Re Sport Electronic Ltd.

Re Sport Electronic Ltd.

The charging order absolute on the property constituted an overlooked asset of the dissolved company; under section 290 the court has the power to declare the dissolution void and extend the two-year period to permit the liquidator to pursue the asset for the benefit of creditors, and on the facts (including available funding) the exercise of that discretion was appropriate despite delay.

Citation
Re Sport Electronic Ltd.
Parties
Company (dissolved): Sport Electronic Limited; Applicant (liquidator): Official Receiver; Property Owner (joint Tenant/respondent): Cheng Sin Hei; Interested Party (not Attending): Secretary for Justice; Interested Party (not Attending): Registrar of Companies
Court
Court of First Instance
Jurisdiction
Hong Kong
Judgment Date
20 March 2002
Case Number
HCCW401/1992
Procedural Posture
Companies Winding Up Proceedings; S.290 Post Dissolution Application / Notice of Motion for Declaration Under S.290 to Void Dissolution and Extend 2 Year Period (post Dissolution)
Outcome
Application granted
Legal Topics
Dissolution, Restoration of Company, Charging Order, Section 290 Companies Ordinance, Summary Winding Up Procedure
Source Language
EN
Company Law Insolvency Property Law Civil Procedure Dissolution Restoration of Company Charging Order Section 290 Companies Ordinance +1 more

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Parties

Sport Electronic Limited

Company (dissolved)

Official Receiver

Applicant (liquidator)

Cheng Sin Hei

Property Owner (joint Tenant/respondent)

Secretary for Justice

Interested Party (not Attending)

Registrar of Companies

Interested Party (not Attending)

Procedural Posture

Companies Winding Up Proceedings; S.290 Post Dissolution Application / Notice of Motion for Declaration Under S.290 to Void Dissolution and Extend 2 Year Period (post Dissolution)

Legal Issues

  1. 1 Whether the dissolution can be declared void under section 290 to enable proceedings against an overlooked charged asset
  2. 2 Whether the statutory two-year limitation in section 290(1) should be extended
  3. 3 Whether potential prejudice to third‑party owners warrants refusal of relief

Ratio Decidendi

The charging order absolute on the property constituted an overlooked asset of the dissolved company; under section 290 the court has the power to declare the dissolution void and extend the two-year period to permit the liquidator to pursue the asset for the benefit of creditors, and on the facts (including available funding) the exercise of that discretion was appropriate despite delay.

Court Disposition

Application granted

Orders

  • Declaration under section 290 Companies Ordinance that the dissolution of Sport Electronic Limited be void
  • Extension of the two-year period in section 290(1) to permit the Official Receiver to take proceedings as liquidator against the charged property