1. A brief summary of the procedures for presenting a winding-up petition
You are recommended to seek assistance from a lawyer if you decided to institute winding-up procedures.
- Before presenting a petition, a written demand in the prescribed form (Form 1A) issued by the creditor requiring the company to pay the debt must be left by hand (not sent by post, by registered post, by fax, or by electronic means) at the registered office of the company. 21 days must be given to the company to pay the debt.
- Except that a demand letter as described above must first be sent to the company in the case of a petition based on the company's inability to repay debt, there is no legal requirement that any documents must be sent to the company before the winding-up petition is presented.
- If the company fails to pay the debt within 21 days, the creditor can present the petition to the Court. The creditor may prepare a petition without assistance from lawyers. The Appendix of the Companies (Winding-up) Rules has the required form (i.e. Form 2 or 3 with such variations as circumstances may require).
- Fees payable
Apart from any legal fees that the creditor may owe to lawyers if the creditor has instructed lawyers to do the work, the creditor/petitioner will be required to pay the followings upon filing the petition:
- A sum of $11,250 must be deposited with the Official Receiver's Office for the purpose of covering the fees and expenses to be incurred by the Official Receiver;
- A court fee of $1,045 must be paid to the Registry of the High Court;
- If a creditor applies for the appointment of a provisional liquidator after the commencement of winding-up, a further deposit of $3,500 (or further sum as required), has to be deposited with the Official Receiver's Office.
- Obtain a hearing date for the winding-up petition when filing the petition at High Court.
- Copy of the petition should be submitted to the Official Receiver's Office and the Chief Bailiff. In addition, a sealed copy (copy with the Court's chop) of the petition should be delivered to the company at its registered office. Please note that the petition should also be left by hand (not sent by post, by registered post, by fax, or by electronic means) at the registered office of the company.
- The petition should be advertised 7 clear days before the hearing of the petition once in the Gazette and once at least in two local daily newspapers (one in Chinese and one in English), unless the Court has made an order otherwise. The advertising fee depends on the size of the advertisement. Lawyers are not necessary for the preparation of the advertisement. Form 4 of the Companies (Winding-up) Rules is the standard from of the advertisement (you can search the sample of Form 4 here). The advertisement must state the date on which the petition was presented, the date of the court hearing, and the name and address of the petitioner and the petitioner's solicitors.