Hong Kong Case Law: Decisions & Judgments

Topic

Dissolution of company

Legal area

Court

20 Apr 2017

EAC TRANSPORTATION SERVICES (HONG KONG) LTD v. LIU CHI TAT STEPHEN AND OTHERS

Citation

EAC TRANSPORTATION SERVICES (HONG KONG) LTD v. LIU CHI TAT STEPHEN AND OTHERS
Court

Court of First Instance
Case number

HCMP2934/2016

The court found that the statutory conditions in section 290 were met (the applicant is an interested person, the application was made within two years of dissolution and procedural requirements under s.239(4) were met) and it was appropriate to make the order sought in the terms proposed by the Companies Registrar; accordingly the dissolution was set aside subject to the Registrar's proposed directions regarding pursuit of litigation and funding.
22 Mar 2017

LAU YUN LIN v. KWAN TSEUNG CO LTD

Citation

LAU YUN LIN v. KWAN TSEUNG CO LTD
Court

Court of First Instance
Case number

HCMP29/2017

The originating summons was dismissed because the defendant company had been dissolved and therefore was a non-existent legal person against whom no order could be made under s25A HCO; consequently s25A could not be invoked to nominate a person to execute the confirmatory assignment and the proper defendant would be the Government/Registrar or the company must be restored under the Companies Ordinance if relief is sought.
8 Jan 2014

RE YANG ZHENGHONG

Citation

RE YANG ZHENGHONG
Court

Court of First Instance
Case number

HCMP3115/2013

The application could not proceed ex parte and must be adjourned because the property appears to have vested as bona vacantia and the Secretary for Justice should be joined as representative of the Government whose proprietary interest may be divested, and because the supporting affidavit failed to comply with Order 88 rule 5A.
12 May 2009

NG PIK HAK AND OTHERS v. HO CHIU

Citation

NG PIK HAK AND OTHERS v. HO CHIU
Court

Court of First Instance
Case number

HCA2359/2008

The Statement of Claim was struck out because at the time of issue plaintiffs, as former shareholders of a company already dissolved, had no personal cause of action: any cause of action vested in the company before dissolution had vested in the Government under s292 Companies Ordinance and the Foss v Harbottle exceptions for derivative relief did not apply to a dissolved company; additionally plaintiffs failed to justify late evidence filed in breach of court directions.
5 Jun 2008

WANG JING DONG v. THE REGISTRAR OF COMPANIES

Citation

WANG JING DONG v. THE REGISTRAR OF COMPANIES
Court

Court of First Instance
Case number

HCMP845/2008

The court exercised its discretion under s.290(1A) to extend time because the applicant's ignorance of the legal consequences, coupled with absence of prejudice and no objection from the Registrar and former liquidators, justified restoring the company and declaring the dissolution void.
12 Mar 2007

KELSO ENTERPRISES LTD v. LIU YIU KEUNG STEPHEN AND ANOTHER

Citation

KELSO ENTERPRISES LTD v. LIU YIU KEUNG STEPHEN AND ANOTHER
Court

Court of Appeal
Case number

CACV303/2006

Ordered security for costs of $275,000 because that sum reasonably covers the fees of a senior and junior counsel and solicitor for a short appeal; security is assessed by reference to reasonable conduct of the case rather than parties' asserted or actual fees.
8 Nov 2005

KENNY K C TAM & SHUM LAP CHI v. REGISTRAR OF COMPANIES AND ANOTHER

Citation

KENNY K C TAM & SHUM LAP CHI v. REGISTRAR OF COMPANIES AND ANOTHER
Court

Court of First Instance
Case number

HCMP2177/2005

The court granted the liquidators' application to declare the dissolution void because the order was necessary to preserve the interests of parties to pending litigation, the Registrar and Official Receiver did not oppose the restoration, and the liquidators agreed to the Registrar's reasonable administrative conditions and agreed costs; accordingly the dissolution was set aside with the Registrar's additional terms annexed to the order.
27 Oct 2005

CAPITAL LTD v. SECRETARY FOR JUSTICE

Citation

CAPITAL LTD v. SECRETARY FOR JUSTICE
Court

Court of First Instance
Case number

HCMP313/2005

Because the 1997 assignment was defective for using a seal in the company's former name and the assignor company was dissolved so any residual estate was bona vacantia, and the Government had no objection, the court properly exercised its power under Trustee Ordinance s45(b)(iii) to grant a vesting order vesting all rights, title and interest in the property to the Plaintiff.
21 May 2004

HO FUNG YUEN AND ANOTHER v. LUI WAN HO AND ANOTHER

Citation

HO FUNG YUEN AND ANOTHER v. LUI WAN HO AND ANOTHER
Court

Court of First Instance
Case number

HCMP1055/2004

The court exercised its discretion under the Companies Ordinance to defer dissolution and remove the incumbent liquidators because there was a credible possibility the company had grounds to defend the mortgage action, the proposed liquidator agreed to act and accept the consequences, and the applicants undertook to bear the legal costs and disbursements, addressing the primary concern that the company had no funds to meet costs.
3 Apr 2003

CHAN WAI HEI AND OR WAI LIN WINNIE v. THE REGISTRAR OF COMPANIES

Citation

CHAN WAI HEI AND OR WAI LIN WINNIE v. THE REGISTRAR OF COMPANIES
Court

Court of First Instance
Case number

HCMP1114/2003

Because there was a real possibility that assets (toilets and a narrow strip of land) remained vested in the dissolved company due to a defect in the assignment, and the Registrar did not oppose relief, the court declared the dissolution void under s.290(1) and appointed the applicants as joint and several liquidators to enable rectification and ancillary compliance (publication, registration, filing) and awarded costs to the Registrar.