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ONC Lawyers
Hong Kong

ONC Corporate Disputes and Insolvency Quarterly

Dear Clients and Friends,

This special newsletter aims to regularly update practitioners on important and noteworthy cases in the areas of corporate disputes and insolvency in Hong Kong, the UK and other common law countries. In this issue, we have highlighted:

·        10 Corporate Insolvency Cases

 

·        3 Cross-border Insolvency Cases

 

·        5 Restructuring Cases

·        4 Corporate Disputes Cases

 

·        4 Bankruptcy Cases

Our selection of cases and our analysis of them may not be exhaustive. Your comments and suggestions are always most welcome. Please feel free to contact me at ludwig.ng@onc.hk

Best regards,

Ludwig Ng

Partner, Solicitor Advocate

ONC Lawyers

 

HEADLINES OF THIS ISSUE

•

Corporate Insolvency Cases
  1. Flexible application of the pari passu principle in distribution of foreign assets which are not freely transferable

Guangdong International Trust & Investment Corp Hong Kong (Holdings) Ltd [2018] 5 HKLRD 396
  1. Security for costs application dismissed against a company in liquidation because it would stifle a serious and genuine claim

Absolute Living Developments Ltd (in liquidation) v DS7 Ltd [2018] EWHC 1432 (Ch)
  1. Revival of dissolved company to distribute overlooked assets

Stephen Liu Yiu Keung v Registrar of Companies and another [2018] HKCFI 1220
  1. Receivers not entitled to an indemnity of expenses where he took part in proceedings for personal interest against the estate

Ho Chor Ming and Others v Hong Kong Chiu Chow Po Hing [2018] 3 HKLRD 859
  1. BVI Court held that provisional liquidation is available to facilitate a restructuring

Re Constellation Overseas Limited and others (BVIHC (Com) 2018/0206 – 2012)
  1. Liquidators’ application under the Trustee Ordinance (Cap. 29) to distribute assets held by the company

Re the Joint and Several Liquidators of China Point Stock Brokers Ltd HCMP 297/2018
  1. No winding-up petition should be issued for recovery of legal fees before delivery of a bill and, if required by the client, taxation
 

Re Luen Ford Industrial Co Ltd [2018] HKCFI 1772
  1. Court has no jurisdiction, even by consent, to make an order for the buyout of shares in an unfair prejudice petition, until it is satisfied that there has been unfairly prejudicial conduct

Lai Chi Keung v Wang Zhihua and Another [2018] HKCFI 867
  1. What happens when a creditor petitions to wind up a company already subject to an unfair prejudice petition?
 

Li Fu Hua (also known as Denise Li) v Chen Ching Chih (陳清治) and another [2018]
  1. Ad valorem fees payable on amounts paid over into compulsory liquidation by CVL liquidators
 

STX Pan Ocean (Hong Kong) Co. Limited (In Liquidation) [2018] 4 HKLRD 826

•

Cross-border Insolvency Cases
  1. Hong Kong court refuses to assist Chapter 11 Trustee on the ground of public policy

Re China Fishery Group Ltd [2019] HKCFI 174
  1. Decision in Hong Kong highlights the importance of advance cross-border planning

Re CW Advanced Technologies Ltd [2018] 3 HKLRD 552
  1. English High Court considered the factors relevant for determining a company’s COMI for recognizing foreign main proceedings

Re Videology Ltd [2018] EWHC 2186 (Ch)

•

Restructuring Cases
  1. Singapore High Court granted third party releases in schemes of arrangement

Re Empire Capital Resources Pte Ltd [2018] SGHC 36
  1. In a novel privatisation scheme of arrangement, the court explains its jurisdiction over a scheme of arrangement involving just one member, who holds all the issued shares on trust for underlying investors

Re Enice Holding Co Ltd [2018] 4 HKLRD 736
  1. Underlying beneficial notes holders may participate directly in the scheme of arrangements as creditors if they have the right to be issued with definitive notes upon conditions being met

Re Mongolian Mining Corp [2018] 5 HKLRD 48
  1. Hong Kong court allowed appointment of provisional liquidators with extensive restructuring powers

Pang Wai Hong v China Taifeng Beddings Holdings Ltd [2018] HKCFI 1828
  1. Singapore Court considered the voting rights of creditors holding security over assets owned by third parties in judicial management

Re Swiber Holdings Ltd [2018] SGHC 180

•

Corporate Disputes Cases
  1. A Hong Kong company is not required to give any reasons for the removal of a director

Yeung Bing Kwong Kenneth v Mount Oscar Ltd [2018] HKCFI 2763
  1. Whether a shareholder’s failure to serve adequate notice on the company will result in dismissal of his application to commence statutory derivative action?

Re Pearl Oriental Oil Ltd (東方明珠石油有限公司) [2018] 5 HKLRD 567
  1. Director’s application to inspect documents refused on the ground that the application was made for an improper purpose

Yung Siu Wa v Raffles Family Office Ltd and Others [2018] 5 HKLRD 816
  1. Singapore Court of Appeal set out an analytical framework to provide guidance in cases where an oppression action features both personal and corporate wrongs

Ho Yew Kong v Sakae Holdings Ltd and other appeals and other matters [2018] SGCA

•

Bankruptcy Cases
  1. Decision of the Singapore court that funding agreements are permissible in the context of individual bankruptcies

Re Fan Kow Hin [2018] SGHC 257
  1. A trustee in bankruptcy has no locus to apply for vesting order of a disclaimed property or its proceeds of sale

Sleight v The Crown Estate Commissioners [2018] EWHC 3489 (Ch)
  1. Trustee in Bankruptcy only required to give limited undertaking as to damages when applying for Mareva Injunction

Patrick Cowley and Another (The Joint and Several Trustees in Bankruptcy of the Property of the Bankrupt) v All Powerful Holding Ltd and Another [2018] HKCFI 1802
  1. English court held a moral right to fees on non-contractual basis did not vest in trustee in bankruptcy

Gwinnutt v George and another [2018] EWHC 2169 (Ch)