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Farm failure and family fallout leads to Supreme Court ruling on prejudiced shareholders provision

By Amanda Hockley - October 2018

Baker v Hodder [2018] NZSC 78 deals with important company law issues, and at the highest level. In a sadly familiar set of facts, this case concerned a farming business run on land owned by a family company which was unsuccessful and ultimately became insolvent, forcing the sale of the farm. It is worth noting as it is the first decision by the Supreme Court on the ‘prejudiced shareholders provision’, contained in section 174 of the Companies Act.

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Authority figures: Company contracting and Bishop v Autumn Tree

By Jessica Middleton - October 2018

In most circumstances, parties entering into a contract with a company will be entitled to assume that the company has complied with all its internal procedures to authorise entry into the contract. Section 18 of the Companies Act 1993 was enacted for this very purpose. However, the recent Court of Appeal case of Bishop Warden Property Holdings Limited v Autumn Tree Limited illustrates that this is not always the case, and this assumption is subject to a few notable exceptions.

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New cartel laws

By Laura Monahan - February 2018

This article addresses the changes brought by the Commerce (Cartels and Other Matters) Amendment Act 2017 to New Zealand’s anti-cartel framework and the effect these changes might have on certain kinds of business arrangements.

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Charities update

By Melissa Gibson - January 2018

The past year has seen a number of Court decisions in the charities area which may impact on your charity. As has long been established, only charities that advance exclusively charitable purposes can remain registered charities under the Charities Act 2005. For a purpose to be charitable it must advance the public benefit in a way that is analogous to cases that have previously been held to be charitable, thus it is important to be aware of recent decisions and consider how they may impact your charity or its purposes.

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Tax changes for charities and volunteers

By Melissa Gibson - October 2017

The Taxation Bill proposes an amendment that extends deregistration tax rules to include non-registered charities that cease being charitable at law. The Bill also clarifies that assets will only be excluded from the calculation of deregistration tax if those assets have been transferred or disposed of. Further, payment to volunteers will only be deemed taxable income if it is in honorarium, and not a reimbursement, and there is the option to choose a tax rate on honoraria payments from 10%.

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