YEUNG BUN v. BRIO TECHNOLOGY INTERNATIONAL LTD. AND ANOTHER

YEUNG BUN v. BRIO TECHNOLOGY INTERNATIONAL LTD. AND ANOTHER

The court held that absence of clean hands does not automatically bar a just and equitable winding up; misconduct must have been causative of the breakdown in confidence. On the material before the court and given disputed facts, the 2nd respondent failed to establish causative misconduct or abuse of process; therefore the strike out application is dismissed and, given the admitted deadlock and that misappropriation/misfeasance are matters for the liquidator, the appropriate relief is compulsory winding up.

Citation
YEUNG BUN v. BRIO TECHNOLOGY INTERNATIONAL LTD. AND ANOTHER
Parties
Petitioner: Yeung Bun; 1st Respondent: Brio Technology International Limited; 2nd Respondent: Chan Nuen Heung
Court
Court of First Instance
Jurisdiction
Hong Kong
Judgment Date
16 May 2000
Case Number
HCCW962/1999
Procedural Posture
Companies Winding Up (just and Equitable) / Judgment
Outcome
Motion to strike out dismissed; petition for winding up allowed; company ordered to be compulsorily wound up; order nisi as to costs in relation to the strike out application in favour of the petitioner; no order as to costs on petitioner’s summons.
Legal Topics
Just and Equitable Winding Up, Clean Hands Doctrine, Abuse of Process, Strike Out Application, Buy Out/valuation, Misfeasance
Source Language
EN
Company Law Insolvency Equity Civil Procedure Just and Equitable Winding Up Clean Hands Doctrine Abuse of Process Strike Out Application +2 more

Case Brief

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Parties

Yeung Bun

Petitioner

Brio Technology International Limited

1st Respondent

Chan Nuen Heung

2nd Respondent

Procedural Posture

Companies Winding Up (just and Equitable) / Judgment

Legal Issues

  1. 1 Whether petitioner came with clean hands
  2. 2 Whether clean hands is a pre-requisite to just and equitable winding up
  3. 3 Whether petition is an abuse of process warranting strike out

Ratio Decidendi

The court held that absence of clean hands does not automatically bar a just and equitable winding up; misconduct must have been causative of the breakdown in confidence. On the material before the court and given disputed facts, the 2nd respondent failed to establish causative misconduct or abuse of process; therefore the strike out application is dismissed and, given the admitted deadlock and that misappropriation/misfeasance are matters for the liquidator, the appropriate relief is compulsory winding up.

Court Disposition

Motion to strike out dismissed; petition for winding up allowed; company ordered to be compulsorily wound up; order nisi as to costs in relation to the strike out application in favour of the petitioner; no order as to costs on petitioner’s summons.

Orders

  • Strike out application dismissed
  • Company to be compulsorily wound up (order made)