BETWEEN	XIAOLIN CHEN First Appellant WAIHOPAI VALLEY VINEYARD LIMITED Second Appellant YI LU Third Appellant DON CHEN Fourth Appellant JINPING HUANG Fifth Appellant QI YANG Sixth Appellant ADELAIDE EDUCATION GROUP PTY LIMITED Seventh Appellant
AND	HONGZHAO HUANG First Respondent JIEYU LU Second Respondent MATAKANA WINES LIMITED Third Respondent

Hearing:	1 and 2 November 2023
Court:	Wylie, Mander and Muir JJ
Counsel:	A R B Barker KC, S R G Judd and P W G Ahern for Appellants M D O’Brien KC and M D Pascariu for Respondents
Judgment:	1 March 2024 at 11 am

JUDGMENT OF THE COURT

ALeave is granted to the respondents permitting them to adduce by way of further evidence [1] and [2] of Ms Lu’s affidavit of 27 October 2023. Leave is declined to the respondents to adduce in evidence the remainder of the affidavit.
BThe first appellant is granted leave to amend his prayer for relief as set out in [245] of this judgment.
CThe respondents are granted leave to amend their prayer as set out in [246] of this judgment.
D    The appeal is allowed in part:
(a)     The award of equitable damages made in respect of the first, second and third causes of action is set aside.
(b)     The principal sum awarded in respect of the fourth cause of action is reduced from $2,376,261, to $1.2 million.
(c)     The principal sum awarded in respect of the fifth cause of action is reduced from $2,376,261, to $1,176,271.
(d)     The orders made in respect of the seventh cause of action are set aside.
(e)     The orders made in respect of the eighth cause of action are amended, by setting aside the direction that Waihopai pay Mr Huang, Ms Lu and Matakana Wines $2,376,271. In all other respects, the relief granted in respect of the eighth cause of action is upheld.
E    The orders for the payment of interest in respect of Mr Chen’s third counterclaim and in respect of the respondents’ fourth, fifth, sixth and eighth causes of action are set aside.
F     Interest on each relevant cause of action/counterclaim is awarded pursuant to s 24(2)(b) of the Interest on Money Claims Act 2016, from the date of each advance to the date of judgment at the rate of 5 per cent per annum and from the date of judgment to the date of payment pursuant to ss 10 and 12 of that Act.
GIn all other respects the appeal is dismissed.

H There is no order as to costs.

__________________________________________________________________

REASONS OF THE COURT

(Given by Wylie J)

Table of Contents

Para No

Introduction
The factual background

The parties

The Chen interests (the appellants)

The Huang interests (the respondents)

2006-2012

2013

2014-2016

2017

2018-2021

The pleadings
The High Court judgment

Credibility

The status of the payments made by Mr Huang/Ms Lu

Was there a partnership?

Estoppel

Misrepresentations

The JV agreement

The causes of action pleaded

The…

Grounds of appeal

[14] The appellant contends that the primary judge erred in finding that the respondent had discharged the onus of establishing the matters required under the relevant provision.

[15] It was submitted that his Honour failed to give adequate weight to the evidence of the second witness, and that the findings of fact were not reasonably open on the material before the Court.

[16] The respondent, for its part, submits that no error is disclosed, and that the conclusions reached were well within the range of outcomes available to the primary judge.

Consideration

[17] It is convenient to deal first with the question of construction, as the resolution of that issue informs the remaining grounds advanced by the appellant.

[18] For the reasons that follow, we are of the view that the appeal should be allowed in part and the matter remitted for further determination.

Continue reading Chen v Huang

Details

AGLC: Chen v Huang [2024] NZCA 38
Case: [2024] NZCA 38
Decision Date: 1 March 2024 at 11 am

CaseChat Overview and Summary

The Court of Appeal of New Zealand allowed an appeal in part in the matter of Chen v Huang. Xiaolin Chen and others (the appellants) appealed against the decision of Gordon J, handed down on 4 August 2022. The appeal concerned a complex commercial dispute between two couples who were initially friends and became involved in various business dealings with each other. The Court of Appeal allowed the appeal in part, setting aside some of the relief granted by the High Court. The appeal was dismissed in all other respects. The Court allowed the respondents leave to adduce by way of further evidence two paragraphs of an affidavit sworn by Jieyu Lu, one of the respondents. The Court declined to allow the respondents to adduce in evidence the remainder of Ms Lu’s affidavit. The Court granted leave to the first appellant, Xiaolin Chen, to amend his prayer for relief in respect of his third counterclaim. The Court also granted leave to the respondents to amend their prayer for relief in respect of the fourth, fifth, sixth and eighth causes of action. The Court set aside the award of equitable damages made in respect of the first, second and third causes of action. The principal sum awarded in respect of the fourth cause of action was reduced from $2,376,261 to $1.2 million. The principal sum awarded in respect of the fifth cause of action was reduced from $2,376,261 to $1,176,271. The orders made in respect of the seventh cause of action were set aside. The orders made in respect of the eighth cause of action were amended, by setting aside the direction that Waihopai pay Mr Huang, Ms Lu and Matakana Wines $2,376,271. In all other respects, the relief granted in respect of the eighth cause of action was upheld. The orders for the payment of interest in respect of Mr Chen’s third counterclaim and in respect of the respondents’ fourth, fifth, sixth and eighth causes of action were set aside. Interest on each relevant cause of action/counterclaim was awarded pursuant to s 24(2)(b) of the Interest on Money Claims Act 2016, from the date of each advance to the date of judgment at the rate of 5 per cent per annum and from the date of judgment to the date of payment pursuant to ss 10 and 12 of that Act. The Court made no order as to costs.

Orders