Re Hsin Chong Construction Co Ltd

HCCW 239/2018

[2021] HKCFI 1295

IN THE HIGH COURT OF THE

HONG KONG SPECIAL ADMINISTRATIVE REGION

COURT OF FIRST INSTANCE

COMPANIES (WINDING UP) PROCEEDINGS NO 239 OF 2018

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Before: Hon Ng J in Chambers (open to public)

Date of Hearing: 29 October 2020

Date of Judgment: 17 May 2021

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J U D G M E N T

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Introduction

1.There are before this court:

(1)  A summons filed on 4 April 2019 and amended on 28 July 2020 (“Yau Lee Summons”)by Yau Lee Construction Company Limited (“Yau Lee”) for essentially two major reliefs viz (i) an order to confirm that Yau Lee’s takeover of the Yau Lee-Hsin Chong Joint Venture (“JV”) from Hsin Chong Construction Company Limited (“Hsin Chong”) by way of a takeover notice dated 20 February 2019 (“Takeover Notice”) under Article 16.5 of the Joint Venture Agreement dated 4 February 2009 (“JVA”) did not constitute a disposition within section 182 of the Companies (Winding Up and Miscellaneous Provisions) Ordinance, Cap 32 (“CO”): see para 1[1]; (ii) validation of the payments out of a JV bank account and other disposition of property arising from the takeover: see paras 3 to 4B.

(2)  A summons dated 24 October 2019 by the Provisional Liquidators of Hsin Chong (“PLs”) to stay the Yau Lee Summons pending the final determination of all disputes or differences between Hsin Chong and Yau Lee arising out of the JVA by way of arbitration pursuant to Article 21 of the JVA (“Stay Summons”).

2.By agreement of the parties, this court shall deal with the Stay Summons first.  This is the Judgment on the Stay Summons.

Brief Background

3.On 4 February 2009, Hsin Chong and Yau Lee entered into the JVA. In brief, the JVA provided that the parties agreed:

(1)  to associate themselves as a fully integrated unincorporated joint venture ie the JV in accordance with the provisions of the JVA in order to prepare and submit a prequalification and, if prequalified, a tender and to execute the Contract (“Contract”) to be awarded by the Hong Kong Housing Authority (“HA”) for the design and construction of the Public Rental Housing Development at Kai Tak Site 1B (“Project”);

(2)  upon the submission of a successful tender and the award of the Contract to the JV, to execute and carry out the Contract as the contractor in accordance with the terms and conditions of the JVA and the Contract.

4.Under the JVA, all rights and obligations of the parties shall be split between Yau Lee (60%) and Hsin Chong (40%), such being their shares of equity interest in the JV.  Further, Yau Lee is appointed the JV Leader under the JVA with extensive duties in providing the majority of project management and construction supervision as well as support staff.  As such, Hsin Chong claims that Yau Lee had dominant control of the management of the Project. 

5.Currently, the JV has 1 bank account ie the bank account maintained in Hang Seng Bank (Account No 773-885496-001) (“JV Bank Account”) which is of particular relevance here.  This is the bank account referred to in paragraph 1(1)(ii) above and the subject of Yau Lee’s claim for a validation Order.  Pursuant to Article 6.5 of the JVA, all funds contributed by Hsin Chong and Yau Lee for the performance of the Project and all money belonging to the parties in connection with the execution of the Project shall be deposited into the JV Bank Account.  All such money can only be withdrawn by two signatories one of each is a representative of Yau Lee and Hsin Chong respectively.

6.As outlined in Mr Joffe’s submissions, Article 16 of the JVA regulates the position between the parties inter se with extensive provisions on the mechanism for dealing with the default by a party including (i) the giving of a Default Notice to the defaulting party pursuant to Articles 16.1 to 16.3, and the consequences thereof under Article 16.4 together with (ii) the giving of a Takeover Notice under Article 16.5 and the consequences following the issue of a Takeover Notice under Article 16.7.

7.Article 16.4 of the JVA is concerned with the accounting exercise to be held to determine the amount of profit that the defaulting party is entitled to (if any) up to the date of the Default Notice less the costs incurred by the innocent party as a result of the defaulting party’s default.  Under Article 16.7 of the JVA, the defaulting party shall be responsible for any losses arising whether before or after the date of exclusion in accordance with its proportionate share set out in Schedule 2 ie 60% for Yau Lee and 40% for Hsin Chong.

