Lau Yu Man v Wellmix Organics: Winding Up Order for Failure to Comply with Companies Act
In Lau Yu Man v Wellmix Organics (International) Pte Ltd, the Singapore High Court, presided over by Justice Lee Seiu Kin, ordered the winding up of Wellmix Organics. The company failed to comply with an earlier court order to rectify breaches of the Companies Act, despite being granted a four-month extension. The court found that the company did not diligently pursue compliance, leading to the winding-up order.
1. Case Overview
1.1 Court
High Court1.2 Outcome
Company ordered to be wound up.
1.3 Case Type
Civil
1.4 Judgment Type
Grounds of Decision
1.5 Jurisdiction
Singapore
1.6 Description
The High Court ordered Wellmix Organics to be wound up after failing to rectify breaches of the Companies Act, despite an earlier extension.
1.7 Decision Date
2. Parties and Outcomes
| Party Name | Role | Type | Outcome | Outcome Type | Counsels |
|---|---|---|---|---|---|
| Lau Yu Man | Plaintiff | Individual | Application Granted | Won | |
| Wellmix Organics (International) Pte Ltd | Defendant | Corporation | Winding Up Order | Lost |
3. Judges
| Judge Name | Title | Delivered Judgment |
|---|---|---|
| Lee Seiu Kin | Judge | Yes |
4. Counsels
4. Facts
- Lau and Wong had a dispute regarding the distributorship agreement.
- The company transacted no business after December 2000.
- The company was ordered to file audited accounts within four months.
- The company failed to rectify breaches and comply with the Companies Act within the given time.
- The company applied for an extension of time, which was refused.
- The court found that the company did not diligently pursue compliance.
5. Formal Citations
- Lau Yu Man v Wellmix Organics (International) Pte Ltd, CWU 110/2006, S 2865/2007, [2007] SGHC 223
6. Timeline
| Date | Event |
|---|---|
| Dispute arose between Lau and Wong regarding the distributorship agreement. | |
| Suit No 600041/2000 brought by the Company against CUDL. | |
| Suit No 642/2001 filed against Lau for breach of duties as director. | |
| Court ordered the company to file audited accounts within four months. | |
| Deadline for the company to rectify breaches and comply with the Companies Act. | |
| Original auditor, Robert Tan & Company, resigned. | |
| Wong Sook Yee & Company was instructed to conduct the audit. | |
| Company filed Summons No 2865 of 2007 seeking an extension of time. | |
| Court refused the company’s application and ordered the company to be wound up. | |
| Decision Date |
7. Legal Issues
- Winding Up of a Company
- Outcome: The court ordered the company to be wound up under s 254(1)(c) of the Companies Act.
- Category: Substantive
- Sub-Issues:
- Failure to comply with statutory requirements
- Suspension of business
8. Remedies Sought
- Winding Up Order
9. Cause of Actions
- Winding Up
10. Practice Areas
- Commercial Litigation
- Insolvency
11. Industries
- No industries specified
12. Cited Cases
| Case Name | Court | Affirmed | Citation | Jurisdiction | Significance |
|---|---|---|---|---|---|
| Lau Yu Man v Wellmix Organics (International) Pte Ltd | High Court | Yes | [2007] SGHC 96 | Singapore | Outlines the background to the matter and the facts of the case. |
13. Applicable Rules
| Rule Name |
|---|
| No applicable rules |
14. Applicable Statutes
| Statute Name | Jurisdiction |
|---|---|
| Companies Act (Cap 50, 2006 Rev Ed) | Singapore |
15. Key Terms and Keywords
15.1 Key Terms
- Winding Up
- Companies Act
- Audited Accounts
- Breach of Statutory Requirements
- Extension of Time
15.2 Keywords
- Winding Up
- Companies Act
- Singapore
- Company Law
- Insolvency
17. Areas of Law
| Area Name | Relevance Score |
|---|---|
| Winding Up | 95 |
| Company Law | 85 |
| Insolvency Law | 70 |
16. Subjects
- Company Law
- Insolvency Law