Hong Kong Case Law: Decisions & Judgments | LexChat

Hong Kong Case Law

Court confirmation

  • 23 Apr 2009

    RE MOREHEAD CO LTD

    Citation
    RE MOREHEAD CO LTD
    Court
    Court of First Instance
    Case number
    HCMP162/2009

    The court confirmed the reduction because the special resolution was validly passed, the returned capital derived from the joint venture and was surplus to the Company’s needs, creditors’ interests would not be adversely affected given the low liabilities and compliance with advertisement directions, and the prior judicial dispensation regarding s.59(2)(a)–(c) removed procedural impediments.

  • 5 Jun 2007

    RE HENDERSON INVESTMENT LTD

    Citation
    RE HENDERSON INVESTMENT LTD
    Court
    Court of First Instance
    Case number
    HCMP917/2007

    The court exercised its discretion to confirm the reduction of the share premium account because the statutory prerequisites were met: the articles authorised the reduction, a special resolution was passed, shareholders were equally treated and properly informed, creditors' interests were adequately safeguarded by consents and by payment of HK$1,475,873 into a trust for unclaimed claims, and the reduction had the clear purpose of returning surplus capital to shareholders following the disposal; the Registrar raised no objection and the draft order was appropriate.

  • 16 Feb 2007

    RE MINMETALS RESOURCES LTD

    Citation
    RE MINMETALS RESOURCES LTD
    Court
    Court of First Instance
    Case number
    HCMP139/2007

    The court granted the petition because the reduction served a legitimate purpose (to eliminate accumulated losses and align accounts with available assets), shareholders had been properly informed and treated equitably, and creditors' interests were adequately safeguarded by the undertaking offered by the company; accordingly the cancellation of the special capital reserve and the reduction of the share premium account were confirmed.

  • 28 Aug 2003

    RE AVT HOLDINGS LTD

    Citation
    RE AVT HOLDINGS LTD
    Court
    Court of First Instance
    Case number
    HCMP2889/2003

    The court confirmed the reduction because the reduction was for a legitimate purpose (to write off permanent irrecoverable losses), shareholders were treated equally and properly informed, there was no diminution of unpaid capital or payment to shareholders, and the proposed reduction would not prejudice creditors; accordingly the minute of reduction was approved.

  • 21 May 2003

    RE CHINA DEVELOPMENT CORPORATION LTD

    Citation
    RE CHINA DEVELOPMENT CORPORATION LTD
    Court
    Court of First Instance
    Case number
    HCMP1317/2003

    The court confirmed the capital reduction because the Companies Ordinance requirements were met and the proposed reduction satisfied the four established criteria: shareholders treated equitably, proposals properly explained, creditors safeguarded by setting off permanent losses against the reduction credit, and the reduction pursued discernable commercial purposes (facilitate future fundraising and cancel permanently lost paid-up capital).

  • 24 Jan 2003

    RE TERAL (HK) LTD.

    Citation
    RE TERAL (HK) LTD.
    Court
    Court of First Instance
    Case number
    HCMP5021/2002

    The court was satisfied the four established requirements for sanctioning a reduction of capital were met: a single class of shareholders equally affected and informed; a discernible purpose (remove capital lost to accumulated losses and improve balance sheet); and adequate creditor protection provided by letters of consent from current creditors and an undertaking to create an undistributable capital reduction reserve of HK$4,200,000. Accordingly the court confirmed the reduction of capital as proposed.

  • 15 Jan 2002

    RE YAGINUMA CO. (HONG KONG) LTD.

    Citation
    RE YAGINUMA CO. (HONG KONG) LTD.
    Court
    Court of First Instance
    Case number
    HCMP3642/2001

    The court confirmed the reduction because the articles authorized it, a proper special resolution was passed by the two members, shareholders were affected equally, creditors had been paid or waived, and the reduction served the recognized statutory purpose of reducing accumulated losses to enable future dividends.

  • 27 Jun 2001

    RE SINO-I.COM LTD.

    Citation
    RE SINO-I.COM LTD.
    Court
    Court of First Instance
    Case number
    HCMP2427/2001

    The court confirmed the reduction because the articles authorized it, a valid special resolution was passed, the circular adequately explained the proposal, all shareholders of the sole class are equally affected, creditors were protected by an undertaking to create an undistributable special capital reserve and by specific notice to the convertible note holder and option beneficiaries, the note holder did not oppose, and the reduction has a discernible purpose of facilitating future capital raising.