Becoming aware that Whanganui-based Bradwood Forest Ltd was about to silently slide off the Companies Office register leaving behind not only disappointed investors, but also failing to refund carbon credits allegedly owed, Environment Ministry had the High Court block Bradwood’s move.
Investors in Bradwood Forest were looking to make hay from carbon emission trading regulations whilst also enjoying tax write-offs generated through participation in a limited partnership, allowing tax losses to be set off against other assessable income.
Buried in notes to the limited partnership’s financial statements for 2016 is a prescient warning; credits for some carbon emission trading units previously generated will be reversed if deforested land is not replanted within five years of logging.
That has come to pass, Environment claims.
Tree planting earns emission trading credits; trees sequester carbon from the atmosphere.
Subsequent deforestation releases sequestered carbon, requiring purchase of offsetting emission trading units.
A rigged market, with government-manipulated prices, can see the value of emission trading units changing over time.
Environment Ministry claims it is owed money by Bradwood Forest Ltd; a claim difficult to enforce if Bradwood disappears from the Companies Office register.
Bradwood is exploiting a legal tactic commonly used by shareholders to get rid of defunct, solvent, non-trading companies by no longer filing Companies Act annual returns with Companies Office.
After multiple years of failing to file, Companies Office simply removes a defaulting company from its register with a stroke of its administrative pen.
This well-established commercial practice avoids costs of formally liquidating a solvent company.
Companies Office must give public notice of its intention to deregister a company.
Environment Ministry reacted to public notice signalling pending removal of Bradwood Forest Ltd by having the High Court order Bradwood Forest remain on the register.
This keeps Bradwood alive, and available for Environment’s Climate Change Response Act claim demanding that Bradwood repay emission trading units previously granted.
Environment Ministry v. Companies Office – High Court (28.10.25)
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