Hua v Zhang - [2025] NZHC 2197

IN THE HIGH COURT OF NEW ZEALAND AUCKLAND REGISTRY

I TE KŌTI MATUA O AOTEAROA TĀMAKI MAKAURAU ROHE

CIV-2022-404-000777

[2025] NZHC 2197

UNDER the Law of Contract

BETWEEN

YU HUA and NA LI

Plaintiffs

AND

JINGJING ZHANG

Defendant

Hearing: 24 March 2025

Appearances:

M J Wallace and K L Maclean for the Plaintiffs D B Hickson for the Defendant

Judgment:

6 August 2025

JUDGMENT OF VAN BOHEMEN J

This judgment was delivered by me on 6 August 2025 at 2:30 pm Pursuant to Rule 11.5 High Court Rules

Registrar/Deputy Registrar Date……………………………..

Counsel/Solicitors:
M J Wallace, Christchurch
D’Arcy Thomson Law, Christchurch PCW Law Limited, Auckland

HUA v ZHANG [2025] NZHC 2197 [6 August 2025]

Table of Contents

Key documentary evidence [8]

The DTL Agreement [9]

The IOU Receipt [13]

The WeChat calls [14]

The evolution of the plaintiffs’ claim [22]

Initial statement of claim [23]

Amended statement of claim [27]

Mr Hua’s evidence in chief [35]

Mr Hua’s evidence in cross-examination [43]

The evidence for Ms Zhang [48]

Establishment of tea house and incorporation of company [50]

The November 2017 Loan [58]

The December 2017 Loan [59]

The January 2018 Loan / the February 2018 Loan and the second March 2018 loan       [60]
The first March 2018 Loan  [61]
The May 2018 Loan  [62]
Meeting at Sylvia Park McDonald’s  [65]
The Further Loan  [67]
Other evidence from Ms Zhang  [68]
Evidence in cross-examination  [73]

Other relevant evidence [89]

Ms Wen’s evidence [90]

Evidence of Ms Wang [99]

Submissions for the plaintiffs [101]

Submissions for Ms Zhang [106]

Analysis [111]

The purpose of the DTL Agreement [112]
The transfers between 28 June and 6 September 2017 [114]

The transfers between 1 November 2017 and 24 November 2018 [119]

Does Ms Zhang owe a debt to Mr Hua? [150]

Has there been a total failure of consideration? [144]
Does Ms Zhang owe an obligation to repay any loans to Mr Hua? [150]

Result [151]

Costs [152]

[1] The plaintiffs, Yu Hua (known as Kevin) and his wife, Na Li (known as Linda), and the defendant, Jingjing Zhang (known as Cathy), are in dispute over monies transferred by Mr Hua to Ms Zhang.1 What is not in dispute is that monies totalling
¥3,165,000 (approximately NZD 704,000 at the time the claim was made), were transferred by Mr Hua to Ms Zhang, albeit via intermediaries. What is in dispute are the purposes of the transfers and whether there was an obligation to repay them.

[2] A number of factors made it difficult to arrive at a clear understanding of what the parties intended and what happened with respect to the monies. They include the following:

(a)There was only one formal agreement between Mr Hua and Ms Zhang; that is an agreement headed “Agreement on Rights and Obligations of Dishuitang Trading Limited”, dated 6 July 2017 and signed by Ms Zhang, Mr Hua and Ms Jie Wen (known as Elsa) (the DTL Agreement).

(b)In its own terms, the DTL Agreement was incomplete.

(c)Much of the parties’…

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 Hua v Zhang

Details

AGLC: Hua v Zhang [2025] NZHC 2197
Case: [2025] NZHC 2197
Decision Date: 6 August 2025

CaseChat Overview and Summary

In the High Court of New Zealand, Yu Hua and Na Li sued Jingjing Zhang over moneys transferred to her. The plaintiffs claimed that Ms Zhang had failed to repay monies she owed. The dispute centred on whether the transfers were loans or capital contributions to a company in China. The plaintiffs alleged that Ms Zhang had promised to repay the monies at a meeting at Sylvia Park in August 2018. The court found that Ms Zhang did not owe the plaintiffs any money. The court found that the majority of the transfers were capital contributions to the company, not loans. The court also found that there had been no total failure of consideration. The plaintiffs’ claims were dismissed, and the defendant was awarded costs. The court found that Mr Hua had not been honest with the court, but it decided not to award increased costs.

Orders