Intop Homes Limited v Xie - [2025] NZHC 2212

IN THE HIGH COURT OF NEW ZEALAND AUCKLAND REGISTRY

I TE KŌTI MATUA O AOTEAROA TĀMAKI MAKAURAU ROHE

CIV-2025-404-862

[2025] NZHC 2212

UNDER the Land Transfer Act 2017

IN THE MATTER OF

an application under Section 142 of the Land Transfer Act 2017

BETWEEN

INTOP HOMES LIMITED

First Applicant

CARNATION DEVELOPMENT LIMITED
Second Applicant

AND

LU XIE

Respondent

Hearing: 17 July 2025

Appearances:

J Taylor for Applicants K Sun for Respondent

Judgment:

7 August 2025

JUDGMENT OF O’GORMAN J

This judgment was delivered by me on 7 August 2025 at 2 pm pursuant to r 11.5 of the High Court Rules 2016.

Registrar/Deputy Registrar

…………………………………

Solicitors:
Inspire Legal, Hamilton
Capstone Law Ltd, Auckland

INTOP HOMES LTD v XIE [2025] NZHC 2212 [7 August 2025]

Introduction

[1] This application concerns whether two notices of claim (NOCs) lodged by the respondent, Ms Lu Xie, over properties owned by Intop Homes Ltd (Intop) and Carnation Development Ltd (Carnation) (together, the applicant companies), should be removed.

[2] The application is brought under s 142 of the Land Transfer Act 2017. The core dispute is whether Ms Xie, the former spouse of Mr Geng Wu (the sole director and shareholder of the applicant companies), has a sufficient proprietary interest in the properties to justify the continued registration of the NOCs, or whether the NOCs should be removed to allow the applicant companies to deal with their assets.

Facts

[3] The applicant companies, Intop and Carnation, are property development companies incorporated in 2009 and 2012 respectively. Both are controlled by Mr Wu, who is the sole director and shareholder.

[4] Ms Xie and Mr Wu were married in December 2007 and separated in November 2021. The respondent alleges that, during their marriage, they jointly operated a real estate development business through several companies, including the applicants, and the companies and their assets were acquired and operated using relationship property funds.

[5] Ms Xie lodged the relevant NOCs over a number of properties owned by the applicant companies: NOC 12365373.1 (over Intop properties) and NOC 13223410.1 (over Carnation properties). The first NOC was lodged in January 2022, and the second in February 2025.

[6] The parties are currently engaged in Family Court proceedings to divide their assets. Meanwhile, Ms Xie claims the NOCs are necessary to prevent Mr Wu from dissipating relationship property through the applicant companies, citing a pattern of asset transfers and lack of transparency in company dealings.

Legal principles

Requirements for a valid notice of claim

[7]Section 42 of the Property (Relationships) Act 1976 (PRA) provides:

42 Notice of interest against title

(1) A claim to an interest, pursuant to this Act, in any land subject to the Land Transfer Act 2017 shall be deemed to be a registrable interest for the purposes of that Act.

(2) Notice of a claim under subsection (1) shall be effected by lodging a duly completed notice in the prescribed form with the Registrar-General of Land.

(3) Every notice so lodged shall have effect as if it were…

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.

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Details

Case: [2025] NZHC 2212
Decision Date: 7 August 2025

CaseChat Overview and Summary

Intop Homes Limited and Carnation Development Limited brought an application under Section 142 of the Land Transfer Act 2017 to remove two notices of claim (NOCs) lodged by Ms Lu Xie over properties they own. The NOCs were filed under the Property (Relationships) Act 1976. The core dispute was whether Ms Xie, the former spouse of Mr Geng Wu, who is the sole director and shareholder of the applicant companies, had a sufficient proprietary interest in the properties to justify the continued registration of the NOCs. The applicants argued that the NOCs should be removed as Ms Xie did not have a proprietary interest in the properties, while Ms Xie contended that the NOCs were necessary to protect her interest in the properties and to prevent Mr Wu from dissipating relationship property. The court had to decide whether Ms Xie had a proprietary interest in the properties sufficient to justify the continued registration of the NOCs.

The court held that Ms Xie did not have a proprietary interest in the properties sufficient to justify the continued registration of the NOCs. The court found that the applicant companies are separate legal entities and that neither Ms Xie nor Mr Wu had a legal or beneficial interest in the companies' assets simply by virtue of their roles. The court also held that the NOCs were deficient because they failed to adequately describe the derivation of Ms Xie's claimed interest. The court further held that even if relationship property funds were used to establish the companies, this did not automatically give Ms Xie a direct interest in the properties owned by the companies. The court found that the continued existence of the NOCs was prejudicial to the companies' ability to conduct business, including selling properties to pay debts, and did not serve to protect Ms Xie's interests, which were already safeguarded by other means.

The court granted the application and ordered the removal of the notices of claim lodged against the properties listed in subparas 1(a) and 1(b) of the originating application. The applicants were entitled to costs. If counsel were unable to agree, then the applicant may file and serve a memorandum within 10 working days, and the respondent's memorandum must then be filed and served 10 working days later, costs to be determined on the papers.

Orders