In the course of the last 24 months, a number of Cayman Islands
companies with operations in the PRC and shares or ADRs traded on
the US Exchanges have been the subject of 'take-private'
transactions. Some of these transactions have reportedly been
fuelled by the prospect that these businesses may command a higher
valuation in China's A-share IPO market. At the same time,
there has been a corresponding increase in litigation by
shareholders of such companies claiming to have received less than
fair value for their shares. Such litigation has been brought in
the Cayman courts under Part XVI of the Cayman Companies Law
(Revised)(the "Law")(the
"Dissent Regime").
The Dissent Regime came into force in 2009. However, it was not
until 28 August 2015 that the meaning of fair value and the
approach to appraising fair value were the subject of determination
by the Grand Court of the Cayman Islands. The case was In the
Matter of Integra Group, in which Jones J drew heavily
