Kidd v Right Investments Limited - [2025] NZHC 2306

IN THE HIGH COURT OF NEW ZEALAND CHRISTCHURCH REGISTRY

I TE KŌTI MATUA O AOTEAROA ŌTAUTAHI ROHE

CIV-2024-409-578

[2025] NZHC 2306

BETWEEN
HILARY VICKY KIDD

Appellant

AND

RIGHT INVESTMENTS LIMITED

Respondent

Hearing: 6 May 2025

Appearances:

M P Davis for Appellant

G M Brodie for Respondent

Judgment:

14 August 2025

JUDGMENT OF OSBORNE J

Introduction

[1] Parata & Woods Ltd (now in liquidation) (Parata) was a hospitality company controlled by the appellant, Hilary Kidd. In November 2020 Parata entered into an agreement (Agreement) with the respondent, Right Investments Limited (RIL) (a company controlled by Murray Irvine) to lease commercial premises at Brighton Mall, Christchurch. Ms Kidd guaranteed Parata’s performance of its obligations under the lease. She took possession of the premises and undertook alteration work. She ran into difficulties with building consent requirements and never reached the point of operating a business from the premises. Neither Parata nor Ms Kidd had made any rent payments. In March 2022 RIL re-entered the premises.

[2] In the District Court, RIL sought and obtained judgment for rent from 1 January 2021 to 9 March 2022; the costs of reinstating the premises; interest; and costs on an indemnity basis pursuant to a contractual provision. The liability findings

KIDD v RIGHT INVESTMENTS LIMITED [2025] NZHC 2306 [14 August 2025]

are set out in the District Court judgment, dated 27 March 2024, following trial (Liability Judgment).1 In a subsequent judgment (Quantum Judgment) dated 3 July 2024, the Judge fixed the judgment sum (including legal fees on an indemnity basis), at $222,171.72.2

The appeal

[3] Ms Kidd appeals both the Liability Judgment and the Quantum Judgment. She also seeks an order for the costs of the appeal.

[4] Centrally, she asserts that under the concluded terms of the Agreement the obligation to pay rent and operating expenses never arose. She says therefore the portions of the Liability Judgment relating to rental, operating expenses and interest should be quashed. Secondly, she asserts RIL had no entitlement to that portion of the Liability Judgment representing reinstatement costs (together with interest) because RIL had unlawfully re-entered the premises denying Ms Kidd a reasonable opportunity to reinstate the premises. Finally, Ms Kidd asserts as RIL should have failed on both those aspects of its claim it was not entitled to costs (whether on an indemnity basis or at all).

The key contractual issue

[5] The key contractual issue is as to the date (“commencement date”) at which Ms Kidd’s obligation to pay rent and outgoings was to commence under the Agreement.

[6] The Agreement provided for annual rent of $58,000 plus GST, together with identified outgoings, estimated in the Agreement at $11,000 plus GST per annum.

[7] RIL asserted the date for commencement of payment of rent and outgoings was “no later than 1 January 2021”. Ms Kidd asserted the date for commencement was “the date that the tenant commences trading from the premises”.

1 Right Investments Ltd v Kidd [2024] NZDC 6683 [Liability Judgment].
2 Right Investments Ltd v Kidd

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 2306
Decision Date: 14 August 2025

CaseChat Overview and Summary

The High Court of New Zealand considered an appeal from Hilary Kidd against a District Court decision that found her liable for unpaid rent and other charges from her failed lease of commercial premises. The primary issue was the interpretation of the lease agreement, specifically the date from which rent payments should commence. The District Court found that the rent and outgoings were to be paid from 1 January 2021, a finding Kidd contested by arguing the obligation arose only when she began trading from the premises.

The High Court's judgment, delivered by Osborne J, highlighted a critical error in the District Court’s assessment of the evidence. The District Court had misunderstood Kidd's argument that she did not notice the landlord's addition of the phrase "no later than 1 January 2021" to the lease agreement, concluding she had disputed the timing of the addition rather than its absence from her awareness. This misunderstanding led to the acceptance of the landlord's version of events over Kidd's. The High Court found that the District Court's conclusion on the commencement date of the rent payments was based on an incorrect understanding of Kidd's case. Consequently, the High Court quashed the District Court’s judgment on the liability and quantum, and remitted the matter back to the District Court for re-trial. The High Court also ordered the respondent to pay the appellant's costs on a 2B basis, along with reasonable disbursements to be determined by the Registrar.

Orders