Kawaley J
IN THE GRAND COURT FINANCIAL SERVICES IN THE MATTER OF T AND IN THE MATTER T OF THE CAYMAN ISLANDS S DIVISION CAUSE NO: F HE COMPANIES LAW (2016 REVISION) OF NANFONG INTERNATIONAL INVESTMENTS LIMITED SD 256 OF 2017 (IKJ) EX TEMPORE 1.1 The present pro- a petition to win just and equitab- following the bre- 1.2 Oriental as mino- an order that the further order of basis of the stay (a) As a ma- (b) The que- subject to (c) The Samoan RULING OF 20 APRIL 2018 (BASED ON NOTE AGREED proceedings began when Business Investment Intelligence Ltd up Nanfong on 28 November 2017 (the "Petition"), on the to do so, as there was a corporate deadlock due to a breakdown of the relationship of Mr Ng and Mr Wu. city shareholder issued a summons dated 16 February 2017 proceedings be stayed pending the determination of prothe Court. The summons was supported by an affidavit application. The affidavit provided that: letter of Samoan law BIL was not authorised to file the Petition on who has the ability to control and act on behalf of litigation before the Samoan Court; and Samoan Coun- needed to resolve the dispute in Samoa by mited ("BILL") presented (rounds that it would be management deadlock
This summons sought proceedings in Samoa or by of Mr Ng explaining the issue; if Bill was currently the before the Petition could proceed; 1.3 The issue has proceedings may (a) The ap- (b) Any issu- 180720 in the Matter of Nanfong been before the Supreme Court in winding up proceeding has sought declarations that: entment of Mr Yeung was invalid; sale of shares by BIL to Auch Holdings was also invalid; and s on Ex Tempore Ruling 1
(c) The filing 1.4 The relief that w 1.5 The crucial que submissions by the standing issu case should be management st 1.6 In the context w to have the issue Court of Appeal, Company Limited as being sought in the Samoan Court was the basis for th stion in relation to this stay application is the legal test both parties agreed that applying the traditional forum rule. This is distinct from the application of those principles determined by a local or foreign court, in what has been my observation. There’re the court has to consider non-substantive issues, as it determined by the foreign court. Support for that conclusion decision in Ahmad Hamad Algosaibi and Brother Compd. and Ford Three Others (2010) (2). CILR 2891. In the was invalid. e stay. It to be applied. Written or conveniens test, the for the determination of in determining whether a characterised as a case high standard is imposed sion can be found in the any v. Saad Investments at Case Claydwick P. nat paragraph 117. “I am not a decision court shall or other view, it the Chief endorses likely to the plaint provided 1.7 Mr Green QC s pendens, which umbrella test w stay is that very 1.8 Another case w here, Cresswell involved cross- my conscious that the decision to impose a temporary order taken by the Chief Justice in the exercise of his discretion did not interfere unless satisfied that that exercise of discretion was impossible to avoid the conclusion that, in exercising his justice erred in failing to address the question—posed by the Court of Appeal in Reichhold Norway—whether it from imposing a temporary stay so clearly outweighed that this was one of those cases in which ‘rare and co the very strong reasons’ that justified doing so.” sought to persuade me that this test did not apply because I accept can constitute very strong reasons for granting preceedings are brought in Cayman as of right and such reasons have to be made out. which supports this conclusion is CIGNA Worldwide v ACB J reiterated the principles stated by Chadwick P. It is order cooperation in an insolvency type situation. It is that a a management stay was on, and that an appellate Norway (3). But, in my s discretion in this case, to be flawed for one by Moore-Bick, J. and the benefits which were impelling circumstances’ use there was a lis alibi g a stay. I find that the for a case management Ltd (2012 (1) CILR 55). noteworthy that this case well recognised that that frequently had it there is the que issues in foresee- 1.9 I accept that it is this Court to de- 180720 In the Matter of Nangfa a decision issue of appropriate forum. That is different to stion of the standing of the petitioner that is a discrete issue proceedings. possible for the Samoan court to decide these issues, butide them. in the present case. Here, it is equally possible for as on Ex Tempore Ruling 3
1.10 It is accepted that not a compelling Court. 1.11 The Samoan leg by the Chief Ju similar to our ow 1.12 The burden for a made out. 1.13 The application at some issues will have to be litigated before the Samoan enough reason that the issue could be determined convi- al system is not too different from our own. From perusing title of Samoa, Samoa is a common law jurisdiction that, stay application is a very high one. While there are factors in the Samoan Court, they fall short of the very strong or the stay has been refused. in Court. However, it is evidently by the Samoan the judgment delivered it operates in a manner s capable of supporting grounds that must be Leave to Appeal 1.14 The proper app whether an appe considerable dif- granted. granted is to consider or time, and having had ve to appeal should be (Note: Against the 180720 In the Matter of Nangfo not a Compelling International Investments Limited - FSD 256 of 2017 (IKJ) – Agreed Notice of July 2018) is on Ex Tempore Ruling 3