plaintiffs established a good arguable case on their claims, they failed to demonstrate the requisite danger of dissipation or alienation of assets — the evidentiary material showed dispositions in the ordinary course and no real risk assets would be put beyond plaintiffs' reach — therefore the interlocutory freezing orders were not justified and the application was dismissed.
1 Nov 2021

DEMPSEY WOOD CIVIL LTD v GAPES [2021] NZHC 2933

Citation

[2021] NZHC 2933
Court

High Court

The Court ordered the Companies Act s301 award of $100,000 be paid by the defendant to Panama Road Developments Limited because the plaintiff pleaded for payment to PRDL and the liquidator indicated the award ought to be paid to PRDL; the Court held there was no impermissible double punishment because the Companies Act breaches (ss135/136) and the FTA breach respond to different wrongs, but directed that any amount received by Dempsey Wood as a result of the Companies Act award paid to PRDL must be offset against the FTA award; interest on the FTA award to the date of the substantive judgment…
18 Oct 2021

PANOPTIC VANTAGE (NZ) LIMITED v LISBET [2021] NZHC 2755

Citation

[2021] NZHC 2755
Court

High Court

There was an inordinate and inexcusable delay from August 2015 to 2021 which caused serious prejudice to the defendant (notably fading memory and potential loss of documentary/material ability to defend), making a fair trial impossible; reliance on hoped-for police prosecutions did not justify remaining dormant, therefore the proceeding is dismissed under r 15.2.
30 Sept 2021

SPENCE v R [2021] NZCA 499

Citation

[2021] NZCA 499
Court

Court of Appeal

Fresh psychiatric evidence may be admitted on appeal if cogent and materially adds to the material before the sentencing Judge; where a director's dishonesty under s138A caused large but not precisely quantified losses (here assessed between $500,000 and $1,000,000) through repeated phoenix transfers, the appropriate starting point must reflect statutory maximums and comparative authorities; mitigation based on medical/psychological evidence requires persuasive independent evidence and limited weight may be given to self‑reporting; applying those principles the Court reduced the global starti…
3 Jun 2021

ARNERICH v DHC ASSETS LTD [2021] NZCA 225

Citation

[2021] NZCA 225
Court

Court of Appeal

Director breached s 131 by causing the trustee company to distribute trust proceeds to beneficiaries while failing to have regard to Vaco's interests as trustee and contingent creditor claims; where breach caused loss to creditor, court may order compensation under s 301 and must determine the company's liability to the creditor to assess appropriate relief; interest award to be adjusted to exclude contractual penalty interest on components not attracting contractual interest.
28 Aug 2020

Alala International Limited (in liquidation) v Chen [2020] NZHC 2212

Citation

Alala International Limited (in liquidation) v Chen [2020] NZHC 2212
Court

High Court

The court found the director breached ss 131, 135 and 137 by dissipating the company's funds (opening balance and net proceeds of property sale) while the company was insolvent or approaching insolvency, failed to keep adequate accounting records contrary to s 194, and that those breaches causally resulted in the company's inability to meet GST and other creditor claims; accordingly the court ordered full compensatory relief under s 301 in the amount of NZD 580,248.24 together with interest and ordered NZD 10,000 under s 300 for additional liquidation costs.
30 Jun 2020

NZ NATURAL THERAPY LTD (IN LIQ) v LITTLE [2020] NZHC 1506

Citation

[2020] NZHC 1506
Court

High Court

The plaintiffs were entitled to costs because they were substantively successful overall; Mr Little's failure to disclose the deed of appointment earlier (even if innocent) and his late-raised defence to the current account claim materially increased the plaintiffs' litigation costs, but the plaintiffs' initial pursuit of larger claims did not disentitle them to costs. On balance the court awarded Scale 2B costs to the plaintiffs, declined increased costs, and allowed the claimed disbursements.
11 Dec 2019

LI v LUAN [2019] NZHC 3267

Citation

[2019] NZHC 3267
Court

High Court

On the material before the Court there is a serious question to be tried and, for the short period until a substantive hearing, the balance of convenience and overall justice favour preserving the status quo; accordingly an interim injunction preventing sale, mortgage, encumbrance or transfer of 888 Colombo Street was granted until the substantive hearing or further order, on undertakings as to damages.
15 Nov 2019

RIKI SCOTT STEEN WALLS v ULSTERMAN HOLDINGS LIMITED (IN LIQUIDATION) [2019] NZSC 126

Citation

[2019] NZSC 126
Court

Supreme Court

Rule 15.9(2) is clear and unambiguous: no notice is required to list a formal proof hearing; the Rules provide an express remedy (r 15.10) to challenge any default judgment; accordingly there is no real prospect of success on the applicant's NZBORA/natural justice argument and leave to appeal is refused.