RE UNIVERSAL DOCKYARD LTD

RE UNIVERSAL DOCKYARD LTD

There was no procedural irregularity in convening the first meetings; it was not necessary to determine the Scheme's effect before appointing liquidators; in the interests of creditors and orderly administration experienced liquidators and the committee should be appointed and the costs of Fonfair treated as a liquidation expense.

Citation
RE UNIVERSAL DOCKYARD LTD
Parties
Company: Universal Dockyard Limited; Provisional Liquidator / Applicant: Official Receiver; Petitioning Creditor: Fonfair Company Limited; Creditor and Contributory: UDL Holdings Limited; Liquidator (appointed): Simon Richard Blade; Liquidator (appointed): Bruno Arboit; Firm of Appointed Liquidators: Baker Tilly; Committee Member / Creditor: The HongKong & Shanghai Banking Corporation; Committee Member / Creditor: Ernst & Young; Committee Member / Creditor: Bank of America (Asia) Limited; Committee Member / Creditor: American Home Assurance Company
Court
Court of First Instance
Jurisdiction
Hong Kong
Judgment Date
2 November 2004
Case Number
HCCW663/2002
Procedural Posture
Companies (winding Up) / Winding Up Petition / Determination Hearing Under Rule 45(2) of the Companies (winding Up) Rules
Outcome
Court confirmed the resolutions of the first creditors' meeting and ordered appointment of the nominated liquidators and committee members and the costs of Fonfair to be treated as a liquidation expense.
Legal Topics
Winding Up, Scheme of Arrangement, Appointment of Liquidators, Committee of Inspection, Proofs of Debt and Voting
Source Language
EN
Company Law Insolvency Law Civil Procedure Winding Up Scheme of Arrangement Appointment of Liquidators Committee of Inspection Proofs of Debt and Voting

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Parties

Universal Dockyard Limited

Company

Official Receiver

Provisional Liquidator / Applicant

Fonfair Company Limited

Petitioning Creditor

UDL Holdings Limited

Creditor and Contributory

Simon Richard Blade

Liquidator (appointed)

Bruno Arboit

Liquidator (appointed)

Baker Tilly

Firm of Appointed Liquidators

The HongKong & Shanghai Banking Corporation

Committee Member / Creditor

Ernst & Young

Committee Member / Creditor

Bank of America (Asia) Limited

Committee Member / Creditor

American Home Assurance Company

Committee Member / Creditor

Procedural Posture

Companies (winding Up) / Winding Up Petition / Determination Hearing Under Rule 45(2) of the Companies (winding Up) Rules

Legal Issues

  1. 1 Whether resolutions of the first creditors' meeting appointing liquidators and a committee should be confirmed despite unresolved legal effect of a pre-existing scheme of arrangement
  2. 2 Whether scheme creditors should have been permitted to vote at the first meeting
  3. 3 Whether the Official Receiver should remain as liquidator given lack of resources

Ratio Decidendi

There was no procedural irregularity in convening the first meetings; it was not necessary to determine the Scheme's effect before appointing liquidators; in the interests of creditors and orderly administration experienced liquidators and the committee should be appointed and the costs of Fonfair treated as a liquidation expense.

Court Disposition

Court confirmed the resolutions of the first creditors' meeting and ordered appointment of the nominated liquidators and committee members and the costs of Fonfair to be treated as a liquidation expense.

Orders

  • Appoint Mr Simon Richard Blade and Mr Bruno Arboit of Baker Tilly as joint liquidators of Universal Dockyard Limited
  • Confirm appointment of the committee of inspection comprising Fonfair; The HongKong & Shanghai Banking Corporation; Ernst & Young; Bank of America (Asia) Limited; and American Home Assurance Company