8.As Articles 16.5 and 16.7 are of particular relevance to the present case, the material parts are set out below for ease of reference.

“16.5 If a Party shall become bankrupt or insolvent or have received an order made against it or shall present a petition in bankruptcy or shall make an arrangement with or assignment in favour of its creditors or shall agree to the appointment of a committee of inspection of its creditors, or commence to be wound up (not being a members voluntary winding up for the purpose of amalgamation or reconstruction) or shall have a receiver appointed over all or any part of its undertaking or assets or going into liquidation (or be subject to any similar change in status in any other part of the world outside Hong Kong), then the Other Party shall be at liberty:

(1) without prejudice to their rights under this Agreement to give to the receiver or liquidator or to the Party or to any person in whom the rights of the Party under this Agreement may be vested a Takeover Notice and act in the manner provided in Article 16.4; or

…

16.7  Following the issue of a Takeover Notice in accordance with Article 16 the Other Party shall increase it’s [sic] Proportionate Share so that the same shall amount to 100%.  For the avoidance of any doubt, notwithstanding the adjustment of the remaining Party’s Proportionate share, the Defaulting Party shall be responsible for any losses arising from the Contract in accordance with the Proportionate Share in Schedule 2 whether before or after the date of exclusion and all costs and expenses incurred by the remaining Party directly or indirectly as a result of the default of the Defaulting Party.”

9.Lastly,

(1)  Article 21.1 of the JVA provides that until the final settlement of all accounts between the parties, all disputes between the parties arising out of or in connection with the JVA shall in the first instance be referred to the Executive Board (“EB”) and thereafter referred to the Chief Executives of the parties and failing their agreement to Adjudication in accordance with Article 9 of the JVA.

(2)  Article 21.2 provides inter alia that where any party is dissatisfied with any decision or action of the EB or the Chief Executives of the parties or any party is dissatisfied with any decision or action of an Adjudicator, then any party may serve on the other party a notice which requires the dispute to be referred to a mediator. 

(3)  Article 21.3 of the JVA further provides that if there is no resolution of the dispute by mediation, then any party who has made a bona fide attempt to comply with the rules applying to the mediation process with a view to resolving the dispute in that manner may refer the dispute to arbitration.

10.In April 2010, the JV entered into the Contract with the HA and formally became the main contractor for the Project.  In fact, the Project commenced on 23 November 2009. 

11.On 5 March 2014, practical completion of the Project was achieved.  On 5 June 2017, the maintenance certificate was issued. On 13 September 2018, the Project Quantity Surveyor (“PQS”) enclosed a Statement of Final Account of the Project approved in principle by the HA and the JV.  On 18 September 2018, the Statement of Final Account was signed by Hsin Chong and Yau Lee (“Final Account”).  According to the Final Account, the final contract sum for the Contract was stated to be HK$3,276 million. 

12.As evidenced by a letter dated 20 January 2020 from the PQS to the JV, the Surveyor’s Certificate No 126 (FINAL) in the sum of HK$3,276 million with a net sum of HK$4.2 million due for payment to the JV had been forwarded to the Housing Department for their action. 

13.As submitted by Ms Eu SC, so far as the Project vis-à-vis the HA and the JV is concerned, the matter has substantially if not completely come to an end.  But that is not the case between Yau Lee and Hsin Chong under the JVA.

Disputes between Yau Lee and Hsin Chong re the JV partnership account

14.According to Hsin Chong, in the Income Statement for the period ended 28 February 2014 issued by Yau Lee, the retained profit for the JV was stated to be over HK$61 million, based on the cost of sales at HK$8.829 million for the month of February 2014.  By contrast, in the Income Statement for the period ended on 31 March 2014 issued by Yau Lee, instead of profit, there was a loss for the JV of over HK$36 million owing to a sudden increase in the cost of sales for the month of March 2014 to over HK$106 million.  Hsin Chong was said to be surprised since practical completion had already been achieved on 5 March 2014 and it was highly unusual that in March 2014 alone, the JV would suddenly suffer such a huge loss.

15.Correspondence was exchanged between Hsin Chong and Yau Lee but according to Hsin Chong, no satisfactory explanation was provided by Yau Lee. 

