CHAN YAM CHUN, ALBERT v. NG SHIU WAI, ANDREW AND OTHERS

CHAN YAM CHUN, ALBERT v. NG SHIU WAI, ANDREW AND OTHERS

Winding up relief was struck out because on the pleaded facts the Company is solvent and profitable, the petitioners did not satisfactorily demonstrate why winding up (rather than a s.724 buyout) was necessary or preferable, there was no prima facie case that the respondents could not finance a buyout, valuation...

Source-derived case information.

Citation
[2025] HKCFI 4949
Parties
Petitioner: CHAN YAM CHUN, ALBERT; 1st Respondent: NG SHIU WAI, ANDREW; 2nd Respondent: CHAN YAM HAU; 3rd Respondent: VICTORY TRENCHLESS ENGINEERING CO. LIMITED
Court
Court of First Instance
Jurisdiction
Hong Kong
Judgment Date
17 October 2025
Case Number
HCCW198/2025
Procedural Posture
Companies Winding Up / Chamber Applications: Strike Out Summons and Joinder and Amendment Summons Decided on Summons Hearing
Outcome
Strike Out Summons granted; winding up relief struck out. Joinder and Amendment Summons allowed.
Legal Topics
Winding Up, Just and Equitable Grounds, S.724 Buyout Order, Strike Out Application, Unfair Prejudice, Valuation Methodology, Ability to Finance Buyout, Joinder and Amendment
Source Language
en
Company Law Insolvency Shareholder Remedies Civil Procedure Valuation Disputes Winding Up Just and Equitable Grounds S.724 Buyout Order +5 more

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Parties

CHAN YAM CHUN, ALBERT

Petitioner

NG SHIU WAI, ANDREW

1st Respondent

CHAN YAM HAU

2nd Respondent

VICTORY TRENCHLESS ENGINEERING CO. LIMITED

3rd Respondent

Procedural Posture

Companies Winding Up / Chamber Applications: Strike Out Summons and Joinder and Amendment Summons Decided on Summons Hearing

Legal Issues

  1. 1 Whether winding up relief should be struck out where a buyout order under s.724 is available
  2. 2 Whether the majority respondents can fund a buyout such that winding up is unnecessary
  3. 3 Whether disputes over valuation methodology preclude striking out winding up relief at interlocutory stage

Ratio Decidendi

Winding up relief was struck out because on the pleaded facts the Company is solvent and profitable, the petitioners did not satisfactorily demonstrate why winding up (rather than a s.724 buyout) was necessary or preferable, there was no prima facie case that the respondents could not finance a buyout, valuation disputes and allegations requiring investigation do not alone justify retaining winding up relief, and therefore the strike out was appropriate; joinder and amendment were allowed.

Court Disposition

Strike Out Summons granted; winding up relief struck out. Joinder and Amendment Summons allowed.

Orders

  • Winding up relief in the Petition struck out (order in terms of paragraphs (1) and (2) of the Strike Out Summons).
  • Order nisi for costs in favour of the Respondents with certificate for two counsel; costs to be taxed if not agreed.