Hannoun v R Ltd
| Jurisdiction | Cayman Islands |
| Judge | (Henderson, J.) |
| Judgment Date | 18 March 2009 |
| Court | Grand Court (Cayman Islands) |
| Date | 18 March 2009 |
(Henderson, J.)
Ms. S.J. Collins for the petitioner;
A.A. Galatopoulos and M.J. Crawford for the first respondent.
(1) Bolton (H.L.) Engr. Co. Ltd., In re, [1956] Ch. 577; [1956] 2 W.L.R. 844; [1956] 1 All E.R. 799, referred to.
(2) Company (No. 003160 of 1986), In re a, [1986] BCLC 391; (1986), 2 BCC 99276, referred to.
(3) Exclusive Master Book-Binding & Mfg. Pty. Ltd., ReUNK(1977), 2 ACLR 549, referred to.
(4) Great Wheal Busy Mining Co., In reELR(1871), L.R. 6 Ch. App. 196, referred to.
(5) Hayim v. Citibank N.A., [1987] A.C. 730; [1987] 3 W.L.R. 83, not followed.
(6) Humber Ironworks & Ship-building Co., In reELR(1875), 1 Ch.D. 576, referred to.
(7) Kelly v. MawsonUNK(1982), 6 ACLR 667, referred to.
(8) National Bank of Wales Ltd., In re, [1907] 1 Ch. 582, referred to.
(9) Pimlico Capital Ltd., Re, [2002] BCLC 544; [2002] EWHC 878 (Ch), referred to.
(10) Svanstrom v. Jonasson, 1997 CILR 192, referred to.
Companies Law (2007 Revision), s.96:
‘Any application to the Court for the winding up of a company shall be by petition which may be presented by the company, or by any one or more than one creditor or contributory of the company, or by all or any of the above parties, together or separately; and every order which may be made on any such petition shall operate in favour of all creditors and all the contributories of the company in the same manner as if it had been made upon the joint petition of a creditor and contributory.’
Companies-compulsory winding up-petition-beneficiary unable to petition for winding up of company whose shares held on trust, if trustee himself unwilling to petition-need to consider interests of all creditors and contributories and not solely those of unknown beneficiary with mere indirect interest
The petitioner sought the winding up of the respondent fund on the just and equitable ground.
The petitioner was not a shareholder of the fund but the beneficiary of a bare trust of which the second respondent was trustee. The trustee was the legal owner of shares in the fund but refused to petition for winding up in its own name because of a conflict of interest with its other clients.
The petitioner acknowledged that the beneficiary of a bare trust was not a contributory and that he could not therefore bring a winding-up petition under s.96 of the Companies Law (2007 Revision) but...
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