16.On 20 November 2014, Hsin Chong wrote to Yau Lee and raised various complaints regarding its mismanagement of the Project in breach of the JVA, including inter alia:

(1)  excessive staff expenses (in the sum of HK$6.68 million),

(2)  excessive use of day works (in the sum of HK$67.12 million),

(3)  excessive expenses in hand tools and miscellaneous hard wares (in the sum of HK$26.51 million),

(4)  outstanding return of income resulted from disposal of site commodities (in the sum of HK$3.79 million), and

(5)  excessive costs of internal transportation (in the sum of HK$16.10 million).

(“Mismanagement Issue”)

17.Again, the parties have exchanged various correspondence but the Mismanagement Issue remains unresolved.

18.On the other hand, by letter dated 16 November 2018 (“Default Notice”), Yau Lee alleged Hsin Chong had committed various defaults and demanded Hsin Chong to give a full explanation and details on how it would rectify them including:

(1)  Failure to effect payment or sign cheques for payments to Yau Lee that have already been approved by the JV;

(2)  Failure to certify payments due from the JV to Yau Lee;

(3)  Failure to effect payment or sign cheques for payments to other subcontractors and/or suppliers that have already been approved by the JV;

(4)  Failure to certify payments due from the JV to other subcontractors and/or suppliers;

(5)  Failure to assess and agree the need for Project Funds required pursuant to Article 6.2 of the JVA.

(“Default Issue”)

19.In the Default Notice, Yau Lee also proposed to convene an EB meeting on 23 November 2018.

20.At the EB meeting held on 23 November 2018, Hsin Chong and Yau Lee agreed that the Default Issue could not be resolved by the EB so that the dispute resolution process should commence by referring the matter to the Chief Executives of the parties pursuant to Article 21 of the JVA. 

21.Shortly afterwards, the JV’s Project Manager sent a letter dated 14 January 2019 to Yau Lee and Hsin Chong enclosing the Income Statement for the period from 24 November 2009 to 24 December 2018.  According to the Income Statement, the JV had suffered huge losses to the tune of HK$145 million.  In the letter, the Project Manager also stated that Hsin Chong was required to pay the JV HK$7.85 million whilst Yau Lee was entitled to receive from the JV over HK$29.9 million.  Subsequently, the Project Manager issued reminders to Yau Lee and Hsin Chong that staff assigned by Hsin Chong had allegedly refused to sign off any JV documents or make any payments out thus in effect stalling the continual operation of the JV.

22.On 18 January 2019, PLs were appointed for Hsin Chong by Order of Harris J in HCCW 239 of 2018. 

23.On 14 February 2019, Messrs Siao, Wen & Leung (“SWL”), solicitors for Yau Lee, issued a letter to Hsin Chong and the PLs pursuant to Article 16.5(2) of the JVA offering Hsin Chong the option of continuing to participate in the JV subject to the provision of a guarantee.  Neither Hsin Chong nor the PLs replied to the letter indicating whether or not they accepted the option.

24.On 20 February 2019, Yau Lee issued the Takeover Notice to Hsin Chong pursuant to Article 16.5(1) of the JVA with immediate effect, contending that Yau Lee’s Proportionate Share in the JV had been increased to 100% in accordance with Article 16.7.

25.On 4 April 2019, Yau Lee issued the Yau Lee Summons in its original form.

26.On 22 October 2019, solicitors for the PLs, Wilkinson & Grist (“W & G”) issued a notice of dispute (“NOD”) to SWL thereby initiating an arbitration between Yau Lee and Hsin Chong (“Arbitration”)^[2]. Under the NOD, Hsin Chong alleged that Yau Lee had committed various acts of mismanagement ie the Mismanagement Issue.  The allegation is denied by Yau Lee.

27.By a Supplemental Notice of Dispute (“SNOD”) dated 28 May 2020 issued by W & G to Yau Lee, Hsin Chong raised 2 additional disputes, one of which concerned the validity of the Takeover Notice by Yau Lee (“Takeover Issue”).

28.The Arbitration has proceeded to the stage where Hsin Chong has served its Statement of Claim dated 17 July 2020 (“Statement of Claim”) and Yau Lee has served its Defence dated 8 October 2020 (“Defence”).

29.In the Statement of Claim, it is pleaded at para 8 (Overview of Hsin Chong’s Claim) that Hsin Chong’s claim consists of (i) Claim A (the Mismanagement Issue) ie Yau Lee’s mismanagement of the Project in breach of its duties under the JVA; (ii) Claim B (the Takeover Issue) ie the Takeover Notice is void, invalid and of no legal effect against Hsin Chong; and (iii) Claim C (the Default Issue and the Defect Rectification Issue). 

