Re China Water Industry Group Ltd

HCCW 721/2025

[2026] HKCFI 3514

IN THE HIGH COURT OF THE

HONG KONG SPECIAL ADMINISTRATIVE REGION

COURT OF FIRST INSTANCE

COMPANIES (WINDING-UP) PROCEEDINGS NO 721 OF 2025

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REASONS FOR JUDGMENT

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I. INTRODUCTION

1.This is my reasons for the usual winding up order I made against China Water Industry Group Limited (the “Company”) on 15 June 2026.

II. BACKGROUND

2.The petitioning debt was not in dispute. Although the Company was a Cayman Islands company, it was a company listed in Hong Kong, and there was, rightly, no issue taken on whether the Hong Kong Court had jurisdiction to wind up the Company. In any event, I was satisfied that the three core requirements were satisfied in the circumstances.

3.The hearing before me was the second hearing of the Petition filed on 17 November 2025 (the “Petition”) before the Companies Court. On 8 June 2026, at the first hearing of the Petition before Harris J, upon the Petitioner’s agreement to give the Company a final opportunity to demonstrate that it could secure a reliable alternative funding source for its proposed restructuring, his Lordship adjourned the Petition to the hearing on 15 June 2026 before me.

III. ANALYSIS OF THE COMPANY’S PURPORTED GROUNDS FOR ADJOURNMENT

4.Mr Mathew Suen, counsel for the Company, sought another adjournment, this time for 3 months, on the ground that the Company would need more time to obtain funding and make profess with the restructuring plan. Mr Truman Mak, solicitor advocate for the Petitioner, and Mr Wong Hok Yan, counsel for the supporting creditor applying for substitution, opposed. In §14 of his skeleton submissions, summarising the relevant evidence, Mr Suen pointed to the following three main matters on which the Company sought more time.

5.First, the convertible bonds under the subscription agreement to expedite the obtaining of funds. However, the Company’s evidence was that it would need to make various amendments to the subscription agreement, and to obtain shareholders’ approval at a general meeting and the approval of the Stock Exchange of Hong Kong Limited. Understandably, no timeline could be given. Further, in my view, all these were subject to so much uncertainty. I was not convinced that convertible bonds in such circumstances would result in any reliable funding.

6.Second, the Company would need time until end of June 2026 to finalise the terms of the disposal of its shareholding in Hong Kong Glass Resources Limited to obtain some funds to make partial payment of the petitioning debt. This disposal, if finalised, would still be subject to shareholders’ approval.  This would not happen within a reasonably short period of time, and in any event, the proceeds from the disposal would not pay off the entire petitioning debt. I was not convinced that the proposal disposal would result in any reliable and sufficient funding.

7.Third, for the potential disposal of the sewage business in the Mainland China, due diligence would have to be conducted and it would take no more than 2 months, and again, it would still be subject to shareholders’ approval. I was not convinced that the proposed disposal would result in any reliable funding.

8.Even considering the above in the round, I failed to see any valid ground to further adjourn the Petition.

IV. CONCLUSION

9.Therefore, I made a usual winding up order at the end of the hearing, and made no order on the substitution summons filed on 27 May 2026.

Mr Truman Mak (Solicitor Advocate), of Herbert Smith Freehills Kramer, for the Petitioner

Mr Matthew Suen, instructed by CLKW Lawyers LLP, for the Company

Mr Wong Hok Yan, instructed by H.Y. Leung & Co. LLP, for the Supporting Creditor - Wang Jiandong

Attendance of H.Y. Leung & Co. LLP, for the Supporting Creditor - Wang Qi is excused

Attendance of Stephenson Harwood, for the Supporting Creditor - Shao Bin is excused

Ms Rebecca Leung, of Official Receiver’s Office, for the Official Receiver