RE CAPITAL SHIPBROKERS LTD (the “Company”)

RE CAPITAL SHIPBROKERS LTD (the “Company”)

The court authorized the liquidators to distribute the residual assets to the two persons identified as contributories because the liquidation is solvent, assets recovered total HK$17,556,545.46, adequate provision has been made for taxed and anticipated professional fees and Official Receiver ad valorem fees, amounts owing by a contributory were accounted for, and both contributories consented to the proposed distribution, making the proposal appropriate under rule 143.

Citation
[2019] HKCFI 573
Parties
Company: Capital Shipbrokers Limited; Petitioner/minority Shareholder/contributory: ICAP Shipping Tankers Limited; Majority Shareholder/contributory: Perfecta; Liquidators: Joint and Several Liquidators of Capital Shipbrokers Limited; Official Receiver: Official Receiver
Court
Court of First Instance
Jurisdiction
Hong Kong
Judgment Date
24 January 2019
Case Number
HCCW222/2016
Procedural Posture
Companies (winding Up) Proceedings / Application by Liquidators Under R.143 for Authorization to Distribute Surplus in Solvent Liquidation; Application Granted
Outcome
Application granted. Liquidators authorized to return residual assets to the two contributories in accordance with their shareholdings; costs to be paid out of company assets; provision made for professional fees and Official Receiver ad valorem fees.
Legal Topics
Liquidation, Distribution of Assets, Contributories, Companies (winding Up) Rules R.143, Official Receiver Ad Valorem Fees
Source Language
EN
Company Law Insolvency Law Civil Procedure Liquidation Distribution of Assets Contributories Companies (winding Up) Rules R.143 Official Receiver Ad Valorem Fees

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Parties

Capital Shipbrokers Limited

Company

ICAP Shipping Tankers Limited

Petitioner/minority Shareholder/contributory

Perfecta

Majority Shareholder/contributory

Joint and Several Liquidators of Capital Shipbrokers Limited

Liquidators

Official Receiver

Official Receiver

Procedural Posture

Companies (winding Up) Proceedings / Application by Liquidators Under R.143 for Authorization to Distribute Surplus in Solvent Liquidation; Application Granted

Legal Issues

  1. 1 Whether the liquidators should be authorized under r.143 to make a return to the company's contributories
  2. 2 Whether only two persons are contributories within s.171 Cap 32 and entitled to distribution
  3. 3 Whether adequate provision has been made for professional fees and Official Receiver ad valorem fees

Ratio Decidendi

The court authorized the liquidators to distribute the residual assets to the two persons identified as contributories because the liquidation is solvent, assets recovered total HK$17,556,545.46, adequate provision has been made for taxed and anticipated professional fees and Official Receiver ad valorem fees, amounts owing by a contributory were accounted for, and both contributories consented to the proposed distribution, making the proposal appropriate under rule 143.

Court Disposition

Application granted. Liquidators authorized to return residual assets to the two contributories in accordance with their shareholdings; costs to be paid out of company assets; provision made for professional fees and Official Receiver ad valorem fees.

Orders

  • Liquidators are authorized pursuant to rule 143 Cap 32H to make a return to the company\u2019s contributories and to distribute all residual assets to the two contributories (ICAP 47.5% and Perfecta 52.5%)
  • Costs of the application to be paid out of the assets of the company