GREATER BEIJING FIRST EXPRESSWAYS LTD. (IN LIQUIDATION)

GREATER BEIJING FIRST EXPRESSWAYS LTD. (IN LIQUIDATION)

The provisional liquidators were appointed because they enjoyed the overwhelming support of the majority creditors, there was no good reason to displace them, they had been handling the Company's affairs and were appointed in the BVI (favoring coordination), and the procedural defect in the Petitioner's vote was immaterial because the majority creditor wishes were clear such that reconvening the meeting would serve no useful purpose; the Committee of Inspection was appointed in the composition proposed by the PL for the same reasons.

Citation
GREATER BEIJING FIRST EXPRESSWAYS LTD. (IN LIQUIDATION)
Parties
Applicant/provisional Liquidators: Joint and Several Provisional Liquidators (Ms Oswin; Mr Hague) Price Waterhouse; Petitioner/major Creditor Representative: Petitioner (trustee for Noteholders); Sole Contributory and Parent Company/respondent: Greater Beijing Region Expressways Limited; Creditor/opposing Creditor: Tianjin Tian Ang Expressway Co. Ltd; Creditor/opposing Creditor: Tianjin Tian Yong Expressway Co. Ltd; Creditors/major Creditors: Noteholders including American Express Financial Corporation; Dupont Capital Management; Ernst & Young
Court
Court of First Instance
Jurisdiction
Hong Kong
Judgment Date
24 October 2000
Case Number
HCCW338/2000
Procedural Posture
Companies Winding Up Proceedings / Hearing of Summons for Appointment of Liquidators and Committee of Inspection
Outcome
Provisional Liquidators appointed as Joint and Several Liquidators; Committee of Inspection appointed with members as proposed by the Provisional Liquidators; costs partially ordered against GBRE and the opposing creditors
Legal Topics
Appointment of Liquidators, Committee of Inspection, Creditors' Meetings and Proxies, Jurisdictional Coordination (bvi Hong Kong), Costs
Source Language
EN
Insolvency Company Law Civil Procedure Cross Border Insolvency Appointment of Liquidators Committee of Inspection Creditors' Meetings and Proxies Jurisdictional Coordination (bvi Hong Kong) +1 more

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Parties

Joint and Several Provisional Liquidators (Ms Oswin; Mr Hague) Price Waterhouse

Applicant/provisional Liquidators

Petitioner (trustee for Noteholders)

Petitioner/major Creditor Representative

Greater Beijing Region Expressways Limited

Sole Contributory and Parent Company/respondent

Tianjin Tian Ang Expressway Co. Ltd

Creditor/opposing Creditor

Tianjin Tian Yong Expressway Co. Ltd

Creditor/opposing Creditor

Noteholders including American Express Financial Corporation; Dupont Capital Management; Ernst & Young

Creditors/major Creditors

Procedural Posture

Companies Winding Up Proceedings / Hearing of Summons for Appointment of Liquidators and Committee of Inspection

Legal Issues

  1. 1 Whether the provisional liquidators should be appointed as the joint and several liquidators
  2. 2 Validity of the Petitioner’s vote at the creditors' meeting under the Indenture and Companies (Winding Up) Rules
  3. 3 Whether the Court should reconvene a creditors' meeting or determine the Committee of Inspection composition itself

Ratio Decidendi

The provisional liquidators were appointed because they enjoyed the overwhelming support of the majority creditors, there was no good reason to displace them, they had been handling the Company's affairs and were appointed in the BVI (favoring coordination), and the procedural defect in the Petitioner's vote was immaterial because the majority creditor wishes were clear such that reconvening the meeting would serve no useful purpose; the Committee of Inspection was appointed in the composition proposed by the PL for the same reasons.

Court Disposition

Provisional Liquidators appointed as Joint and Several Liquidators; Committee of Inspection appointed with members as proposed by the Provisional Liquidators; costs partially ordered against GBRE and the opposing creditors

Orders

  • The Joint and Several Provisional Liquidators (Ms Oswin and Mr Hague of Price Waterhouse) are appointed as the Joint and Several Liquidators of Greater Beijing First Expressways Limited
  • A Committee of Inspection comprising the members set out in the Provisional Liquidators' summons (representatives of the Petitioner, GBRE, American Express Financial Corporation, Dupont Capital Management and Ernst & Young) is appointed