North v Quick Tricky Dog Limited (in liquidation)

[2019] NZHC 1927

IN THE HIGH COURT OF NEW ZEALAND CHRISTCHURCH REGISTRY

I TE KŌTI MATUA O AOTEAROA ŌTAUTAHI ROHE

CIV-2019-409-361

[2019] NZHC 1927

IN THE MATTER

of an application to terminate the liquidation of QUICK TRICKY DOG LIMITED (IN
LIQUIDATION) as trustees of the QUICK GO NORTH TRUST

BETWEEN

RICHARD JAMES NORTH and MEGAN LEIGH NORTH

Applicants

AND

QUICK TRICKY DOG LIMITED (IN LIQUIDATION)

Respondent

Hearing:

8 August 2019

Appearances:

C Mo for the Applicants

No appearance for the Respondent

Judgment:

8 August 2019

JUDGMENT OF ASSOCIATE JUDGE LESTER

This judgment was delivered by me on 8 August 2019 at 3.30pm Pursuant to Rule 11.5 of the High Court Rules

Registrar/Deputy Registrar 8 August 2019

NORTH v QUICK TRICKY DOG LIMITED (IN LIQUIDATION) [2019] NZHC 1927 [8 August 2019]

[1]                The respondent, Quick Tricky Dog Ltd (in liquidation) (“the company”) was put into liquidation by order of this Court on an application of the Commissioner of Inland Revenue (“IRD”) on 30 May 2019.

[2]                The director of the company, Richard North  who with  Megan  North  are  the shareholders in the company, have applied to terminate the liquidation.

[3]                The application to  terminate  is  made  pursuant  to  s 250  of  the  Companies Act 1993.

[4]Under s 250(1) of the Act:

The court may, at any time after the appointment of a liquidator accompany, if it is satisfied that it is just and equitable to do so, make an order terminating the liquidation of the company.

[5]CA 250.03 of Brookers Company and Securities Law provides:

In the ordinary run of cases, the court will only exercise its discretion to order a termination of a liquidation if:

(a)all the creditors have been paid in full or satisfactory provision has been made for them to be paid or they have consent; and

(b)the liquidator’s costs have been paid or secured; and

(c)the shareholders have given their consent or would be in no worse position than if the liquidation had proceeded to its conclusion.

[6]                In a sense, this was a relatively straightforward liquidation. There was only one creditor, the IRD which sought liquidation. The company was incorporated in September 2007 and following liquidation the liquidators continued to trade the company and agreed to withhold advertising in order  for  the  applicants  to  meet the liquidators’ requirements they specified before they would support an application to terminate.

[7]                An affidavit from the IRD has been filed confirming that as at the date of that affidavit, the applicants have settled the debt owed by the company to the Commissioner in full together with costs and records that the Commissioner consents to the application to terminate the liquidation of the company.

[8]                One of the joint liquidators appointed by the Court confirm they do not oppose an order terminating the liquidation.

[9]                There is no suggestion in this case of there being disputed or outstanding creditors. The company has continued to trade and it seems that it has traded for some time.

[10]            Accordingly, it is in the public interest that the company’s position be regularised, given that it has employees.

[11]            The shareholders, given they are the applicants, clearly consent to the application.

[12]            Given the fact that the petitioning creditor has been paid, the liquidators consent to the application (the liquidators’ costs having been addressed) and in the absence of there being any suggestion of there being other creditors, it is appropriate that there be an order as sought terminating the liquidation of Quick Tricky Dog Ltd (in liquidation).

Associate Judge Lester

Solicitors:

Saunders & Co, Christchurch