Hoverd Industries Ltd v Supercool Refrigeration and Air Conditioning (1991) Ltd (In Receivership and Liquidation) - [1995] 3 NZLR 577

Company law — Shares — Redeemable preference shares — Whether contract giving shareholder security for redemption of company's assets illegal — Companies Act 1955, s 66.

Contract — Interpretation — Agreement that payments for stock on consignment only to be made simultaneously with redemption of redeemable preference shares — Shares impossible of redemption because of liquidation of company — Whether payment for consignment stock nevertheless due under agreement in any event.

Equity — Set-off — Redeemable preference shares — Company going into liquidation — Liquidator claiming amount owing for stock on consignment — Payment for consignment stock agreed to be made simultaneously with redemption of preference shares — Preference shares unable to be redeemed because of liquidation — Counterclaim by debtors for supply of other goods — Whether legal or equitable set-off in respect of goods sold against liability in respect of consignment stock indebtedness — Companies Act 1955, ss 75, 76, 77 and 78.