Ann Martin unilaterally transferred $620,000 into her own bank account from their Hawkes Bay family roofing company Martin Roofing Co Ltd in the middle of a relationship property dispute, setting off a cascade of legal claims with High Court application needed to sort out who pays litigation costs.
Ms Martin took the money in mid-2022, later explaining she was ‘reviewing Martin Roofing’s expense coding and current accounts.’ It was repaid after Martin Roofing, at the behest of her husband, got a High Court freezing order over her assets.
Martin Roofing’s majority shareholder is their family trust. Ms Martin and Mr Martin are each sixteen per cent shareholders. Both are directors.
After repaying the money, Ms Martin filed a statement of defence claiming in essence that she was justified in paying the money across to her own bank account.
Mr Martin in turn sued Ms Martin, supposedly on behalf of their company, alleging her behaviour was disrupting company business.
With none of these claims and counterclaims yet getting to court, attempts to reach agreement resulted in a November 2023 settlement agreement intended to see Martin Roofing’s business sold and proceeds distributed to shareholders.
Evidence was given that there had been no sale by time both were back in court arguing over legal costs to date.
Ms Martin alleges her spouse has used $293,400 of company money to advance legal claims in the company’s name which she says are in fact claims intended to benefit him personally.
Wording in their 2023 settlement agreement stating who bears what share of legal costs across the multiplicity of legal actions currently underway is conditional on their business first being sold.
Associate Judge Gambrill set out a formula for allocating Martin Roofing’s litigation costs to date, depending upon when the costs were incurred; some costs to be borne by Martin Roofing alone, other costs shared 50/50 between Martin Roofing and Mr Martin.
One legal complication was that the Martins’ 2023 agreement is seeking to settle out of court ongoing legal action which involves their company, where Mr Martin as a shareholder is suing with a derivative action in their company’s name. Such out of court agreements require High Court approval, according to Companies Act legislation.
Martin Roofing Co Ltd v. Martin – High Court (22.06.26)
26.190