New Zealand Case Law: Decisions & Judgments

Topic

Dissolution of partnership

Legal area

Court

14 Aug 2023

e9001bb6-4c12-4b43-aa10-8497590f59b3.pdf

Citation

openlaw-11ec574b_4ea7_4295_9d15_17eb07f1ff63.pdf
Court

High Court

Court found Ancrum Farm was operated as a partnership; the PRA did not apply because no timely application or extension was made; grounds under s72(d)(ii),(e) and (f) were established because the defendant's conduct and incapacity made it impracticable to carry on the business and the partnership was operating at a loss; Court dissolved the partnership and made ancillary orders authorising release of repair funds, possession and sale of the property, specified reimbursements to the plaintiff from the defendant's share and an award of costs payable from the defendant's share.
25 Jul 2023

MOSES v STARK [2023] NZHC 1955

Citation

[2023] NZHC 1955
Court

High Court

The partnership was dissolved by operation of law on the death of Mr George Stark on 13 July 2020 (s69(1)); because the partners or their legal representatives are incapable of winding up the partnership due to deadlock, conflict of interest, alleged mismanagement, neglected farm maintenance, tax noncompliance and refusal to cooperate, the Court must exercise its equitable jurisdiction to appoint permanent receivers as a matter of course to wind up the partnership and protect the estate; costs awarded against the uncooperative second defendant for causing and exacerbating proceedings.
28 Apr 2023

MAHASIVAM v THURAISINGHAM [2023] NZHC 986

Citation

[2023] NZHC 986
Court

High Court

Documents confined to McKinstry Avenue ownership, development and uses of that property were relevant to pleaded issues even though the existence of a partnership was contested; tailored discovery was proportionate because categories were limited to matters directly related to the pleadings and potential misuse of partnership assets; accordingly tailored discovery in the specified categories was ordered with directions for affidavit exchange and a pre-trial timetable.
20 Apr 2023

MOSES v STARK [2023] NZHC 844

Citation

[2023] NZHC 844
Court

High Court

Partnership dissolved by operation of law on death of a partner; given dissolution, the existence of a management deadlock, the surviving partner's incapacity and the attorney's conflicts, the likelihood of delay in Family Court, evidence of neglect of farm and risk of intermingling or misuse of partnership assets, the court exercised its discretion to appoint interim receivers and managers to preserve and manage partnership business and recover loans while restricting sale of real estate pending further directions.
7 Mar 2023

MOSES v STARK [2023] NZHC 427

Citation

[2023] NZHC 427
Court

High Court

Associate Judges have jurisdiction to hear interlocutory applications for appointment of interim receivers. However, on the facts there was insufficient evidence of imminent risk of dissipation or damage to partnership assets to justify appointing an interim receiver: Family Court proceedings might resolve the attorney issue, the partnership bank account appeared frozen, the expert report was inconclusive, there was delay in seeking relief, and interlocutory appointment would impose costs; accordingly the application for an interim receiver was declined with leave to reapply if circumstances…
17 Jun 2021

KIDD v VAN HEEREN [2021] NZHC 1414

Citation

[2021] NZHC 1414
Court

High Court

The court held the proper law of the partnership is South African law; the partnership was dissolved by implication from cessation of joint business on or about 18 January 1991 but, under South African law, former partners remained co‑owners of partnership assets pending realisation and distribution and therefore plaintiff retained a proprietary/co‑ownership claim (not merely a pre‑existing debt) enforceable by mutual accounting; the Genan share sale did not operate to transfer partnership assets to van Heeren; residential family homes were not partnership assets; given incomplete records the…
12 Jun 2018

WALLACE v ALTAN [2018] NZHC 1337

Citation

[2018] NZHC 1337
Court

High Court

Goodwill may have market value despite absence of a restraint of trade where a substantial non‑transportable client base and continuity of location and staff confer value; on the facts the continuing salon retained most goodwill and the District Court valuation methodology (EBPIDT multiplier leading to a net award of $39,233) was correct, so the appeal fails and the cross‑appeal is not entertained further.
16 Nov 2015

MORRIS v MORRIS [2015] NZHC 2846

Citation

[2015] NZHC 2846
Court

High Court

The Court exercised its discretion under High Court Rules r 1.19 to permit a short, explained delay in filing the costs application because the delay was very short, there was an adequate explanation and no prejudice to the plaintiff; accordingly costs were awarded to the defendants on a schedule 2B basis with disbursements of $5,350.50.
25 Aug 2015

GARDNER v GARDNER [2015] NZHC 2018

Citation

[2015] NZHC 2018
Court

High Court

Summary judgment for dissolution was dismissed because the defendant has an arguable equitable interest (estoppel/constructive trust) in the plaintiff's partnership share sufficient to preclude unilateral dissolution; however, the resource consent CRC144206, paid for with partnership funds and recorded in partnership accounts, is a partnership asset and the defendant holds it on trust for the partnership, so a declaration to that effect was granted.
30 Jul 2015

GREYMOUTH HOLDINGS LIMITED v JET TRUSTEES LIMITED [2015] NZHC 1773

Citation

[2015] NZHC 1773
Court

High Court

The Court found on the material before it that the defendant has an arguable equitable interest in the plaintiff's share of the partnership sufficient to preclude unilateral dissolution; however, the resource consent CRC144206 was indisputably paid for with partnership funds and recorded in partnership accounts and is therefore a partnership asset held on trust by the defendant for the partnership, so the declaration as to the consent was granted while summary judgment on dissolution was dismissed.