Murphys Park Development LP v Green City Developments Limited - [2024] NZHC 3572

IN THE HIGH COURT OF NEW ZEALAND AUCKLAND REGISTRY

I TE KŌTI MATUA O AOTEAROA TĀMAKI MAKAURAU ROHE

CIV-2021-404-2056

[2024] NZHC 3572

IN THE MATTER of Part 18 of the High Court Rules 2016 and the Declaratory Judgments Act 1908

BETWEEN

MURPHYS PARK DEVELOPMENT LP

Plaintiff / Counterclaim Defendant

AND

GREEN CITY DEVELOPMENTS LIMITED

Defendant / Counterclaim Plaintiff

Hearing: 29 October 2024 – 8 November 2024

Appearances:

E St John, S Maloney and D Liu for the Plaintiff / Counterclaim Defendant

J McBride and E A Gambrill for the Defendant / Counterclaim Plaintiff

Judgment:

27 November 2024

JUDGMENT OF BLANCHARD J

This judgment was delivered by me on 27 November 2024 at 3:30 pm pursuant to r 11.5 of the High Court Rules 2016.
Registrar/Deputy Registrar

……………………………………

Solicitors: Heritage Law (D Liu), Auckland
Loo & Koo (F L Chan), Auckland

Counsel: E St John, O’Connell Chambers, Auckland
J D McBride, Richmond Chambers, Auckland

MURPHYS PARK DEVELOPMENT LP v GREEN CITY DEVELOPMENTS LTD [2024] NZHC 3572 [27
November 2024]

[1] Murphys Park Development LP (MPD) and Green City Developments Ltd (GCD) are carrying out subdivision developments at adjacent properties in Flat Bush, Auckland.

[2] MPD agreed to sell part of its land to GCD. The sale was carried out by way of a boundary adjustment. The parties refer to the land sold as the boundary adjustment land (BAL).

[3] GCD agreed to on-sell the BAL to a third party, Yuhai Zhou. To complete the on-sale to Mr Zhou, GCD needed to obtain a separate title for the BAL. It could not obtain a separate title until a road and services were connected to the BAL. MPD agreed to carry out on its land and at its cost the work necessary to provide the road and services to the boundary of the BAL. This work is referred to by the parties as the “enabling works”.

[4] MPD was required to use “all reasonable commercial endeavours” to construct the enabling works to the boundary of the BAL by an anticipated completion date. MPD carried out the enabling works, but it took much longer than was expected. As a result, the on-sale to Mr Zhou was delayed. GCD says MPD breached its obligation to use “all reasonable commercial endeavours” causing it to suffer loss of around
$2 million.

[5]There are also disputes involving a total of around $900,000 regarding:

(a)Whether GCD is required to pay MPD further interest on an amount that it was required to pay for earthworks that MPD carried out on its behalf. GCD has paid the cost of the earthworks plus interest, but there is a dispute regarding the interest that is payable.

(b)The amount GCD is required to pay for additional earthworks and roading works MPD carried out on GCD’s behalf. Much of the cost has been paid. However, part of the cost, plus interest, remains unpaid. GCD disputes this amount is payable.

The parties and properties

[6] MPD is the registered proprietor of 125A Murphys Road, Flat Bush,…

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

AGLC: Murphys Park Development LP v Green City Developments Limited [2024] NZHC 3572
Case: [2024] NZHC 3572
Decision Date: 27 November 2024

CaseChat Overview and Summary

Murphys Park Development LP (MPD) and Green City Developments Limited (GCD) are engaged in a legal dispute concerning the sale and development of adjacent properties in Flat Bush, Auckland. The dispute primarily revolves around the completion of enabling works necessary for the sale of a boundary adjustment land (BAL) from MPD to GCD, which in turn planned to sell the BAL to a third party, Yuhai Zhou. GCD claims that MPD failed to complete the enabling works within a reasonable time and to keep GCD informed about the progress, resulting in significant delays and financial losses for GCD. MPD, on the other hand, argues that the delays were due to factors beyond its control and that it fulfilled its contractual obligations. The court was required to decide whether MPD breached its obligation to use all reasonable commercial endeavours to complete the enabling works and whether it failed to keep GCD informed as required by their agreement. The court found that while MPD did not complete the enabling works by the anticipated date, the delays were largely due to factors outside MPD's control, such as regulatory approvals and unforeseen construction challenges. The court also ruled that MPD was not obligated to inform GCD about potential future impacts of the land swap before it occurred, and any failure to inform after the swap did not affect the outcome. Consequently, the court dismissed GCD's claims against MPD, finding no breach of contract. The court further determined that MPD is entitled to the $1.5 million held in trust and to interest on certain unpaid invoices, subject to recalculation based on the court's findings.

Orders