Disclaimer: These articles do not constitute legal advice and seek to set out the general principles of the law. Detailed advice should therefore be sought from a legal professional relating to the individual merits and facts of a particular case. The photographs included in this document are for decorative purposes only and should not be taken as a depiction of any matter related to the cases summarised. The views and opinions expressed in these articles are solely those of the members authoring them and do not necessarily reflect the official policy or position of Denis Chang’s Chambers, or of any other member or members of Denis Chang’s Chambers.
Insights
This edition of DCC Commercial Digest features a selection of significant judgments released in August 2025. Curated by Valerie Tang, this issue highlights four noteworthy cases, each accompanied by a concise summary. In addition, this issue includes a featured article by Chris Wong, discussing the recent shareholder dispute concerning the Lao Xue Yuan restaurant, in which Chris represented the 1st to 4th Respondents.
Summary of Cases
Case 1: Relevance of foreign law? Restraining winding-up proceedings in foreign common law jurisdiction
Hyalroute Communication Group Limited v Industrial and Commercial Bank of China (Asia) Limited [2025] HKCFI 2417
Date of Judgment: 1 August 2025
Coram: Mr Recorder William Wong SC
Notwithstanding the existence of an arbitration clause, the Court dismissed an application to restrain winding-up proceedings in the Cayman Islands upon considering Cayman law. This is the first time the Court has to consider such an application in light of the divergence in approach laid down by Re Guy Lam (2023) 26 HKCFAR 119 and Sian Participation Corp v Halimeda International [2024] UKPC 16 respectively.
Case 2: Full and frank disclosure in Ex Parte applications
Orion Engineered Carbons Gmbh v Gan Yuqi & Ors [2025] HKCFI 3328
Date of Judgment: 6 August 2025
Coram: Hon Cheng J
After receiving correspondence from a Defendant, the Court found the Plaintiff to have been in breach of its duty to make full and frank disclosure and/or its duty not to mislead the Court in obtaining its ex parte injunctions. The injunctions were ultimately discharged, and costs were ordered against the Plaintiff.
Case 3: Apparent bias? Challenging presiding arbitrator under s.25 of Arbitration Ordinance
CNG v G & Ors [2025] HKCFI 3598
Date of Judgment: 13 August 2025
Coram: Hon Mimmie Chan J
The matter concerns a challenge of the Presiding Arbitrator (“PA”) after the same has been dismissed by the Arbitration Panel. It was contended that there were justifiable doubts as to the PA’s impartiality or independence as he had made unfair remarks against the applying party, and he had fallen asleep during the hearing. The Court found there to be no such apparent bias.
Case 4: Duplicative proceedings: abuse of process and Henderson v Henderson
DP World Djibouti Fzco v China Merchants Port Holdings Company Limited [2025] HKCFI 3861
Date of Decision: 28 August 2025
Coram: DHCJ MK Liu
In the context of abuse of process, the Court distinguishes between cases where a plaintiff: (1) commences two actions against the same defendant for the same cause of action; and (2) brings two substantially overlapping actions involving different defendants and/or different causes of action. The present case fell within the former category, and the Court struck out pleadings and dismissed the entire action on the basis of abuse.
Featured article: Court dismissed unfair prejudice petition in the Lao Xue Yuan shareholder dispute
JS Success Ltd v Cheung Theobald Aylwin & Ors [2025] HKCFI 3837
Date of Decision: 25 August 2025
Coram: Hon Linda Chan J
The case of JS Success Ltd v Cheung Theobald Aylwin & Ors [2025] HKCFI 3837 concerns a shareholder dispute which arose from the joint venture of a Shanghainese restaurant operated under the brand of Lao Xue Yuan (“老雪園”). The Petitioner sought a buy-out order pursuant to s.724 of the Companies Ordinance (Cap. 622), alleging the operation and the eventual closure of the restaurant constituted unfair prejudice on the part of the majority shareholders. The petition was ultimately dismissed by Linda Chan J after a 6-day trial.