RE THE JOINT LIQUIDATORS OF NUOXI CAPITAL LTD (IN LIQUIDATION IN THE BRITISH VIRGIN ISLANDS)

RE THE JOINT LIQUIDATORS OF NUOXI CAPITAL LTD (IN LIQUIDATION IN THE BRITISH VIRGIN ISLANDS)

The court granted recognition of the BVI liquidators and ancillary powers limited to assisting the liquidation in respect of assets and rights situated in Hong Kong, including permission (subject to BVI sanction) to present a winding-up petition against a Hong Kong incorporated debtor and to pursue keepwell deed claims enforceable in Hong Kong.

Citation
[2021] HKCFI 572
Parties
Applicants: The Joint Liquidators of Nuoxi Capital Limited (Wesley Arthur Edwards; Wing Sze Tiffany Wong; Edward Simon Middleton); Company (subject of Liquidation): Nuoxi Capital Limited (In Liquidation in the British Virgin Islands); Potential Defendant/debtor (target of Winding Up Petition): Founder Group (Hong Kong) Limited; Potential Defendant/debtor (subject of Keepwell Deed Claims): Peking University Founder Group Company Limited
Court
Court of First Instance
Jurisdiction
Hong Kong
Judgment Date
24 February 2021
Case Number
HCMP219/2021
Procedural Posture
Recognition of Foreign Liquidation and Ancillary Hong Kong Assistance / Originating Summons Decided in Chambers (interlocutory)
Outcome
Application granted in terms of the appended draft order
Legal Topics
Recognition of Foreign Liquidators, Enforcement of Keepwell Deeds, Winding Up Petition, Situs of Choses in Action, Ancillary Relief (disclosure, Freezing, Search and Seizure)
Source Language
EN
Insolvency Private International Law Company Law Civil Procedure Recognition of Foreign Liquidators Enforcement of Keepwell Deeds Winding Up Petition Situs of Choses in Action +1 more

Case Brief

Summary, issues, holding and outcome

More case intelligence is available

Unlock the full research layer for this judgment.

Full judgment text Downloadable case file Legal principles 3 Authorities cited 13 Party arguments 2 Amounts and remedies 2
Sign in to unlock

Parties

The Joint Liquidators of Nuoxi Capital Limited (Wesley Arthur Edwards; Wing Sze Tiffany Wong; Edward Simon Middleton)

Applicants

Nuoxi Capital Limited (In Liquidation in the British Virgin Islands)

Company (subject of Liquidation)

Founder Group (Hong Kong) Limited

Potential Defendant/debtor (target of Winding Up Petition)

Peking University Founder Group Company Limited

Potential Defendant/debtor (subject of Keepwell Deed Claims)

Procedural Posture

Recognition of Foreign Liquidation and Ancillary Hong Kong Assistance / Originating Summons Decided in Chambers (interlocutory)

Legal Issues

  1. 1 Whether Hong Kong Court should recognise BVI-appointed liquidators
  2. 2 Whether court should grant ancillary powers to bring proceedings in Hong Kong including presentation of winding-up petition against a HK incorporated debtor
  3. 3 Whether claims against non-HK debtors enforceable in Hong Kong (keepwell deeds) are situated in Hong Kong for the purpose of granting relief

Ratio Decidendi

The court granted recognition of the BVI liquidators and ancillary powers limited to assisting the liquidation in respect of assets and rights situated in Hong Kong, including permission (subject to BVI sanction) to present a winding-up petition against a Hong Kong incorporated debtor and to pursue keepwell deed claims enforceable in Hong Kong.

Court Disposition

Application granted in terms of the appended draft order

Orders

  • The appointment of the joint liquidators pursuant to the BVI Court order dated 1 February 2021 is recognised by the Hong Kong Court.
  • The joint liquidators are granted powers in Hong Kong to request documents, locate, protect and take control of assets and records, secure bank account balances, operate bank accounts, retain professionals, and investigate the company.