RE INTEL ASIA HOLDING LTD

RE INTEL ASIA HOLDING LTD

The reduction was confirmed because it was authorised by the companys articles and the Ordinance, served a discernible corporate purpose, the company retained substantial net current assets after the distribution, creditors would not be prejudiced (with major Intel Group creditors consenting and debts subordinated), and procedural requirements and directions had been complied with.

Citation
RE INTEL ASIA HOLDING LTD
Parties
Petitioner: Intel Asia Holding Limited; Sole Shareholder: Intel Holdings B.V.
Court
Court of First Instance
Jurisdiction
Hong Kong
Judgment Date
15 November 2013
Case Number
HCMP2142/2013
Procedural Posture
Capital Reduction Petition Under Companies Ordinance S59 / Judgment/confirmation (reasons for Judgment)
Outcome
Order confirming the proposed reduction of the issued share capital of Intel Asia Holding Limited
Legal Topics
Reduction of Capital, Share Cancellation, Creditor Protection, Companies Ordinance S59, Section 116 B
Source Language
EN
Company Law Corporate Finance Reduction of Capital Share Cancellation Creditor Protection Companies Ordinance S59 Section 116 B

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Parties

Intel Asia Holding Limited

Petitioner

Intel Holdings B.V.

Sole Shareholder

Procedural Posture

Capital Reduction Petition Under Companies Ordinance S59 / Judgment/confirmation (reasons for Judgment)

Legal Issues

  1. 1 Whether the proposed reduction of share capital under s59 of the Companies Ordinance can be confirmed
  2. 2 Whether the reduction will prejudice creditors
  3. 3 Whether statutory and procedural requirements (including notices and approvals) have been met

Ratio Decidendi

The reduction was confirmed because it was authorised by the companys articles and the Ordinance, served a discernible corporate purpose, the company retained substantial net current assets after the distribution, creditors would not be prejudiced (with major Intel Group creditors consenting and debts subordinated), and procedural requirements and directions had been complied with.

Court Disposition

Order confirming the proposed reduction of the issued share capital of Intel Asia Holding Limited

Orders

  • Order confirming reduction of issued share capital from US$1,972,456,367 to US$120,000,000 by cancellation of 1,852,456,367 ordinary shares as per draft submitted to the court
  • Order that US$1,852,456,367 arising from the cancellation be repaid to the sole shareholder