Hong Kong Case Law: Decisions & Judgments

Topic

Appointment of liquidator

Legal area

Court

31 Jul 2025

LEUNG TAT KIN, ANTHONY AND ANOTHER v. THE REGISTRAR OF COMPANIES

Citation

[2025] HKCFI 3507
Court

Court of First Instance
Case number

HCMP816/2025

The written Resolution was invalid because it was signed by a director who was not the sole member; there was no evidence the sole member signed it; therefore no valid members' resolution under s228(1)(b) existed, the purported voluntary winding up and appointment of liquidator (Form NW3) were invalid, rectification would be misleading, and the proper remedy was removal of the Documents from the Companies Registry; costs awarded to the Registrar (HK$7,540).
3 Jan 2024

RE BGA HOLDINGS LTD (Formerly Known as BEIBU GULF OCEAN SHIPPING (GROUP) LTD)

Citation

[2024] HKCFI 51
Court

Court of First Instance
Case number

HCCW251/2019

The Court accepted the Official Receiver's reasoned reports and prior BVI findings rejecting challenges to Greenwood and Bailey; allegations of bias and misconduct were unsupported by credible evidence; Greenwood and Bailey's prior involvement, knowledge and cost/time efficiencies, together with active management measures (appointment of Tsui, court sanction requirements and statutory remedies), meant their appointment was conducive to proper liquidation and justice, and no committee of inspection was warranted.
20 Oct 2023

RONELL INTERNATIONAL LTD v. THE REGISTRAR OF COMPANIES

Citation

[2023] HKCFI 2734
Court

Court of First Instance
Case number

HCMP1543/2023

Given that overlooked assets (the Eco Farm shares) surfaced only after the statutory two-year period and the Applicant had a direct pecuniary interest as a former shareholder, the court exercised its discretionary power under s290(1A) to extend time, revived the company to enable realization of the overlooked assets, and appointed a new liquidator; costs of HK$5,000 were ordered against the Applicant.
12 Jun 2019

CAI SHUYI v. THE JOINT AND SEVERAL LIQUIDATORS OF BLOCKCHAIN GROUP CO LTD (IN LIQUIDATION)

Citation

[2019] HKCFI 1522
Court

Court of First Instance
Case number

HCCW118/2018

On the evidence before the court it is not appropriate to disenfranchise or discount any of the votes of known creditors; absent definitive evidence that particular creditors lack entitlement, their votes must be counted and the court will give weight to creditors' views, with a further hearing to resolve outstanding entitlement issues and to decide on any appointment of liquidator(s).
4 Oct 2018

CHOW GREGORY CHI CHONG (also known as GREGORY CHOW) v. THE REGISTRAR OF COMPANIES

Citation

[2018] HKCFI 2251
Court

Court of First Instance
Case number

HCMP2490/2017

Exceptional circumstances existed because the applicant only learned of his shareholding and the undisposed land after the 2-year period, he acted promptly, no prejudice or competing claims exist (government not claiming bona vacantia), and revival would enable realization of the asset for shareholders; therefore the court extended the s.290 time limit, declared the dissolution void and appointed a new liquidator (Mr Lam Wing Yi Jerry), with ancillary compliance and costs orders.
29 Aug 2014

ALBERT EDWARD RODRIGUES v. ASSOCIACAO PORTUGUESA DE SOCORROUS MUTUOS (IN LIQUIDATION)

Citation

ALBERT EDWARD RODRIGUES v. ASSOCIACAO PORTUGUESA DE SOCORROUS MUTUOS (IN LIQUIDATION)
Court

Court of First Instance
Case number

HCMP1391/2014

Because the company is clearly solvent, can pay all creditors and any liquidation expenses, there is no reason to investigate historical conduct, and it is more appropriate for the company to continue its activities, the court will exercise its discretion under ss209 and 255 to stay the technical state of liquidation and validate past transactions under s182.
11 Sept 2009

RE A-ONE INVESTMENTS LTD

Citation

RE A-ONE INVESTMENTS LTD
Court

Court of First Instance
Case number

HCCW448/2008

The court found no appearance of prejudiced bias by the provisional liquidators: their adjudications at meetings were proper for voting purposes, their litigation (including Mareva injunction and High Court actions) was properly sanctioned and pursued within court process, no conflict arose from engaging Mallesons as they ceased acting for DB Trustees on company matters, and the Festina settlement was sanctioned; accordingly the master’s appointment of the provisional liquidators as liquidators was within the court's discretion and the appeal was dismissed.
3 Oct 2008

WANG ON (HK) LTD AND OTHERS v. THE REGISTRAR OF COMPANIES

Citation

WANG ON (HK) LTD AND OTHERS v. THE REGISTRAR OF COMPANIES
Court

Court of First Instance
Case number

HCMP1105/2008

The court exercised its discretion under section 290(1A) to extend time because the omission of a significant asset meant the company could not be properly wound up without revival, no prejudice to others was demonstrated, and the Registrar raised no objection; accordingly the dissolution was declared void and consequential orders including appointment of a liquidator and payment of agreed costs were made.
31 Jan 2008

NAM TAI ELECTRONICS, INC. v. PRICEWATERHOUSE COOPERS

Citation

NAM TAI ELECTRONICS, INC. v. PRICEWATERHOUSE COOPERS
Court

Court of Final Appeal
Case number

FACV1/2007

The Court accepted that a limited 'defensive disclosure' term may be implied allowing disclosure of confidential information where fairly required to protect legitimate interests, but held that PWC's specific disclosure that it had recommended against the acquisition was not reasonably understood as a necessary response to Nam Tai's equivocal objection to PWC's appointment and therefore was not 'fairly required'; accordingly PWC breached its duty of confidence and nominal damages of HK$100 were awarded.
15 Nov 2006

NAM TAI ELECTRONICS, INC. v. PRICEWATERHOUSE COOPERS

Citation

NAM TAI ELECTRONICS, INC. v. PRICEWATERHOUSE COOPERS
Court

Court of Appeal
Case number

CACV99/2005

Leave to appeal was refused because the application was out of time and the applicant failed to demonstrate substantial merits: the allegedly confidential information was not identified or pleaded as required, disclosure of the negative recommendation was justified and not confidential in context, and the proposed new conflict argument lacked necessary particulars and merit.