31 Jan 2022
The Court granted restoration under s329 because the applicant demonstrated he and his wife were creditors via outstanding shareholder advances, the company had substantial tax losses and a legitimate commercial purpose to be restored, and the Registrar consented; accordingly restoration was just and equitable with conditional compliance orders.
15 Mar 2021
TSL failed to rebut the s287 statutory presumption of insolvency; GAL was a creditor and the asserted oral agreement did not create a genuine and substantial dispute preventing enforcement; discretionary considerations did not outweigh the statutory grounds, therefore TSL was ordered into liquidation.
15 Mar 2017
The removal of the purchasers' director and the granting of preferential security in favour of the vendor's family trust breached the deed's schedule provisions and had the practical effect of substantially diminishing the benefit of the contract to the plaintiffs; those breaches justified cancellation under the Contractual Remedies Act (ss7(2) and 7(4)) and entitled the plaintiffs to enforce repayment of their $699,800 shareholder advance against Dargaville Farms Ltd by summary judgment; liability against the director for breach was established but damages against him were reserved for separ…
19 May 2014
Mr Burrows, as sole director and shareholder controlling both Lakeside and its role as trustee, misappropriated funds that gave rise to immediate company tax liability, caused or allowed distributions when Lakeside was insolvent and without reasonable grounds for solvency, and the retrospective trust resolution could not defeat company recovery; accordingly distributions were recoverable under ss56 and 298 and dispositions set aside under property law, and Mr Burrows is liable under s301 to contribute the full tax debt $486,299.63 as compensation for his breaches of directors' duties.
26 Jul 2013
The application to set aside the statutory demand under s 290(4)(c) was dismissed because Foresters failed to establish exceptional 'other grounds' or abuse of process: the debt was undisputed, there was insufficient evidence to establish balance sheet insolvency, the constitution did not govern recovery of shareholder advances, the 15 working day payment period was reasonable, and the majority-creditors argument lacked a well-founded, creditor-related basis to justify setting aside the demand.
19 Jul 2012
There was a sufficient evidentiary foundation of a genuine and substantial dispute as to whether the shareholder advances were repayable on demand (given conflicting affidavits, the commercial context of a start-up funded by shareholder advances and absence of decisive contemporaneous documentation), therefore the statutory demand must be set aside; further, issuing and opposing the demand in the context of the concurrent s174 proceedings was inappropriate and warranted an uplift in costs.
27 Apr 2009
The court accepted the financial statements as establishing the debt due on the defendant's shareholders' current account and concluded the defendant could not, in the absence of contemporaneous records, director's certificates or sworn evidence, demonstrate that the payments were authorised company expenses, repayments or fair remuneration; as sole director he bore responsibility under s194 and s161, so no reasonably arguable defence existed and summary judgment was appropriate for the amount awarded.
11 Mar 2008
Summary judgment was entered for the plaintiffs because the defendant's alleged cross-claims and set-offs were unsupported or involved payments not subject to the joint guarantees (or were paid by strangers/third parties), and therefore did not defeat the plaintiffs' quantified contribution claims; only limited factual issues (Shalimar and Charles Parsons) required further evidence and were not sufficient to bar summary judgment.
27 Jul 2006
The defendants' explanations were general, uncorroborated and inconsistent with contemporaneous formal accounts and tax records; therefore there was no arguable defence to the claim for shareholders' advances and for subsequent drawings and summary judgment was appropriate for those amounts, while the fuel issue was held to be arguable and not resolved on the summary application.
16 Dec 2005
Holt's payments were loans/subordinated advances applied to the purchase so the purpose of the advances was achieved; no Quistclose/resulting trust arose to vest a proprietary interest in the land, and there was no unconscionable conduct to found a constructive trust; Holt's remedy is a personal claim for repayment, not a caveatable proprietary interest; accordingly the caveat could not be maintained and must be removed.