LO SUI LIN v. CHAN HUNG FOOK AND OTHERS

LO SUI LIN v. CHAN HUNG FOOK AND OTHERS

The petition to wind up on the just and equitable ground was not a plain and obvious failure on its face because there is an arguable case that the company was a small family asset vehicle governed by an informal arrangement and that the respondent's conduct and proposed sale and board changes risked a loss of...

Source-derived case information.

Citation
LO SUI LIN v. CHAN HUNG FOOK AND OTHERS
Parties
Applicant/plaintiff: Madam Lo; Petitioner: Chan Hung Fook; Petitioner: Kenneth; Company: Success Leader Development Company Limited; Proposed Director: Lee Fung Har (Virginia)
Court
Court of First Instance
Jurisdiction
Hong Kong
Judgment Date
14 June 2017
Case Number
HCMP41/2016
Procedural Posture
Company Winding Up Petition and Ancillary Applications (companies Ordinance S570 Meeting Application; Interim Receivership; Strike Out) / Strikeout Dismissed; Interim Receiver Appointed; Petition Ongoing and Ordered to Speedy Trial; OS (s570) Stood Over
Outcome
Strikeout summons dismissed; interim receiver appointed; no order on the s570 originating summons pending the winding up petition; petition ordered to speedy trial; costs ordered nisi in favour of petitioners for strikeout and OS
Legal Topics
Just and Equitable Winding Up, Interim Receivership, Majority‑minority/family Company Disputes, Court Ordering Meeting Under Companies Ordinance S570, Strike Out of Proceedings
Source Language
en
Company Law Insolvency Equity Just and Equitable Winding Up Interim Receivership Majority‑minority/family Company Disputes Court Ordering Meeting Under Companies Ordinance S570 Strike Out of Proceedings

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Parties

Madam Lo

Applicant/plaintiff

Chan Hung Fook

Petitioner

Kenneth

Petitioner

Success Leader Development Company Limited

Company

Lee Fung Har (Virginia)

Proposed Director

Procedural Posture

Company Winding Up Petition and Ancillary Applications (companies Ordinance S570 Meeting Application; Interim Receivership; Strike Out) / Strikeout Dismissed; Interim Receiver Appointed; Petition Ongoing and Ordered to Speedy Trial; OS (s570) Stood Over

Legal Issues

  1. 1 Whether the petition to wind up the company on the just and equitable ground is arguable and should survive strikeout
  2. 2 Whether there is an alternative remedy rendering winding up inappropriate
  3. 3 Whether an interim receiver should be appointed to preserve company assets pending trial

Ratio Decidendi

The petition to wind up on the just and equitable ground was not a plain and obvious failure on its face because there is an arguable case that the company was a small family asset vehicle governed by an informal arrangement and that the respondent's conduct and proposed sale and board changes risked a loss of substratum; accordingly the strikeout was dismissed and an interim receiver was appointed to preserve assets pending a speedy trial of the petition; the s570 meeting application was deferred (no order) given the pending winding up petition and the need to preserve the status quo.

Court Disposition

Strikeout summons dismissed; interim receiver appointed; no order on the s570 originating summons pending the winding up petition; petition ordered to speedy trial; costs ordered nisi in favour of petitioners for strikeout and OS

Orders

  • Strikeout summons dismissed
  • Order nisi that costs of the strikeout summons be to the petitioners