Offshore Litigation Blog

In the recent decision of RCF VII Sponsor LLC v Blue Gold Ltd, the Cayman Islands Grand Court granted an interim injunction restraining the Defendant company from holding an extraordinary general meeting, demonstrating the Court’s flexible approach to injunctions and cross-undertakings where the balance of convenience favours early judicial intervention.

The Privy Council has just handed down judgment in Fang Ankong & Anor v Green Elite (in liquidation) which clearly restates how the Duomatic principle is to be applied and, in particular, the need for certainty, knowledge and an actual assent that can be objectively established.

The decision of Justice Mangatal in Ming v JF Ming Inc is the latest judgment from the long-running family dispute and unfair prejudice proceedings over JF Ming Inc (JFM), a BVI holding company with subsidiaries holding substantial real estate in Hong Kong.

In Jardine Strategic Limited v Oasis Investments II Master Fund Ltd the Privy Council (on appeal from the Court of Appeal for Bermuda) held that shareholders who acquired their shares after the date of notice of the meeting at which a proposed amalgamation would be voted on, and with knowledge that the proposed amalgamation would be approved and implemented, had standing to pursue fair value appraisal proceedings under section 106 of the Companies Act 1981 of Bermuda.

In the recent unreported decision of Clico International Life Insurance Ltd & Anor v Eastern Caribbean Baptist Mission & Ors, the Eastern Caribbean Court of Appeal (COA) provided useful guidance on when it is appropriate to “lift the veil”, as an exception to the well-established legal principle that companies have separate legal personality.

The recent English High Court decision in Kireeva v Clement Glory Limited considered conflicts of law principles for the purposes of determining the location of shares in a BVI company and whether the English Court had jurisdiction to hear a trust claim regarding the beneficial ownership of BVI shares.

The Cayman Islands Grand Court has awarded indemnity costs in respect of an abusive application for the deferral of a company’s dissolution upon the completion of its voluntary liquidation: In re Skye Assets Fund SPC (in Voluntary Liquidation).

JCPC holds that shareholders may have a personal action against the company in circumstances where their shares have been improperly diluted: Tianrui (International) Holding Company Ltd v China Shanshui Cement Group Ltd

The recent Cayman Islands case of In the Matter of TFKT True Holdings provides valuable insight to the factors considered by the Grand Court when determining whether to grant a stay of a winding up petition pending the determination of parallel proceedings in Hong Kong.

The recent decision of In the matter of China Index provides a further reminder of the principles determining the quantification of an interim payment in fair value appraisal matters in the Cayman Islands. The Grand Court also considered the utility of publishing interim payment judgments in the context of section 238 litigation on the grounds of public interest.

In the recent decision of In the Matter of Madera Technology Fund (CI), Ltd, the Cayman Islands Grand Court considered the principles and authorities in relation to the determination of the valuation date for a buy-out order as an alternative remedy to a just and equitable winding-up petition.

On 21 August 2024, the High Court of Hong Kong, Court of First Instance delivered its decision in the latest proceedings concerning Convoy Global Holdings Limited and its indirectly wholly owned subsidiary, Forthwise International Limited incorporated in the BVI.