30.Unsurprisingly, all 3 Claims asserted by Hsin Chong are denied by Yau Lee: see para 29 of the Defence.

Deliberation

31.As succinctly set out in Ms Eu SC’s submissions, there are 2 main matters in the Yau Lee Summons for the Court’s determination viz

(6)  matters relating to the validity and effect of the Takeover Notice;

(7)  matters relating to the validation of the payments in and out of the JV Bank Account and other disposition of property arising from the Takeover. 

32.Ms Eu SC submits that paras 1 to 4 of the Yau Lee Summons are drafted on the assumption that the Takeover Notice was valid and effective and presuppose that Yau Lee has validly excluded Hsin Chong from the JV and taken over 100% of it, including its assets and profits[3], pursuant to Articles 16.5 and 16.7 of the JVA.  This court agrees.

33.Para 1 of the Yau Lee Summons is a clear example. Before this court can even begin to consider whether Yau Lee’s Takeover of the JV did or did not constitute a disposition under s 182 CO, it has first to decide on the validity of the Takeover Notice.  If the Takeover Notice was invalid, there would be no valid and effective Takeover of the JV and it is entirely pointless to determine whether an ineffective Takeover of the JV constitutes a disposition under s 182. 

34.Paras 1A, 2, 3 and 4 of the Yau Lee Summons are also contingent on there being a valid and effective Takeover of the JV, including its assets ie the JV Bank Account.  If the Takeover is held to be invalid and ineffective, then Yau Lee would have no right to appoint its own representatives to assume control of the operation of the JV Bank Account, to make payments into or out of the JV Bank Account or to make “any disposition of property by virtue of and/or arising from the Takeover”.  In these circumstances, it would equally be pointless to determine whether payments into or out of the JV Bank Account or dispositions of property by virtue of and/or arising from the Takeover should or should not be validated - the payments and dispositions are simply invalid, period, but not by reason of s 182 CO.

35.However, the validity of the Takeover Notice ie the Takeover Issue is subject to challenge by Hsin Chong and forms a key dispute in the Arbitration.  This can be seen not just from para 8 of the Statement of Claim and para 29 of the Defence referred to above but also from (i) para 5 of the SNOD; (ii) para 11 of the Statement of Claim[4]; and (iii) paras 118 - 130 of the Defence[5].

36.There is therefore no question that the Takeover Issue is within the scope of the Arbitration and, pursuant to Article 21 of the JVA, for the Arbitrator to resolve.  If that issue is resolved in the Arbitration in favour of Hsin Chong and the Arbitrator grants a declaration that the Takeover Notice and Yau Lee’s Takeover of the JV is unlawful, ineffective, invalid and of no legal effect as claimed, then the issues raised in paras 1, 1A, 2, 3 and 4 of the Yau Lee Summons will become wholly academic. 

37.On the other hand, if the Court proceeds to adjudicate on paras 1, 1A, 2, 3 and 4 of the Yau Lee Summons, it will either have (i) to assume the Takeover Notice is valid or (ii) to adjudicate on the Takeover Issue itself.  Ms Eu SC submits and this court agrees that (i) is clearly wrong in principle.  But if this court were to adopt (ii) and adjudicate on the Takeover Issue itself, it will be usurping the Arbitrator’s remit under Article 21 and a monumental waste of the Court’s time and resources. 

38.Mr Joffe has produced a lengthy skeleton submission in relation to the 2 summonses before this court.  However, in relation to the Stay Summons, his submissions boil down to 1 paragraph in his Executive Summary ie “the issue on Takeover Notice in the Amended Summons precedes, logically and chronologically, the issues in the Arbitration.  If [Article 16.5] constitutes disposition and offends the anti-deprivation principle (which are denied), there is no need to determine whether it can be issued after issuance of Maintenance Certificate or YL was not issuing it in good faith (i.e. issues under the Arbitration)”.  No further explanation is provided as to why that should be so.

39.With respect, for the reasons already set out above, this court does not agree that the issue raised by para 1 of the Yau Lee Summons (or paras 1A, 2, 3 and 4 for that matter) should precede the Takeover Issue raised in the Arbitration.  Ultimately, this is a case management issue and the court clearly has power to stay proceedings before it until a specified date or event pursuant to its case management power under RHC O 1B r 1(2)(e).  Staying paras 1, 1A, 2, 3 and 4 of the Yau Lee Summons has the advantage of ensuring the resources of the Court are distributed fairly whereas not staying them will create the mischief referred to in para 37 above and should be avoided if at all possible. 

