PETITION FAILS

Hawera Star, Volume LIV, 20 February 1935, Page 4

PETITION FAILS

Effort to Wind Up Taranaki Amusements (Hawera) Ltd. SHAREHOLDERS’ OPPOSITION SUPREME COURT DECISION (By Telegraph Special to “Star”). NEW PLYMOUTH, To-day. Judgment for the company was given by Mr. Justice Smith in a reserved decision delivered at New Plymouth to-day in the civil action in which the petitioner sought the winding up of Taranaki Amusements (Hawera) Ltd. The case was heard on November 26, when Mr. O’Dea appeared for the petitioner, Peter Thomas Donnelly, and Mr. A. K. North for the company. Mr J. C. Nicholson appeared for all the other shareholders to oppose the petition.

The petition was made on the grounds that, since 1928 the company had failed to commence the business for which it was formed, and that if a, winding-up order were made the assets, prudently realised, would be suf-' ticiont to pay not only the debts of the company, but also a substantial dividend . The petitioner considered that it was just and equitable to wind up the company. The company was incorporated on Februarv 22, 1928, with a nominal capital of £12,000, divided into 12,000 £1 shares. There were seven shareholders, the assured capital being £8604, and the paid-up capital £3o2G. The main object of the company was to acquire a certain lease in Hawera from the petitioner and build a cinema theatre. The price was £.BOOO, satisfied by the company taking over a first mortgage of £4OOO and paying petitioner £2OOO in cash, besides issuing to him 2000 fully paid shares. For various reasons the company Jiad not built a theatre, but had leased the property to tenants. It did not appear, stated the judge, that there was any prospect of the petitioner being rendered liable in respect of the mortgage, and he had not urged the petition on this ground. On the evidence the company had no present intention of budding a theatre, but His Honour was unable to say it had been proved that the company had a fixed intention of never building a. theatre. If there were a substantial change in its circumstances it might do so. On the other hand, the company’s present intention was to hold the property for a time to try and effect a sale at a price which would enable it to clear its liabilities on the property and return to its members at least a substantial part of the capital which they subscribed. The petitioner had not shown that, as a fully paid shareholder, there would be any tangible surplus available for him in a winding-up. "Reviewing the evidence placed before him, Mr Justice Smith said the petitioner had failed to establish a case for a winding-up by the court against the wishes of all the other members of the company. In dismissing the petition the judge ordered petitioner to pay the company as costs £lO 10s, and pay disbursements to be fixed by the registrar.