Hong Kong Case Law: Decisions & Judgments

Topic

Removal of liquidator

Legal area

Court

19 Jan 2022

SHEARMAN & STERLING (a firm) AND OTHERS v. ASIA-PAC INFRASTRUCTURE DEVELOPMENT LIMITED (in creditor’s voluntary liquidation) AND OTHERS

Citation

[2022] HKCFI 218
Court

Court of First Instance
Case number

HCMP2719/2017

The Shearman Parties lacked sufficient interest to invoke the statutory jurisdiction to remove the liquidators because their position was effectively adverse to the estate and they were not unsecured creditors entitled to participate in distribution; binding authorities (Deloitte v Johnson and Li Xiao Yi) restrict standing to persons with a legitimate interest (creditors/contributories), therefore the originating summons was dismissed for want of standing.
27 Apr 2021

ALLIED EVER HOLDINGS LTD v. LI SHU CHUNG AND OTHERS

Citation

[2021] HKCA 577
Court

Court of Appeal
Case number

CACV11/2018

The Court of Appeal held Judge To did not err in exercising his discretion: the liquidators' cumulative conduct — entertaining belated and unsubstantiated proofs of debt, resurrecting a stale tax issue while having prior knowledge, failing to investigate or recover apparent misappropriations, assisting an interested party in related litigation — gave rise to a real and reasonable perception of bias and forfeited confidence in them as officers of the court, justifying removal; the appeal was dismissed.
23 Jan 2020

RE HONG KONG PAK TAT TRADING CO (In compulsory liquidation) (the “Company”)

Citation

[2020] HKCFI 287
Court

Court of First Instance
Case number

HCCW236/2011

A conditional permanent stay of the winding-up was granted under s209 subject to the Executors' undertakings including addressing the principal indebtedness and providing security for liquidators' remuneration: specifically the Executors must provide undertakings (including treatment/waiver of the HK$53,000,000 claim) and procure net payment of 50% of the taxed liquidators' costs and expenses (with an undertaking to pay the remainder in accordance with the court's determination) before the stay takes effect; the application to declare the SPA void was dismissed as misconceived in winding-up p…
29 Oct 2018

RE SUNNI INTERNATIONAL LTD (In Liquidation)

Citation

[2018] HKCFI 2371
Court

Court of First Instance
Case number

HCCW121/2013

Applicant failed to discharge the heavy onus to show cause for removal: inspection summons had been dismissed; Fung acted reasonably on Official Receiver papers and made inquiries when informed of Applicant's shareholding; Applicant was not a creditor and creditors (and COI) supported Fung; potential recoveries require funded litigation and removal would cause delay and costs; therefore removal was not for the general advantage of those interested in the assets.
10 Nov 2014

RE MAINKEY DEVELOPMENT LTD TRADING UNDER THE NAME OF MAN SANG TRADING CO (IN COMPULSORY LIQUIDATION)

Citation

RE MAINKEY DEVELOPMENT LTD TRADING UNDER THE NAME OF MAN SANG TRADING CO (IN COMPULSORY LIQUIDATION)
Court

Court of First Instance
Case number

HCCW1195/2000

Applicant failed to prove good cause to remove the Official Receiver: the Official Receiver reasonably refrained from litigating or asserting Mainland interests without essential documents, statement of affairs or cooperation from key persons (notably Mr Tsoi Snr and Mainland lawyers); absence of evidence and active non‑cooperation justified her investigatory stance and refusal to commence substantive Mainland proceedings; dismissal of summons was appropriate with costs ordered against applicant.
14 Mar 2014

CHEN YUNG NGAI KENNETH v. SHINEWING SPECIALIST ADVISORY SERVICES LTD

Citation

CHEN YUNG NGAI KENNETH v. SHINEWING SPECIALIST ADVISORY SERVICES LTD
Court

Court of First Instance
Case number

HCCW279/2010

The court held that, given the breakdown in the working relationship, the practical realities and the shareholders' resolution, Mr Tang should have stepped down and his resistance was unnecessary; accordingly indemnity costs were ordered in favour of the applicant in the removal application as a special circumstance, while SWSAS was ordered to bear 100% of the costs of the production application on a party-and-party basis; the settlement order of 27 August 2013 was to be amended under the slip rule to record the parties' agreement and to effect production and related arrangements.
14 Mar 2014

CHEN YUNG NGAI KENNETH v. TANG CHUNG WAH ALAN

Citation

CHEN YUNG NGAI KENNETH v. TANG CHUNG WAH ALAN
Court

Court of First Instance
Case number

HCMP113/2013

Given the irretrievable breakdown in the working relationship and the shareholders' resolution, Mr Tang should have stepped down and his resistance to removal was unjustified; accordingly removal need not have been resisted and indemnity costs are appropriate for the removal application. For the production application, although SWSAS had asserted unpaid and unbilled fees, the agreed settlement and the need to progress the liquidations meant SWSAS should bear 100% of the costs but on a party and party basis; the 27 August 2013 order should be amended under the slip rule to record consent.
18 Feb 2014

SHINEWING SPECIALIST ADVISORY SERVICES LTD v. CHEN YUNG NGAI KENNETH (as the Liquidator of Senrich Industries Limited (in Creditors’ Voluntary Liquidation))

Citation

SHINEWING SPECIALIST ADVISORY SERVICES LTD v. CHEN YUNG NGAI KENNETH (as the Liquidator of Senrich Industries Limited (in Creditors’ Voluntary Liquidation))
Court

Court of First Instance
Case number

HCMP117/2014

The court exercised its discretion to order interim payments despite the absence of bank guarantees, distinguishing Group 1 and Group 2 bills: for Group 1 (bills issued by Chen pre‑departure and historically taxed down by about 9%) the court ordered HK$3,750,000 (50.56% of the Group 1 total) as an adequate buffer; for Group 2 (bills issued post‑departure and including disputed WIP) the court excluded HK$8.6m of alleged WIP and applied a 30% discount to the remainder, ordering HK$3,000,000 (15.98% of the Group 2 total) pending taxation. The court also ordered payment within 28 days from availa…
26 Nov 2012

RE SUMORE CORPORATION LTD

Citation

RE SUMORE CORPORATION LTD
Court

Court of First Instance
Case number

HCCW518/2009

The court dismissed SSN's application: the general body of creditors validly revoked the committee resolutions; SSN and LBL's claims to reinstatement and removal of liquidators failed because SSN did not prove sufficient cause that removal was on the whole desirable, there was no demonstrated bias or misconduct sufficient to justify removal, majority creditors in value supported the liquidators, and removal would not be in the general advantage given progress of the liquidation.
15 May 2012

RE REGALTRONIC LTD

Citation

RE REGALTRONIC LTD
Court

Court of First Instance
Case number

HCCW193/2003

The court removed the existing liquidators for statutory breaches and ordered that retained funds of HK$88,790.95 attract interest at 20% per annum from receipt to payment under s202(2)(a); HK$43,000 paid to solicitors must be returned to the Companies Liquidation Account for taxation under Rule 179(2); liquidators may retain fees already paid and recover justified outstanding fees; Official Receiver's costs of $59,185 awarded against the former liquidators.