40.In Re Chime Corporation Ltd unrep, HCMP 4146 of 2001, 11 March 2005, Kwan J (as she then was) explained the juridical basis for granting a temporary stay of proceedings at [11] - [14] as follows:

“11. The court has an inherent jurisdiction to regulate its own procedures, including jurisdiction to grant a stay in appropriate circumstances. This is preserved and recognised by section 16(3) of the High Court Ordinance, Cap. 4, which provides as follows: ‘Nothing in this Ordinance shall affect the power of the Court of Appeal or the Court of First Instance to stay any proceedings before it, where it thinks fit to do so, either of its own motion or on the application of any person, whether or not a party to the proceedings.’

12. Mr. Brock submitted that a stay constitutes interference with the right of a litigant to conduct his litigation to a trial on the merits, it is not a step to be taken lightly, and the court should not grant a stay unless the action, beyond all reasonable doubt, should not go on. In support of this, he cited Shackleton v. Swift [1913] 2 KB 304 at 312; Goldsmith v. Sperrings Ltd. [1977] 1 WLR 478 at 498H; Ha Francesca v. Tsai Kut Kan (No. 1) [1982] HKC 382 at 392G and 398; Re Ocean Palace Restaurant & Nightclub Ltd. [1999] 3 HKC 665 at 670H; Schreiber v. The Federal Republic of Germany (2001) 57 O.R. (3rd) 316 at paras. 4, 8, 43, 51 to 52; Abraham v. Thompson [1997] 4 All ER 362 at 374e to g; and Halsbury’s Laws of Hong Kong, Vol. 5(2) at para. [90.0938].

13. Mr. Potts, QC, for Mrs. Wang and CAL and Mr. Peter Ng, SC, for Chime and its two subsidiaries submitted that the authorities cited above would have no application here. I agree. In most of these authorities, the general approach referred to by Mr. Brock was adopted in the situation where a permanent stay was sought on various grounds, as when the action was not maintainable (in Shackleton v. Swift), or for abuse of process (in Goldsmith v. Sperrings Ltd. and Abraham v. Thompson), or where the co-extensive power of the court to strike out a claim was invoked (as in Ha Francesa v. Tsai Kut Kan (No. 1) and Re Ocean Palace). As for Schreiber v. The Federal Republic of Germany, this was where there was an overlap of civil proceedings with related criminal proceedings, which is far removed from the situation I am concerned with.

14. The correct approach, as submitted by Mr. Potts and Mr. Ng, in an application for a temporary stay of proceedings is ‘to consider the balance of convenience and fairness as between the parties’ (Alfred McAlpine Construction Ltd. v. Unex Corporation Ltd. (1994) 70 BLR 26 at 45C to D, per Glidewell LJ; applied in Clinton Engineering Ltd. v. B-Tech (Holdings) Ltd. [2001] HKCU 1002 at para. 9 and SWE Ltd. v. Chong Lai Fun, HCA No. 1064 of 2004, 28 October 2004, Reyes J, pages 5 and 6; see also Halsbury’s Laws of Hong Kong, Vol. 5(2), footnote 7 to para. [90.0938]) and the court should exercise its discretion in such a manner ‘to ensure that its procedures are used in a logical, fair and cost-efficient manner’ (SWE Ltd., page 5). The question at hand is not a question of deprivation of the right of a litigant to proceed altogether, but a question of case management.” (emphasis added)

41.Having considered the balance of convenience and fairness as between the parties and with a view to ensuring the Court’s procedures are used in a logical, fair and cost-efficient manner, this court is of the firm view that Ms Eu SC is correct and that paras 1, 1A, 2, 3 and 4 of the Yau Lee Summons should be stayed pending the final determination of the disputes between Hsin Chong and Yau Lee in the Arbitration.

42.Paragraphs 4A and 4B of the Yau Lee Summons seek validation of payments of 4 specific sums listed in the Schedule thereto out of the JV Bank Account.  They are described by the parties as (i) the Accounting Fees (from October 2013 to September 2018), (ii) the October 2013 Payroll, (iii) the November 2013 Payroll, and (iv) the Third Parties Payment (collectively “Payments”).

