RE BGA HOLDINGS LTD (FORMERLY KNOWN AS BEIBU GULF OCEAN SHIPPING (GROUP) LTD)

[2025] HKCA 752 Court of Appeal 26 September 2025 • CAMP44/2024 • 38 min read

17 cases cited (0 HK, 17 foreign)

Outcome

Leave to appeal dismissed

leave to appeal is dismissed.

Source: [2025] HKCA 752, Court of Appeal, decided 26 September 2025. Read directly from the judgment.

Judges (2)

Ng Coram Poon Coram

Counsel (7)

Au & Associates Firm Norton Rose Fulbright, Hong Kong Firm Abraham Chan Counsel Contributorie Justin Ho Counsel Petitioner Sik Chee Ching Counsel Petitioner Sim Jing En Counsel Contributorie Victor Joffe Counsel Petitioner

Case Significance

Re BGA Holdings Ltd (Formerly Known as Beibu Gulf Ocean Shipping (Group) Ltd) [2025] HKCA 752 concerned an application for leave to appeal engaging the Bankruptcy Ordinance, including section 98(2), together with the Companies (Winding Up and Miscellaneous Provisions) Ordinance, the Companies Ordinance and the High Court Ordinance. The matter followed the earlier proceedings in Re BGA Holdings Ltd (Formerly Known as Beibu Gulf Ocean Shipping (Group) Ltd) [2024] HKCFI 51 and Re BGA Holdings Ltd (Formerly Known as Beibu Gulf Ocean Shipping (Group) Ltd) (and 1 other) [2025] HKCA 322. The Court of Appeal held that "leave to appeal is dismissed."

Summary

Bright Good Asia Limited and Polyrise Team Limited, minority shareholders in BGA Holdings Ltd (formerly Beibu Gulf Ocean Shipping), renewed their application for leave to appeal against the winding-up order. The case involved contested petitions under the Companies (Winding Up) Ordinance. The Court of Appeal refused leave, finding no reasonable prospect of success.

What did the Court of Appeal decide in Re BGA Holdings Ltd (Formerly Known as Beibu Gulf Ocean Shipping (Group) Ltd) [2025] HKCA 752?

The Court of Appeal dismissed leave to appeal in Re BGA Holdings Ltd (Formerly Known as Beibu Gulf Ocean Shipping (Group) Ltd) [2025] HKCA 752, an insolvency matter engaging the Bankruptcy Ordinance and the Companies Ordinance, holding that "leave to appeal is dismissed."

What procedural history preceded Re BGA Holdings Ltd (Formerly Known as Beibu Gulf Ocean Shipping (Group) Ltd) [2025] HKCA 752?

The application in Re BGA Holdings Ltd (Formerly Known as Beibu Gulf Ocean Shipping (Group) Ltd) [2025] HKCA 752 followed the earlier decisions at [2024] HKCFI 51 and [2025] HKCA 322 in the same matter, before the Court of Appeal held that "leave to appeal is dismissed."

Statutes Cited

Bankruptcy Ordinance

s 98(2)

Companies (Winding Up and Miscellaneous Provisions) Ordinance (Cap 32)

Companies Ordinance (Cap 622)

High Court Ordinance (Cap 4)

Cases Cited (17)

UK (2)

[1977] 1 Ch 1 [2008] 4 All ER 890

HK (15)

(2003) 6 HKCFAR 222 [1999] 1 HKC 141 [2001] 2 HKLRD 411 [2001] 3 HKLRD 692 [2002] 2 HKLRD 369 [2008] 2 HKLRD 494 [2009] 4 HKLRD 125 [2011] 2 HKLRD 101 [2016] 2 HKLRD 1058 [2018] 3 HKLRD 765 [2018] HKCFI 2371 [2019] HKCA 435 [2021] HKCFI 3433 [2024] HKCFI 51 [2025] HKCA 322