RE GUANGZHOU ELECTRONIC LTD

HCCW 861/2003

IN THE HIGH COURT OF THE

HONG KONG SPECIAL ADMINISTRATIVE REGION

COURT OF FIRST INSTANCE

COMPANIES (WINDING-UP) NO. 861 OF 2003

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J U D G M E N T

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1. This is a petition to wind up Guangzhou Electronic Limited ("the Company") on the petition of the Bank of China (Hong Kong) Limited. The petitioner presented this petition as the successor corporation of the Kwangtung Provincial Bank Limited. The petition is presented on the basis of a judgment debt in the sum of HK$10,787,982.41 and US$161,292.55 with interest and costs obtained on 13 December 2002 in HCMP No. 4374 of 2001. A demand for the debt was served on the Company on 28 January 2003 and the petition herein was filed on 8 August 2003.

2. The Company has filed an affirmation on 6 October 2003 seeking an adjournment of 6 weeks. It would appear from that affirmation and from the submissions of Mr Lam who appeared on behalf of the Company today that the petitioning debt is not in dispute. The only ground for seeking the adjournment is that the parties were in negotiation. According to the affirmation of the Company, there was a meeting between the parties on 18 September 2003 and the Company had made an offer to the petitioner. It was also stated in the Company's affirmation that it is the subsidiary of a substantial company in the Mainland known as the Guangzhou Electronic (Group) Company Limited.

3. One day after the Company filed this affirmation, the petitioner filed an affirmation stating that no settlement agreement has been reached. I was informed by Mr Chan who appeared for the petitioner today that the petitioner does not intend to enter into any further settlement negotiation with the Company.

4. That being the position, I see no good reason why I should adjourn this petition as there is no reasonable prospect of any settlement being reached between the Company and the petitioner.

5. As the petitioning debt is not in dispute, I make a winding-up order against the Company. The petitioner's costs are to be paid out of the Company's assets.