12 April 2017

Company: Wilding v. Te Mania Livestock

Hacked emails and an allegation of theft surfaced in a multi-million dollar dispute over operation of renowned north Canterbury Te Mania Aberdeen Angus Stud.  Third generation owner Timothy Wilding fell out with his business partners resulting in a no-holds barred two-month High Court trial after failed attempts to negotiate a commercial solution.
Justice Davidson ruled Mr Wilding be given the opportunity to buy out his business partners’ majority shareholding.  Livestock on hand alone is valued at $2.4 million.  Valuation of some other company assets are disputed.  A final figure for the value of shares in Te Mania Livestock is yet to be set.  Ownership of grazing land has created complications.  Stud cattle graze on land owned by a separate Wilding company and on other land in the area, in part on informal leases with no firm terms.  
Established on the Conway River in 1928, Te Mania was recapitalised in 1997 with local and overseas investors buying in.  The Wilding family was left with a forty per cent stake. 
Evidence was given of growing hostility around 2012 between Mr Wilding and fellow director Mr John Harrington particularly over allegations that Te Mania cash was being used to fund Wilding family interests.  Mr Wilding personally was under financial pressure.  Tempers flared as he looked to increase grazing fees.  Singaporean shareholders wanted out, dissatisfied with returns on their investment.  Each block of shareholders has the right to appoint a director and with directors unable to agree on the way forward writs began flying.  Mr Wilding sought unsuccessfully to have Mr Harrington removed as director.  Mr Harrington in turn resigned as general manager of Te Mania and with other directors tried to put the company into liquidation.  Mr Harrington was charged with allegedly stealing hay from Te Mania and when this charge was later dropped Mr Harrington unsuccessfully sued Mr Wilding for malicious prosecution and abuse of process.
The court was told Mr Wilding’s brother-in-law used his knowledge of the company’s email system and Mr Harrington’s password to monitor and pass on Mr Harrington’s email traffic.  This gave Mr Wilding knowledge of his fellow directors’ and shareholders’ plans and the legal advice they had received.
Justice Davidson said there had been an irretrievable breakdown in relationships between the Wilding family and other shareholders.  He ruled Mr Wilding be given the opportunity to buy out shareholders wanting to exit.  A clean break was promised.  Mr Wilding told the court that if he gained full control of Te Mania he would not use the company as a weapon to sue its former directors and shareholders.  He said he could find sufficient funds to pay exiting shareholders at fair value for their holdings.  Justice Davidson indicated that China-based shareholder Mr Weiguo Hong with his fifteen per cent shareholding might increase his investment to fund the buyout.     
Wilding v. Te Mania Livestock Ltd – High Court (12.04.17)

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