Hong Kong Case Law: Decisions & Judgments

Topic

Section 168a buy-out relief

Legal area

Court

20 Mar 2007

NG WAI SANG AND ANOTHER v. HO PO YENG AND OTHERS

Citation

NG WAI SANG AND ANOTHER v. HO PO YENG AND OTHERS
Court

Court of First Instance
Case number

HCCW456/2005

Court found a continuing mutual understanding since incorporation that shareholders would participate in management (quasi-partnership); petitioners were unfairly and prejudicially excluded from management and the supplier notices were prejudicial; petitioners' subsequent conduct did not cause the breakdown in trust and confidence; winding up was refused and equitable relief was granted by ordering the 1st to 4th respondents to purchase the petitioners' shares, with costs ordered against the 1st to 4th respondents.
12 Dec 2005

FIRST WELL CHEMICAL LTD v. H.K. FULLSON CO LTD

Citation

FIRST WELL CHEMICAL LTD v. H.K. FULLSON CO LTD
Court

Court of First Instance
Case number

HCCW672/2005

The judge adjourned the creditor's winding-up petition until determination of the earlier petition (HCCW No. 374 of 2005) because the court has power under s.180(1) to adjourn and make interim orders, the applicant faced a real risk of being deprived of statutory section 168A relief if the creditor's petition proceeded first, and the factual matrix (change in controller's stance, ongoing factory operations and apparent collusion with creditors) justified protecting the applicant's rights by deferring the creditor's petition.
16 Apr 2002

WONG TIN CHEE TINLY AND OTHERS v. WONG TO YICK AND ANOTHER

Citation

WONG TIN CHEE TINLY AND OTHERS v. WONG TO YICK AND ANOTHER
Court

Court of Appeal
Case number

CACV867/2001

The appeal was dismissed because the judge correctly exercised her discretion: the company was solvent and profitable, a winding-up order would unjustifiably harm neutral shareholders, there was an available alternative remedy under s168A (buy-out) and no evidence the petitioners preferred or would benefit from winding up; accordingly there was no real prospect of a winding-up order and striking out the winding-up claim was justified.

Hong Kong Case Law

NG WAI SANG AND ANOTHER v. HO PO YENG AND OTHERS

FIRST WELL CHEMICAL LTD v. H.K. FULLSON CO LTD

WONG TIN CHEE TINLY AND OTHERS v. WONG TO YICK AND ANOTHER