KENNY KC TAM & SHUM LAP CHI v. REGISTRAR OF COMPANIES AND ANOTHER

KENNY KC TAM & SHUM LAP CHI v. REGISTRAR OF COMPANIES AND ANOTHER

Because the liquidation remained in progress and the Official Receiver and Registrar did not oppose the application, the court exercised its power under s290(1) to declare the dissolution of 4 May 2004 void and to deem acts done on behalf of the company valid so that the liquidation could be completed; costs of the Registrar were ordered paid from the estate.

Citation
KENNY KC TAM & SHUM LAP CHI v. REGISTRAR OF COMPANIES AND ANOTHER
Parties
Applicant Liquidator: Kenny K.C. Tam; Applicant Liquidator: Shum Lap Chi; 1st Respondent: Registrar of Companies; 2nd Respondent: The Official Receiver
Court
Court of First Instance
Jurisdiction
Hong Kong
Judgment Date
10 November 2005
Case Number
HCMP2106/2005
Procedural Posture
Companies Winding Up/dissolution Application Under Companies Ordinance Cap 32 / Judgment on Originating Motion (application Under S290(1))
Outcome
Application granted. Dissolution declared void and acts validated; costs ordered against the estate.
Legal Topics
Dissolution, Liquidation, Reinstatement, Section 290, Section 226 A(2)
Source Language
EN
Company Law Insolvency Law Civil Procedure Dissolution Liquidation Reinstatement Section 290 Section 226 A(2)

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 3 Party arguments 2 Amounts and remedies 2
Sign in to unlock

Parties

Kenny K.C. Tam

Applicant Liquidator

Shum Lap Chi

Applicant Liquidator

Registrar of Companies

1st Respondent

The Official Receiver

2nd Respondent

Procedural Posture

Companies Winding Up/dissolution Application Under Companies Ordinance Cap 32 / Judgment on Originating Motion (application Under S290(1))

Legal Issues

  1. 1 Whether the dissolution of the company by operation of section 226A(2) should be declared void under section 290(1) of the Companies Ordinance
  2. 2 Whether acts done or transactions entered into by or on behalf of the company after dissolution should be deemed valid and effective
  3. 3 Whether costs of the Registrar of Companies should be paid out of the companys estate

Ratio Decidendi

Because the liquidation remained in progress and the Official Receiver and Registrar did not oppose the application, the court exercised its power under s290(1) to declare the dissolution of 4 May 2004 void and to deem acts done on behalf of the company valid so that the liquidation could be completed; costs of the Registrar were ordered paid from the estate.

Court Disposition

Application granted. Dissolution declared void and acts validated; costs ordered against the estate.

Orders

  • Dissolution of Kwai Gang Finance Company Limited on 4 May 2004 declared void pursuant to section 290(1) of the Companies Ordinance, Cap 32
  • All acts done or transactions entered into by or on behalf of the Company to be deemed valid and effective as if the Company had not been dissolved under section 226A(2)