New Zealand Case Law: Decisions & Judgments

Topic

Personal liability of director

Legal area

Court

13 Feb 2014

INTERNATIONAL NEW ZEALAND TRADING LIMITED v WOOD [2014] NZHC 136

Citation

[2014] NZHC 136
Court

High Court

Application for summary judgment dismissed because there is a genuine and material dispute of fact as to whether Mrs Wood was a party to the supply agreement or personally liable; that issue cannot be resolved confidently on affidavits and requires a full trial. The fraud claim lacked sufficient particulars and evidential basis on the affidavits but the primary disposal rests on the existence of factual disputes about contractual party and personal liability.
13 Aug 2013

JOHNSONVILLE PROPERTY TRUST LIMITED v NZB TRUSTEE COMPANY LIMITED [2013] NZHC 2044

Citation

[2013] NZHC 2044
Court

High Court

Specific performance was refused and damages awarded in substitution because the trustee (NZB) was in liquidation and specific performance was impracticable; Mr Molenaar was held personally liable because he personally benefited and played a central role in the transaction, evidenced by the personal covenant and the rent guarantee by his related company.
8 Aug 2012

GILMOUR V DECISIONMAKERS (WAIKATO) LIMITED & OR HC HAM CIV-2011-419-001358

Citation

openlaw-531edd1b_eecd_4f57_ba5d_bc4bf41be8de.pdf
Court

High Court

The Court held that the adviser breached the duty of care and s 9 Fair Trading Act by failing to obtain and record sufficient client information, failing to implement and review an appropriate investment plan and by giving conduct capable of misleading the client; that breach materially deprived the client of the chance to make prudent investments and caused loss; the appropriate remedial measure was compensatory damages for the Bridgecorp loss subject to a reasonable diversification deduction of 10%; further, where a sole director actively advises and makes representations in trade he can be…
17 May 2011

SULLIVAN V R J MAGNESS LTD HC AK CIV-2010-404-007663

Citation

openlaw-3249ccb5_5533_4360_8722_c3f6d8bc233d.pdf
Court

High Court

The High Court allowed the appeal because the evidence showed the appellant was acting as director for DCTS when he gave the assurance, there was no basis to lift the corporate veil nor to infer he acted in a dual personal capacity, and therefore he could not be held personally liable for the company's debt.
24 Jun 2010

INVERNESS MEDICAL INNOVATIONS, INC. AND ANOR V MDS DIAGNOSTICS LIMITED AND ANOR HC AK CIV 2007-404-748

Citation

openlaw-0bdf12e4_849b_4b26_946d_64aca3f149bc.pdf
Court

High Court

The Court found Inverness acquired ownership of the Unipath and Acon copyright works by the acquisition agreements; the drawings met the originality threshold; MDS (through Phamatech manufacture and importation) copied a substantial part of those works (directly or via products) and issued infringing copies to the New Zealand public; Dr Appanna had knowledge/reason to believe and personally authorised and procured the infringing imports and sales and is personally liable; s75 did not apply because manufactured strips are three‑dimensional; damages were assessed by applying a market royalty (5…
9 Jul 2009

GJ INGRAM & E BEVAN AND ANOR V PATCROFT PROPERTIES LTD AND ANOR HC AK CIV 2006-404-4171

Citation

openlaw-656d9be3_9580_4132_bcbf_3a492348b29f.pdf
Court

High Court

The lessor's re-entry on 14 June 2005 was unlawful because it preceded the 14-day arrears period in the lease; any purported distraint was invalid once re-entry occurred; set-off was barred by lease terms and prior arbitral/Court rulings; plaintiffs were not obliged in the circumstances to seek immediate relief against forfeiture; company losses were treated as losses of the first plaintiffs on Esso/assignment principles; accordingly plaintiffs recover assessed business-damage sums (first plaintiffs NZD136,597.55; second plaintiff NZD162,935.04) and the lessor succeeds on its counterclaim in…
26 Oct 2007

HALL V MELTZER MASON HEATH HC AK CIV 2007-404-000777

Citation

openlaw-29239eb8_975a_4d9a_b0e4_6a5bf55fc3ce.pdf
Court

High Court

The District Court could not properly reject the appellant's affidavit because there was a direct conflict of evidence and the key contemporaneous meeting minute was ambiguous on who was the client and on personal liability; the plaintiff did not establish overwhelming contradictory evidence, so summary judgment could not stand.
23 Jul 2007

MCLEAN TOWER LTD AND ANOR V ASH ROAD INVESTMENTS LTD AND ANOR CA CA284/06

Citation

openlaw-5d3af7d7_badf_4b5b_9d29_c3079ee66029.pdf
Court

Court of Appeal

The collateral letter and agreement were construed to leave the contract on foot beyond 31 October 2005 unless the appellants paid $375,000 on that date; because the subject matter was land (unique) and respondents had performed their part, specific performance was appropriate; Mr Begley was personally liable under his express undertaking in the collateral letter; the profit-sharing entitlement had expired under its three-month time limit and did not survive to give appellants ongoing rights to onsales.
8 Dec 2005

MUOLLO V CREATIVE ENGINEERING DESIGN LIMITED CA CA240/04

Citation

openlaw-e18c095a_a3e4_4602_8eb1_a7ebb9e0ae09.pdf
Court

Court of Appeal

Appeal allowed because there was no evidential foundation that the appellant made a personal undertaking or lacked an intention to perform at the time of the 27 July 2002 email; the statement was made in her capacity as director for the company and the High Court erred in treating it as a personal contractual undertaking and inferring intent to mislead from subsequent non-performance.
8 Sept 2005

P J WYNN V A G BROWN AND ANOR HC AK CIV-2004-404-5332

Citation

openlaw-86f4660d_2880_4397_a866_cf6244f91a30.pdf
Court

High Court

Leave to file the second amended statement of claim was granted, but the fifth cause of action is limited to alleging tortious liability co-extensive with any contractual obligation that the second defendant personally assumed; the plaintiff must prove Mr Crane personally contracted to carry out the works and that he assumed a duty of care which he negligently breached; broader claims based on unparticularised personal assumption or intervention were not permitted at this late stage.