Harraway v Timatanga Enterprises Limited

[2018] NZHC 3081

IN THE HIGH COURT OF NEW ZEALAND CHRISTCHURCH REGISTRY

I TE KŌTI MATUA O AOTEAROA ŌTAUTAHI ROHE

CIV-2018-409-000603

[2018] NZHC 3081

BETWEEN

DEBORAH LOUISE HARRAWAY

Plaintiff

AND

TIMATANGA ENTERPRISES LIMITED

Defendant

Hearing:	On the papers
Counsel:	A M Corry for the Plaintiff J R Pullar for the Defendant
Judgment:	26 November 2018

JUDGMENT OF NATION J

[1]                 The plaintiff (Ms Harraway) is a shareholder in her own right in respect of the defendant company (Timatanga) owning one out of 1,000 shares in Timatanga. As joint trustees with her former partner, Mr Trevor Holder, they held 968 of 1,000 shares in Timatanga. In these proceedings, Ms Harraway sought orders under s 174 Companies Act 1993, primarily the removal of Mr Holder as a director of Timatanga, the appointment of an independent director and various incidental orders.

[2]                 Through a memorandum of counsel dated 23 November 2018, it was agreed the following orders can be made by consent and I now make such orders:

(a)        the Director, Trevor Anthony Holder of Timatanga, resigns as director of the company;

(b)       Mr Simon Abbot, company director of Christchurch, is appointed as a director of the company;

HARRAWAY v TIMATANGA ENTERPRISES LTD [2018] NZHC 3081 [26 November 2018]

(c)       Mr Abbot obtains all necessary documents required for an inquiry into the company’s financial affairs for the period 1 December 2017 to present date;

(d)       Mr Abbot assesses the current account of the plaintiff and the current account of Trevor Anthony Holder (and, if necessary, the Trust) in the company having regard to the information available to him and as provided by the plaintiff and Mr Holder; and

(e)       the independent director’s reasonable fees and disbursements be paid directly from company bank accounts but, if insufficient funds are available, then from funds held by Allen & Yee for the company.

[3]                 Leave is reserved to the plaintiff to continue with the proceedings to seek other relief. Costs are reserved but the court notes that the defendant’s position is that Ms Harraway has received all the substantive relief she sought in the original proceedings and there is no need for the proceedings to continue.

[4]The proceedings are adjourned for call in the list at 11.45 am on 1 April 2019.

[5]                 The conference in these proceedings, schedule for 11.45 am on 26 November 2018, is vacated.

Solicitors:

A M Corry, Barrister, Christchurch Taylor Shaw, Christchurch.