Winding-Up of a Foreign Company on the Just and Equitable Ground
Alexander Loke
Citation: [2016] Sing JLS 336
Yung Kee Restaurant on Wellington Street in Hong Kong is justly famous for the delicious goose it serves to hungry diners beating a path to its doors. In Re Yung Kee Holdings Ltd (CFA), the family which founded Yung Kee Restaurant and has operated the restaurant for three generations served up a seminal case involving how a court should approach a petition to wind up an unregistered foreign company on the just and equitable ground. Petitions to wind up such foreign companies tend to be creditor petitions on the ground that a company has not been able to pay its debts. Yung Kee Holdings Ltd ("the Company") was an ultimate holding company, and was incorporated in the British Virgin Islands ("BVI"). The famous restaurant, various properties and other business interests were held by Hong Kong entities, and were indirectly held by the subject company through another intermediary BVI company, Long Yau Ltd. In granting the petition to wind up the Company, the Hong Kong Court of Final Appeal signed the order for the present restaurateurs to sing their swan song.