43.Ms Eu SC submits that paragraphs 4A and 4B should also be stayed pending the outcome of the Arbitration, for two reasons.  For the present purpose, the first one is enough to dispose of the matter.

44.It is common ground that the Project under the JVA has achieved practical completion on 5 March 2014.  The maintenance period of the Project has also expired on 1 June 2017, as evidenced by the maintenance certificate dated 5 June 2017.  It is true that there will be taking of accounts between Hsin Chong and Yau Lee and legitimate claims from third parties which will have to be paid out of the JV Bank Account.  But until the Takeover Issue is resolved in favour of Yau Lee, it is not entitled to assume sole control of the JV Bank Account and pay itself or other third parties on the basis that there was a valid Takeover. While Hsin Chong accepts that there may be legitimate payments to be made, they should be made by consent until the Takeover Issue is resolved one way or another.

45.In this court view, effectively, the reasons in favour of staying paras 1, 1A, 2, 3 and 4 of the Yau Lee Summons apply mutatis mutandis to paras 4A and 4B.  Since this court takes the view that paras 1, 1A, 2, 3 and 4 of the Yau Lee Summons should be stayed, logically paras 4A and 4B should also be stayed.  Staying one part of the Yau Lee Summons but not the other in circumstances where the reasons in support of a stay are the same is illogical and difficult to justify.

46.Mr Joffe’s response is also summarized in 1 paragraph in his Executive Summary ie “The Payments also have nothing to do with the Arbitration.  They have long been signed, agreed and certified by both YL and HC.  Any disputed amount is excluded from the Payments. Since there is no dispute, the issue in relation to Payments have never been referred to the Arbitration: see Z v A [ALA/24] at §29.  As such, there is no point to wait for the result of the Arbitration as it would not have any bearing on YL’s or third parties’ entitlement to the Payments.”

47.The assertion that the Payments have nothing to do with the Arbitration is in fact disputed by the PLs.  Ms Eu SC submits that the Accounting Fees, the October 2013 Payroll and the November 2013 Payroll are subject to the Arbitration under both the Mismanagement Issue and the Default Issue.  As for the Third Parties Payment, the PLs have already agreed in July 2020 to pay them out of the JV Bank Account except for 1 item viz audit fee of HK$52,100 which also falls within the Mismanagement Issue and the Default Issue. 

48.In this court’s view, in so far as there are payments to third parties which are agreeable to both parties, the matter can simply be dealt with by consent.  In so far as there is a dispute as to whether the rest of the Payments do or do not fall within the ambit of the Arbitration, this is something which could and should be determined by the Arbitrator as he has to grapple with all 4 issues raised in the Statement of Claim including the Mismanagement Issue and the Default Issue.  Again, this court is not prepared to usurp the Arbitrator’s remit under Article 21 which will be a clear waste of the Court’s time and resources.

Disposition and costs order nisi

49.In the premises, there shall be an Order in terms of paragraph 1 of the Stay Summons.  There shall also be an order nisi that costs of and occasioned by the Stay Summons be to the PLs, to be taxed if not agreed, and paid by Yau Lee forthwith, certificate for 2 counsel.

50.In her skeleton submissions, Ms Eu SC also asks for costs of the Yau Lee Summons (together with the costs reserved under the Order of Linda Chan J dated 17 July 2020) with certificate for 2 counsel.  Since this court has not dismissed the Yau Lee Summons but merely stayed it pending the result of the Arbitration, it is difficult to see why the PLs should be entitled to the costs of the Yau Lee Summons at this stage.  Depending on the outcome of the Arbitration, Yau Lee may still be entitled to lift the stay and restore the Yau Lee Summons for argument.  It seems the most appropriate course to take at this stage is to reserve costs of the Yau Lee Summons and shall so order.

Postcript

51.This court wishes to thank counsel on both sides for their assistance but would also like to issue a reminder to those instructing them ie producing over 3,000 pages of documents for a 1-day stay application is the least helpful way to assist the court to further the underlying objectives of CJR which they are under a duty to.  In cases like this, core bundles are clearly called for and are to be expected.

Ms Audrey Eu SC and Mr John Hui, instructed by Wilkinson & Grist, for the Provisional Liquidators

Mr Victor Joffe, Mr Vincent Lam and Mr Kurt Ng, instructed by Siao, Wen and Leung, for Yau Lee Construction Company Limited