Fiveoceans Supply Services Ltd.

HCCW001379A/2001

HCCW 1379/2001

IN THE HIGH COURT OF THE

HONG KONG SPECIAL ADMINISTRATIVE REGION

COURT OF FIRST INSTANCE

COMPANIES (WINDING-UP) NO.1379 OF 2001

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Coram: Hon Kwan J in Chambers

Date of Hearing: 1 November 2002

Date of Decision: 1 November 2002

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D E C I S I O N

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1.This is an application taken out by Maizy Agency Limited for a validation order under s. 182 of the Companies Ordinance, Cap. 32.

2.The payment in question related to a payment made by Fiveoceans Supply Services Limited (in liquidation) ("the Company") to the applicant on 3 January 2002 for the purchase of a quantity of aircraft brackets. There is evidence before me that prior to this transaction the applicant had been doing business with the Company since April 2001, and that the sale and purchase of goods was made on COD terms. In respect of the transaction in question, I am satisfied on the evidence that the goods were sold to the Company at the market price and that it was made in the ordinary course of business of the Company.

3.The petition herein was presented on 20 December 2001 and advertised on 12 April 2002. I accept the evidence of the applicant that it was not aware of the presentation of the winding-up petition, when it sold the goods to the Company in January this year. I should add that a winding-up order was made on 29 April 2002.

4.I understand from the liquidators they do not oppose the present application although they would insist that a validation order be obtained from the court by the applicant.

5.In the circumstances, I make the following order:

Notwithstanding the presentation of the winding-up petition on 20 December 2001, the payment of $1,495,060.00 made by the Company to the applicant on 3 January 2002 for goods purchased by the Company in the ordinary course of its business shall not be avoided by the provisions of s. 182 of Cap. 32 upon the making of an order to wind up the Company on 29 April 2002 on the petition.

6.Regarding the costs of this application, I order that the applicant's costs be paid out of the Company's assets and that such costs be given priority after the taxed costs of the petition and after the liquidators' remuneration.

Representation:

Mr Adex Tsui, instructed by Messrs Y S Lau & Partners, for the applicant

Mr K Ho, of Messrs Wilkinson & Grist, for the liquidators