LAU REIMER MARY JEAN v. TING WAI MONASTERY LTD

LAU REIMER MARY JEAN v. TING WAI MONASTERY LTD

The court held the petitioner is a creditor by reason of having paid the company’s liability in good faith while acting as a director/shadow director and is therefore entitled to present the winding-up petition; provisional liquidators were appointed and a winding-up order made; costs of the petitioner and Secretary for Justice ordered paid from company assets on an indemnity basis; Official Receiver’s provisional liquidation costs assessed at HK$8,000.

Citation
LAU REIMER MARY JEAN v. TING WAI MONASTERY LTD
Parties
Petitioner: Lau Reimer Mary Jean; Company / Respondent: Ting Wai Monastery Limited; Opposing Contributory: Ms Lung Yan Loi; Intervenor (parens Patriae): Secretary for Justice; Interested Party: Gear Time Limited; Interested Party: King Elegant Limited; Interested Party: 90 Limited; Official Receiver: Official Receiver
Court
Court of First Instance
Jurisdiction
Hong Kong
Judgment Date
27 November 2017
Case Number
HCCW286/2017
Procedural Posture
Companies Winding Up Proceedings (petition Under S177(1)(d) Cap 32) / Hearing for Winding Up Order and Appointment of Provisional Liquidators
Outcome
Winding-up order made; provisional liquidators appointed.
Legal Topics
Winding Up, Provisional Liquidators, Statutory Demand, Director Indemnity, Shadow Director, Costs of Intervention
Source Language
EN
Company Law Insolvency Law Charity Law Civil Procedure Winding Up Provisional Liquidators Statutory Demand Director Indemnity +2 more

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Parties

Lau Reimer Mary Jean

Petitioner

Ting Wai Monastery Limited

Company / Respondent

Ms Lung Yan Loi

Opposing Contributory

Secretary for Justice

Intervenor (parens Patriae)

Gear Time Limited

Interested Party

King Elegant Limited

Interested Party

90 Limited

Interested Party

Official Receiver

Official Receiver

Procedural Posture

Companies Winding Up Proceedings (petition Under S177(1)(d) Cap 32) / Hearing for Winding Up Order and Appointment of Provisional Liquidators

Legal Issues

  1. 1 Whether petitioner has locus to present winding-up petition after paying company liability to Government
  2. 2 Whether payment by petitioner creates creditor status enforceable in winding-up
  3. 3 Whether provisional liquidators should be appointed given defective corporate records

Ratio Decidendi

The court held the petitioner is a creditor by reason of having paid the company’s liability in good faith while acting as a director/shadow director and is therefore entitled to present the winding-up petition; provisional liquidators were appointed and a winding-up order made; costs of the petitioner and Secretary for Justice ordered paid from company assets on an indemnity basis; Official Receiver’s provisional liquidation costs assessed at HK$8,000.

Court Disposition

Winding-up order made; provisional liquidators appointed.

Orders

  • Appoint Mr Frank Yuen and Mr Kennic Lui as provisional liquidators under section 193 Cap 32
  • Make winding-up order of Ting Wai Monastery Limited