New Zealand Case Law: Decisions & Judgments

Topic

Directors' conflicts of interest

Legal area

Court

16 Nov 2023

HOMESTEAD BAY TRUSTEES LIMITED v FIORDLAND EXPERIENCE GROUP LIMITED [2023] NZHC 3248

Citation

[2023] NZHC 3248
Court

High Court

Although multiple factual and legal issues were unresolved on a summary application, the court concluded that regardless of whether HBTL's avoidance argument succeeded, FEG's pleaded counterclaim objectively and unequivocally communicated an election to cancel the Replacement Agreement; in either event the Replacement Agreement was at an end and FEG no longer had a caveatable interest, so the caveat had to be removed.
15 Mar 2019

SOLAR BRIGHT LIMITED v PATRICK MARTIN [2019] NZHC 447

Citation

[2019] NZHC 447
Court

High Court

The assignment of PATeye was not entered into in the ordinary course of Solar Bright's business (it disposed of the company's principal asset in the context of an intended liquidation), therefore the onus shifted to the Martins to prove fair value; the Martins failed to discharge that onus and provided no reliable valuation or adequate consideration, so Solar Bright validly avoided the transaction under s141 and is entitled to declaratory relief and restorative orders.
27 Oct 2017

MIKE PERO MORTGAGES LIMITED v MIKE PERO [2017] NZHC 2647

Citation

[2017] NZHC 2647
Court

High Court

Leave under s165 was granted because MPRE did not intend to bring enforcement itself due to director conflict, enforcement had a high likelihood of recovering a substantial part of the judgment, anticipated enforcement costs were low relative to the judgment, and MP Mortgages' interests were sufficiently aligned with MPRE's to act in the company's best interests; reputational risks did not outweigh the company's interest in recovery.
17 Jun 2011

SUSAN LYNCH V STAY@DRIFTERSINN LIMITED HC CHCH CIV-2011-409-000910

Citation

openlaw-3d7f938d_3268_49a2_9549_3d235c1e187f.pdf
Court

High Court

Prima facie evidence showed a director channeling company income to a related company and excluding the co-director from access and management, creating conflicts of interest and placing company assets and creditors at risk; accordingly an interim liquidator with specified powers was necessary to preserve assets, protect creditors and enable orderly sale or administration of the business.

New Zealand Case Law

HOMESTEAD BAY TRUSTEES LIMITED v FIORDLAND EXPERIENCE GROUP LIMITED [2023] NZHC 3248

SOLAR BRIGHT LIMITED v PATRICK MARTIN [2019] NZHC 447

MIKE PERO MORTGAGES LIMITED v MIKE PERO [2017] NZHC 2647

SUSAN LYNCH V STAY@DRIFTERSINN LIMITED HC CHCH CIV-2011-409-000910