The case was heard at the High Court in Wellington. (File photo) Photo: RNZ / Angus Dreaver
- Five year dispute ends in plaintiff's favour
- Carbon offset partnership fell apart
- Directors ruled to have improperly set up separate company, used intellectual property
- Judge decides on $12.1m buyout in plaintiff's favour
A complex and protracted dispute over the collapse of a carbon offset partnership has ended with findings of dishonesty, oppressive behaviour, and breaches of legal duties against two bankers, and a multi-million dollar settlement.
The High Court in Wellington has found two bankers, Will Leckie and Chris Morrison, breached their duties as directors and partners in the Drylandcarbon management companies.
The pair's company, Lewis Tucker & Co, managed Drylandcarbon on behalf of the 50-50 partnership they had with Ant and Wendy Beverley, who developed the intellectual property, but the partnership fell apart in 2019.
The court ruled Leckie and Morrison used Drylandcarbon's intellectual property to advance their own interests with a second fund, cutting the couple out of the deal.
"It is clear that Messrs Leckie and Morrison leveraged Drylandcarbon relationships, personnel, marketing materials and methods in their pursuit of the Forest Partners opportunity," Justice Paul Radich said in a judgement.
The judge ordered the bankers to pay the Beverleys no less than $12.1 million for their share of the partnership, H1 Ltd.
Breach of duties
The court found Leckie and Morrison breached their duties not to profit personally from their position, misused Drylandcarbon's information as they chased the Forest Partners opportunity, and duties of good faith.
The court also found five other people assisted Leckie and Morrison in the dishonesty, while Lewis Tucker and Company breached the confidence of all three Drylandcarbon companies.
The removal of Ant Beverley as director of both the Drylandcarbon General Partner and Manager was also found to be unlawful.
"In the oppression proceeding, I found that affairs of H1 - the breaches on the part of Messrs Leckie and Morrison of their duties as directors, and the removal of Mr Beverley as a director of both the Drylandcarbon General Partner and Manager - were conducted in a way that was oppressive, unfairly discriminatory and unfairly prejudicial to the Beverleys in their capacities as shareholders of H1," Justice Radich said.
"In addition, the removal of Mr Beverley as Director was oppressive to him in his capacity as director.
"Accordingly, I declare that the removal of Mr Beverley as director of both the Drylandcarbon General Partner and Manager was unlawful."
The Beverleys said in a statement they had been vindicated.
"Whilst there are other matters to resolve it heartens us that the judge has found in our favour in such a resounding way."
Leckie, as managing director of Lewis Tucker & Co, said the judge had acknowledged the difficulties and frustrations of dealing with Beverley and understood the background behind the decisions taken.
"At all times we believe we have acted with integrity to protect the business, our investors, and our culture."
He said the court had rejected the Beverleys' "unrealistic valuation" of the enterprise.
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