In Re China Shanshui Cement Group Limited (23 November
2015) Mangatal J, sitting in the Financial Services Division of the
Grand Court of the Cayman Islands, has held that the decision of
Jones J in Re China Milk Products Group Ltd.1
was wrong, thereby confirming a long-held belief universally shared
among Cayman Islands' practitioners.
The question at issue was whether or not directors of a Cayman
Islands company had the authority to present a winding up petition
on behalf of the company in the absence of either (a) a
shareholders resolution or (b) an express provision in the articles
of association authorising such action to be taken by the
directors.
Mangatal J held that as a matter of Cayman Islands law they did
not have such authority. She held that the law was correctly stated
by Smellie J (as he then was) in Banco Economico SA v Allied
Leasing and Finance Corporation2, applying the
well-known English decision in Re Emmadart
Ltd.3 which was reversed by
