A. Introduction

In the recent judgment, Re Jingrui Holdings Ltd [2026] HKCFI 246, Harris J made a winding-up order against an unregistered foreign company incorporated in the Cayman Islands, of which the assets are located in Mainland China.

In this Judgment, the Court confirmed the following principles: -

(1) The Court will wind-up a foreign company only if doing so has a real possibility of benefitting the creditors. The Court will assess such benefit in a practical and commercial way.

On 7 May 2025, the UK Supreme Court (UKSC) handed down a judgment providing useful guidance on the meaning of “fraudulent trading” within s.213 of the Insolvency Act 1986 (Insolvency Act) and how the test in s.32(1) of the Limitation Act 1980 (Limitation Act) operates, in Bilta (UK) Ltd (in liquidation) v Tradition Financial Services Ltd [2025] UKSC 18 (Bilta). In this article, we give a brief summary of the facts, issues and rulings in the judgment and its practical implications for Hong Kong’s corporate insolvency regime.

Background