Ben Gough wins another bout in family feud

The Antony Gough branch of the wealthy Christchurch Gough family has been dealt another blow in their long-running power-struggle with the Ben Gough side.

A Supreme Court decision released on Wednesday rejects a request by Antony Gough and his brothers Tracy and Harcourt for leave to appeal a decision of the Court of Appeal.

The ruling bolsters Ben Gough’s position as a director and an executive at Gough Holdings, based in Christchurch.

Developer Antony Gough, and investor Ben Gough, are the grandchildren of Tracy Thomas Gough, one of the founders of Gough Holdings, formerly known as Gough, Gough & Hammer.

The two branches hold most of the shares in Gough Holdings but Ben Gough and his sister, Gina Satterthwaite, hold just over 50 per cent of the shares.

Gough Holdings is a large company supplying industrial machinery and equipment and is wellknown for being the sole New Zealand supplier of the yellowbranded Caterpillar machinery.

The Court of Appeal decision upheld the arguments of counsel for Ben and Gina on how to interpret a certain provision in the company’s constitution.

The key area of dispute is over who qualifies to serve as a director of the company if the Head Trust is wound up, which may happen this year. The Head Trust, part of a governing structure set up in 1987 to try to balance the interests of Ben Gough, a director and an executive of Gough Holdings. both family branches, appoints and removes directors of Gough Holdings.

The clause at issue, which would come into effect if the Head Trust was wound up, says Gough family members cannot be appointed directors unless all shareholders agree.

The arguments are over whether family members already serving as directors would be disqualified from continuing.

Those directors are Ben Gough and Jamie Gough, both from the different branches. Jamie is a Christchurch City councillor and son of Tracy Gough.

The High Court’s ruling effectively decided that family members currently serving as directors would indeed be disqualified from continuing unless all shareholders agreed.

Ben Gough went to the Court of Appeal, which set aside the High Court’s ruling in May this year.

He said he was ‘‘very pleased’’ ASupreme Court ruling has dealt Gough brothers Tracy (left), Harcourt and Anthony a blow in a power struggle with the Ben Gough branch of the wealthy Christchurch family. with the Supreme Court decision.

‘‘I certainly don’t enjoy the litigation. However it is satisfying when your position is made very clear by the New Zealand court system.’’

Antony Gough and brothers told the Supreme Court that the Court of Appeal was wrong and the matter was of general commercial significance because it dealt with correct contractual interpretation.

However, the Supreme Court said the clause was particular to a constitution and a company, and would have no wider significance. It did not consider the proposed appeal would raise any issues of general or public or commercial importance.

In addition, nothing had been raised about the Court of Appeal’s judgment suggesting a risk of a miscarriage of justice if the Supreme Court did not hear the appeal.

Antony Gough was not available for comment.

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