OHL Ltd v Premier Property Developments Ltd - [2024] 3 NZLR 453

Misleading and deceptive — Information Memorandum — Rental payment — Advised temporary reduction — New business — Never said no rent — Misrepresentations effective cause of loss — Evidence sufficient from decision maker — No inference employee not give evidence — Not matter additional benefit — Still reliance rent representation - No deduction claimants conduct — Not making further inquiries — Knew some difficulties — Not know not paying rent — Vendor insisted cash unconditional offer — Required to ensure full disclosure material matters — Fair Trading Act 1986.

Agreement for sale and purchase — Reduction in rent — Non-enforcement re unpaid rent — Waiver directly or indirectly affecting property — Not disclosed in writing — Breach cl 7.1(2) — No breach cl 7.1(1) — No evidence air-conditioning system as a whole not in reasonable working order at settlement.

Damages — Difference value at settlement and value as represented — Impact not just cashflow — Impacts capitalisation rate — Different risk profile — Not include air-conditioning replacement — No science in setting rate — Appropriate rental reduced — Let up and agency fees included — Loss $400,000

Damages — Mitigation — Not unreasonable to reject underwrite — Would not eliminate loss — Not unconditional underwrite — Not put in position of a fully leased property with three long-operating tenants — Increased income security — Capitalisation rate of 6.4 per cent — As contracted for — Not change risk profile.