Hunt v Bare Metal Limited

[2020] NZHC 2721

IN THE HIGH COURT OF NEW ZEALAND CHRISTCHURCH REGISTRY

I TE KŌTI MATUA O AOTEAROA ŌTAUTAHI ROHE

CIV-2020-409-412

[2020] NZHC 2721

UNDER

the Companies Act 1993

AND

IN THE MATTER

of an application for putting a company into liquidation

BETWEEN

JOHN LOVETT HUNT

Plaintiff

AND

BARE METAL LIMITED

Defendant

Hearing:	15 October 2020
Counsel:	H D P van Schreven for the Plaintiff Mr M G Allott (Liquidator)
Reasons for Judgment:	15 October 2020

REASONS FOR JUDGMENT OF ASSOCIATE JUDGE LESTER

This Reasons for judgment was delivered by me on 15 October 2020 at 4.30pm pursuant to Rule 11.5 of the High Court Rules

Registrar/Deputy Registrar 15 October 2020

HUNT v BARE METAL LIMITED [2020] NZHC 2721 [15 October 2020]

[1]    When  this  liquidation  proceeding  was  called  in  the  List   on  Thursday 15 October 2020, an order was made appointing Murray George Allott of Christchurch Licensed Insolvency Practitioner, the liquidator of Bare Metal Ltd. The order was timed at 10.15am. The plaintiff was awarded costs on a 2B basis plus disbursements as fixed by the Registrar and Mr Allott’s remuneration as set out in his consent dated 3 September 2020 were approved.

[2]    When the order was made, I indicate that a brief Reasons Judgment would follow.

[3]    On 10 September 2020, Mr Allott was appointed interim liquidator of the defendant.1

[4]    As  recorded  in  that  judgment,  Mr  Allott  was  appointed,  essentially  as   a caretaker, given the sole director of the defendant company, Mr Walter William Hunt, had died meaning the company did not satisfy one of the essential requirements of    a company under s 10 of the Companies Act 1993 (the Act).

[5]    The intention was that Mr Allott would take control of the defendant company’s business, investigate the possibility of it being sold, and address such matters as securing a lease of the business premises from which it had operated for an extended period.

[6]    In requesting  that  the  interim  liquidation  be  made  a  final  liquidation,  Mr van Schreven, counsel for the plaintiff, explained that Mr Allott’s investigations have revealed that there are a number of practical issues with the sale of the business. The company has apparently a spray booth that is not ventilated and so does not meet Health and Safety Requirements. There are issues with the fact that the buildings form which the business operated were constructed by the late Mr Hunt but are situated on land owned by a third party.

[7]    As recorded in my earlier decision, the plaintiff, Mr John Hunt (the brother of the late Mr Walter Hunt), brought this proceeding with a view to preserving value in

1      Hunt v Bare Metal Limited [2020] NZHC 2357.

the business for the widow of the late Mr Walter Hunt. Mr van Schreven advised me that Mr Walter Hunt’s widow who will inherit the shares in the company once probate is finalised, is aware of and supports the application to make the liquidation final.

[8]    Mr van Schreven confirmed that given the issues facing the company, no one was prepared to accept the role as director.

[9]    Accordingly, an order making the liquidation of Bare Metal Limited final was made on the grounds that it does not have a director. As the company does not meet the requirements of s 10 of the Act, there is jurisdiction to place the company in liquidation under s 241(4)(c) of the Act. The plaintiff has standing to seek the orders and in all the circumstances, I was satisfied it was appropriate to make a final liquidation order.

Associate Judge Lester

Solicitors:
Clark Boyce, Christchurch

Copy to:
Mr M G Allott