21 Nov 2022
DANGEROUS GOODS COMPLIANCE LIMITED v FARQUHAR LELEAN HOLDINGS LIMITED (IN LIQUIDATION) [2022] NZHC 3041
- Citation
- [2022] NZHC 3041
- Court
- High Court
On objective construction the SPA turnover warranty related to the business as represented for sale (the certification/auditing business and limited identified ancillary items — 'DGC domain'); FY2019 turnover included $808,652 of revenues from activities outside DGC's domain (principally ERL/reg 4.5 training and certain product sales), so the warranty was breached; defendants (Old DGC and its directors) were liable as covenantors under the SPA; MPL breached a duty by issuing a credibility letter amounting to assurance beyond a compilation engagement and was liable for negligent misstatement a…