Zuru and Rascals International have lost their High Court case against the owners of rival nappy brand Treasures, ending a long-running commercial dispute with an uncomfortable finding about statements made by Zuru co-founder Nick Mowbray to Countdown.
The decision is a reminder that commercial communications made to a customer can create Fair Trading Act exposure even amid a genuine business dispute, but a counterclaim that would otherwise succeed remains worthless if limitation is overlooked.
In Rascals International Ltd v Taylor [2026] NZHC 2279, Justice Dani Gardiner (pictured) dismissed the remaining claims brought by Rascals and Zuru against JJK Group and Taonga IP.
But the 189-page judgment also found that certain statements made by Mowbray to Countdown about JJK and former Rascals director Grant Taylor were misleading or deceptive and caused JJK loss. JJK’s Fair Trading Act counterclaim nevertheless failed because it was brought outside the statutory limitation period.
It is a result that makes the formal scoreline—claims and counterclaims dismissed—rather less revealing than usual.
The Treasures dispute
The litigation concerned JJK’s 2020 acquisition and relaunch of the Treasures nappy brand after its Australian owner exited New Zealand.
Rascals alleged that Grant Taylor, a former founder and director of the Rascals business, had improperly assisted JJK by sharing confidential information and diverting a corporate opportunity. Rascals contended that it would otherwise have acquired Treasures and pursued a Countdown supply arrangement. Its claimed loss ranged from approximately $7.4 million to $20.6 million.
Claims against Grant Taylor and his father Keith Taylor were settled before trial. The remaining case focused on whether JJK and Taonga IP, which held the Treasures-related assets, were legally liable for their alleged participation in wrongdoing.
They were not.
Justice Gardiner found that Taylor remained formally a Rascals director for a period after the business sale. But JJK’s directors did not know, and were not wilfully blind to, that fact.
The corporate-opportunity allegation also failed.
Taylor did not have an ownership interest in JJK, was not its director or employee, and received no payment for his assistance. The Court found he had not breached the relevant duty by exploiting a Rascals opportunity for his own benefit.
Nor did Taylor breach his Countdown restraint of trade.
Confidential, but not enough
The confidential-information case was more nuanced than the pleadings suggested.
Justice Gardiner found that much of the information Taylor provided was either not Rascals’ confidential information, or had not been treated by Rascals as confidential. A limited amount did qualify as confidential.
But JJK’s directors did not know, and were not wilfully blind to, its confidential character. They may have been “reckless and naïve” in receiving information from Taylor, the Judge held, but that did not establish the knowledge necessary for breach-of-confidence or dishonest-assistance liability.
Rascals also failed on causation. It had considered acquiring Treasures as a route into Countdown without affecting its Foodstuffs arrangements, but the Court was not satisfied it would probably have acquired the business if JJK had not done so.
Wanting an opportunity, it turns out, is not the same as proving it was taken.
The Countdown messages
The more uncomfortable findings concerned Mowbray’s intervention with Countdown after JJK acquired Treasures.
The Court found that several propositions conveyed in communications to Countdown—including allegations concerning Taylor’s restraint, Rascals’ IP and JJK’s dealings with a factory were inaccurate and objectively capable of misleading or deceiving.
Countdown cancelled existing Treasures orders and later renegotiated JJK’s terms. Justice Gardiner found there was no reasonable doubt that the cancellation resulted from Mowbray’s communications, and that they caused JJK loss.
JJK would have had a Fair Trading Act claim but for limitation. It should have appreciated the relevant loss by 17 June 2021 but did not seek to advance its counterclaim until July 2024.
Its injurious-falsehood claim also failed. Mowbray was found to have been reckless, but the Court was not satisfied that the legal requirement of malice had been made out.
The judgment is clear on the point that confidential information must actually be confidential; and that limitation periods can defeat even a substantively sound claim.
