Campbells has acted as Cayman Islands counsel for Freeman FinTech Corporation Limited (the “Company”), acting by its joint provisional liquidators appointed by the Hong Kong court, Mr Ho Kwok Leung Glen and Mr Lai Kar Yan (Derek) of Deloitte (the “JPLs”), in respect of its HK$3 billion scheme of arrangement (the “Cayman Scheme”). The Cayman Scheme ran in parallel with a similar scheme in Hong Kong.
The Company is an investment holding company whose subsidiaries are principally engaged in the provision of financial services to customers in Hong Kong and the People’s Republic of China. Its shares are listed on the main board of the Hong Kong Stock Exchange.
The JPLs’ ability to promote the Cayman Scheme was contingent upon them first being recognised by the Cayman Islands court, as foreign appointees over a Cayman Islands company, and without fresh insolvency proceedings needing to be commenced in the Cayman Islands. That recognition was granted in November 2020.
Applications to both the Cayman Islands and Hong Kong courts were subsequently made in respect of the schemes, with both courts coordinating the directions given in respect of their respective schemes so as to ensure the required meetings of creditors took place concurrently, and at the same venue, and that the final hearings by which the schemes received formal sanction occurred on consecutive days in Hong Kong and in the Cayman Islands.
The case provides a good example of cross-border cooperation at work between the courts of the Cayman Islands and Hong Kong. While each scheme stood on its own feet, by working collaboratively the courts, and the legal teams, in addition to the JPLs’ team at Deloitte, were able to ensure similar approaches were adopted to common issues mitigating the risk of any inconsistencies and, ultimately, ensuring that the schemes each received final sanction expeditiously.
The Campbells team was led by Shaun Folpp and Jane Hale in Hong Kong and Guy Manning in the Cayman Islands.
P.C. Woo & Co and James Wood from Denis Chang’s Chambers acted as Hong Kong counsel to the Company.