Hong Kong Case Law: Decisions & Judgments

Topic

Sale of company assets

Legal area

Court

29 Apr 2022

CHAN KIM HONG v. CHAN YAN HONG

Citation

[2022] HKCFI 1188
Court

Court of First Instance
Case number

HCA1782/2013

On the balance of probabilities the plaintiff discharged the burden: contemporaneous Declaration and Letter signed by Wai Hong and Junpool's ledger recording studio rental income demonstrate a common intention that shares in Junpool were held on trust for the plaintiff and that the Tung Hei flat was purchased and held for the plaintiff; accordingly defendants hold the shares and the Tung Hei flat on common intention constructive trust and the plaintiff is entitled to declarations, transfers and limited account/inquiry reliefs.
8 Sept 2021

THE JOINT AND SEVERAL LIQUIDATORS OF DING HE MINING HOLDINGS LTD v.HONG KONG MEDIA ENTERPRISES HOLDINGS LTD

Citation

[2021] HKCFI 2737
Court

Court of First Instance
Case number

HCCW172/2018

The summons was properly brought; the court exercised its discretion to allow joinder of HKME for costs and to approve the sale of 36,000,000 CVM shares and the entire indebtedness owed by CVM to the Company to HKME for HK$12,000,000, authorising the liquidators to take all steps to effect the sale, without requiring further inquiry into the commercial rationale given the support of the majority of the Committee of Inspection.
8 Jun 2021

RE FOUNDER INFORMATION (HONG KONG) LTD

Citation

[2021] HKCFI 1749
Court

Court of First Instance
Case number

HCCW350/2020

The court directed that, on the evidence before it, the liquidators' proposed sale by private tender of the Company's 3,850,134,407 shares in PKU Resources would be a proper exercise of their powers under section 199(3) and falls within the range of decisions a reasonable liquidator could properly take; accordingly the court gave a direction under section 200(3) and ordered costs to be paid from the Company's assets.
9 Jul 2009

RE 3D-GOLD JEWELLERY HOLDINGS LTD

Citation

RE 3D-GOLD JEWELLERY HOLDINGS LTD
Court

Court of First Instance
Case number

HCMP1196/2009

The court sanctioned the schemes because the statutory requirements were complied with, each scheme involved a single class of unsecured creditors who unanimously approved the schemes after adequate explanation, and the proposed restructuring and sale of Hang Fung's remaining stock to the Investor, although at a discount, would realise materially higher returns for creditors than the likely forced sale outcomes in liquidation; accordingly leave to sell was granted as being in the best interests of creditors.
12 Sept 2008

SZE KUNG YEE v. LAM KEUNG AND ANOTHER

Citation

SZE KUNG YEE v. LAM KEUNG AND ANOTHER
Court

Court of First Instance
Case number

HCA1620/2008

There are serious questions to be tried as to ownership of the shares, the true loan period under the third extension agreement and whether interest repayment was suspended; because damages would be inadequate to the plaintiff (sale would destroy the company's business) but adequate to the defendants, the interim injunction should be continued until trial or further order; fortification of the plaintiff's undertaking is not required given sufficient asset value under defendants' control.
7 Mar 2001

Re Chinese Books Cyberstore Ltd (in Creditors\' Voluntary Liquidation)

Citation

Re Chinese Books Cyberstore Ltd (in Creditors\' Voluntary Liquidation)
Court

Court of First Instance
Case number

HCCW183/2001

The Court refused to sanction the Asset Sale Agreement because the proposed purchaser was connected to the former majority shareholder, the sale price was materially below fair market value, the Committee of Inspection was inquorate and conflicted, and the just and beneficial administration of the liquidation required that replacement Committee members be appointed and creditors consulted before sanctioning such a sensitive sale.
3 Jul 1998

In re SINOAMERICAN TELECOM INC.

Citation

In re SINOAMERICAN TELECOM INC.
Court

Court of First Instance
Case number

HCCW329/1998

The application to sanction the proposed sale was dismissed because the transaction would effectively bypass the statutory scheme of arrangement process, creditor consent was not sufficiently informed or reliable, classes were not properly considered, the purchaser was a shell rendering indemnities meaningless, and urgency did not justify overriding statutory safeguards.

Hong Kong Case Law

CHAN KIM HONG v. CHAN YAN HONG

THE JOINT AND SEVERAL LIQUIDATORS OF DING HE MINING HOLDINGS LTD v.HONG KONG MEDIA ENTERPRISES HOLDINGS LTD

RE FOUNDER INFORMATION (HONG KONG) LTD

RE 3D-GOLD JEWELLERY HOLDINGS LTD

SZE KUNG YEE v. LAM KEUNG AND ANOTHER

Re Chinese Books Cyberstore Ltd (in Creditors\' Voluntary Liquidation)

In re SINOAMERICAN TELECOM INC.