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DAIREN KISEN KAISHA
IN THE SUPREME COURT OF HONGKONG
COMPANIES WINDING UP NO. 1 OF 1939.
IN THE MATTER OF THE COMPANIES ORDINANCE 1932
AND
IN THE MATTER OF THE CHING KEE STEAM NAVIGATION CO. LTD.
JUDGMENT
The Ching Kee Steam Navigation Company Limited, which hereafter in this judgment I shall refer to as "the company" was duly incorporated and registerea as a company with limited liability under the laws of the Republic of China on 1st April, 1920. The head office of the company has at all material times been in Chefoo in Shantung Province of North China. The business of the company is and throughout has been that of shipowners, carriers by sea, and other business in connection with shipping. Since the year 1920 the company has had a branch office in Hongkong. The company is an unregistered company so far as the laws of this Colony are concerned, and the jurisdiction invoked in this application is that conferred on this Court by Section 313 of the Companies Ordinance 1932, the material provisions of which
are:
313 (1) (b) The circumstances in which an unregistered company may be wound up are as follows:-
(1) If the company is dissolved, or has ceased to carry on business, or is carrying on business only for the purpose of winding up its affairs;
(111) If the Court is of opinion that it is just and equitable that the company should be wound up.
313 (2)* Where a company incorporated outside the Colony which has been carrying on business in the Colony ceases to carrying on business in the Colony, it may be wound up as an unregistered company under this part of the Ordinance notwithstanding that it has been dissolved or otherwise ceased to exist as a company under or by virtue of the laws of the country under which it was incorporated.
The Facts, so far as they are material to this application, can be summarised quite briefly. The company owns and operates twenty steamships. Eleven of these vessels are chartered to Japanese interests, three are engaged in ordinary shipping · business, and the other six have since August 1937 been lying in the waters of the Colony. The only local activity of the company during that period has been that one of the vessels was from November 1938 to 25th February 1939 chartered for use as storage hulk.
The Dairen Kisen Kabushiki Kaisha, a corporation established under the laws of Japan was appointed to act as agents of the company in 1939, and the local representatives of that corporation purported to assume duty as agents of the company in Hongkong as from 1st February 1939.
The District Court of Chungking, having been duly authorised in that behalf by an order of the Supreme Court of China, in February 1939 ordered the immediate dissolution of the company
/and
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