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HCCW 352/2014 & HCA 227/2017 & HCA 228/2017
(HEARD TOGETHER)
[2020] HKCFI 497
HCCW 352/2014
IN THE HIGH COURT OF THE
HONG KONG SPECIAL ADMINISTRATIVE REGION
COURT OF FIRST INSTANCE
COMPANIES WINDING‑UP PROCEEDINGS NO 352 OF 2014
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IN THE MATTER of Smartplace Limited |
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and |
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IN THE MATTER of section 327(3)(c) of the Companies (Winding Up and Miscellaneous Provisions) Ordinance (Cap 32) and section 724 of Companies Ordinance (Cap 622) |
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| BETWEEN |
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TRENUS OCEANWAY LTD |
Petitioner |
and |
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RICHLAND INTERNATIONAL LIMITED |
1st Respondent |
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SMARTPLACE LIMITED |
2nd Respondent |
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IN THE HIGH COURT OF THE
HONG KONG SPECIAL ADMINISTRATIVE REGION
COURT OF FIRST INSTANCE
ACTION NO 227 OF 2017
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| BETWEEN |
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CANTON PLUS ENTERPRISE LIMITED |
1st Plaintiff |
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ANAIS DEVELOPMENT SA |
2nd Plaintiff |
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(Suing on behalf of themselves as shareholders in PROFIT FAR LIMITED (other than Team Sino Limited) and PACIFIC BULK SHIPPING LIMITED) |
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| and |
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TONG ZHENJUN（童楨軍） |
1st Defendant |
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LIANG PAN（梁攀） |
2nd Defendant |
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LAU WING YAN（劉永人） |
3rd Defendant |
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PROSPEROUS ELITE VENTURES LIMITED |
4th Defendant |
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(also known as鑫傑創投有限公司) |
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PACIFIC BULK CAPE COMPANY LIMITED |
5th Defendant |
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PACIFIC BULK ENTERPRISES COMPANY LIMITED |
6th Defendant |
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PACIFIC BULK PANAMAX COMPANY LIMITED |
7th Defendant |
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PACIFIC BULK SURAMAX COMPANY LIMITED |
8th Defendant |
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PROFIT FAR LIMITED |
9th Defendant |
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(also known as 益遠有限公司 ) |
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PACIFIC BULK SHIPPING LIMITED |
10th Defendant |
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(by original action) |
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BETWEEN
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LAU WING YAN（劉永人） |
Plaintiff |
| and |
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CHU KONG（朱江） |
1st Defendant |
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CANTON PLUS ENTERPRISE LIMITED |
2nd Defendant |
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ANAIS DEVELOPMENT SA |
3rd Defendant |
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(by counterclaim) |
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____________________
IN THE HIGH COURT OF THE
HONG KONG SPECIAL ADMINISTRATIVE REGION
COURT OF FIRST INSTANCE
ACTION NO 228 OF 2017
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| BETWEEN |
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CHU KONG（朱江） |
Plaintiff |
| and |
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LAU WING YAN（劉永人） |
Defendant |
| ____________________ |
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(HEARD TOGETHER) |
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| Before: |
Hon Harris J in Chambers |
| Dates of Hearing: |
13 September 2019 |
| Date of Decision: |
13 September 2019 |
| Date of Reasons for Decision: |
26 March 2020 |
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REASONS FOR DECISION
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1. On 13 September 2019 I heard three summonses, which I determined that day:
(1) The 1st Respondent’s summons dated 12 June 2019 in HCCW 352/2014 for the petition and HCA 227/2017 and HCA 228/2017 (and corresponding summonses in the two High Court Actions) to be tried together or at the same time. These summonses I dismissed and ordered that the 1st Respondent pays the Petitioner’s costs forthwith with a certificate for two counsel.
(2) The 1st Respondent’s summons dated 23 August 2019 to extend time for the parties to take out any interlocutory applications pursuant to an order dated 17 July 2019. I granted an order in terms.
2. In addition there was a summons dated 11 February 2019 issued by the 1st Respondent to stay the Petition, which was withdrawn. I ordered that the costs be paid by the 1st Respondent.
3. In this decision I summarise for the record why I dismissed the summonses to have the Petition and the High Court Actions heard together.
4. The Petition has been fixed for hearing commencing on 12 October 2020 with 10 days reserved. The central and principal issue in the Petition concerns the existence of an alleged restructuring agreement. The ambit of the dispute is fairly discrete. The issue also arises in the High Court Actions. However, those Actions concern additional issues. They are nowhere near as advanced. Pleadings have closed. No further steps have been taken in the Actions. In the High Court Actions the Defendants filed a case management summons on 6 September 2019 for a hearing not earlier than 15 January 2020. Putting to one side the impression that this gives that the Defendants are in no hurry to advance the High Court Actions it seems to me that there is no sensible reason now to vacate the trial dates and leave the Petition to await the progress of the High Court Actions. On the contrary it seems to me that resolution of the issue in the Petition is more likely than not to narrow the room for argument in the High Court Actions and hopefully (although given the animosity between the owners of the respective corporate parties this may be overly optimistic) some negotiated resolution of their dispute.
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(Jonathan Harris)
Judge of the Court of First Instance
High Court |
Mr William Wong SC, Mr Michael Lok and Ms Jasmine Cheung, instructed by Sit, Fung, Kwong & Shum, for the petitioner (in HCCW 352/2014) and 1st to 2nd plaintiffs (by original action in HCA 227/2017) and the defendants (by counterclaim in HCA 227/2017) and the plaintiff (in HCA 228/2017)
Mr Anson Wong SC and Mr Martin Kok, instructed by DLA Piper Hong Kong, for the 1st respondent (in HCCW 352/2014) and the 3rd, 5th to 8th defendants (by original action in HCA 227/2017) and the defendant (in HCA 228/2017)
Attendance of Jingtian & Gongcheng LLP, for the 1st and 2nd defendants (by original action in HCA 227/2017), was excused
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