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In re Apollo International Group Co Ltd [2022] NUHC 4; CV2022-00136 (1 December 2022)

IN THE HIGH COURT OF NIUE
(CIVIL DIVISION)

Application: CV2022-00136

UNDER The Companies Act 2006

IN THE MATTER Apollo International Group Co Limited

AND

APOLLO INTERNATIONAL GROUP CO LIMITED
Applicant

Date: 1 December 2022 (NZT)

JUDGMENT OF C T COXHEAD CJ

Application for re-registration and restoration

[1] This is an application for re-registration and restoration of Apollo International Group Co Limited to the Niue Companies Register.

[2] Apollo International Group Co Limited was incorporated as an International Business Company on the 8 February 2002 (“Apollo”).

[3] Apollo’s directors are Ming Global Holding Co Ltd and Lin-Hui Chen.

[4] The Niuean Government closed its International Business Registry in September 2006. International Business Companies were required to re-register under the Companies Act 2006 before 31 December 2006.

[5] Apollo did not re-register before 31 December 2006 and was dissolved by operation of the Companies Act 2006.

[6] In March 2008, Apollo transferred shares not being aware that the share transfer was ineffective because it had been deemed dissolved.

[7] In August 2022, Yong Qi began due diligence in preparation for an initial public offering in the Shanghai Stock Exchange.

[8] Yong Qi became aware that the share transfer in March 2008 was ineffective because Apollo had been deemed dissolved.

[9] In order to satisfy the regulations of the Shanghai Stock Exchange so the initial public offering can progress, Apollo seeks re-registration.

[10] I have read the affidavits of Yi Liang, Chang Tai-Shan (authorised to give the affidavit on behalf of Ming Global Holding Co Ltd) in support of the application.

Orders

[11] I am satisfied that orders can be made. I therefore order:

• (a) Restoration of the Company to the Companies Register under s 276 of the Companies Act 2006 with the Memorandum and Articles of Association under which the Company was incorporated as an International Business Company, pursuant to s 332 of the Companies Act 2006.
  

[12] I also note:

• (a) that the registered office and postal address of the Company to be care of Dentons Kensington Swan, Level 9, 89 The Terrace Wellington 6011, New Zealand.
  

Dated at Rotorua, Aotearoa/New Zealand this 1^st day of December 2022.

C T Coxhead
CHIEF JUSTICE