Zhong Shan Strategic Fund v Rg Strategy Fund VCC

[2025] SGHC 174 High Court (General Division) 29 August 2025 • HC/CWU 227/2025 • 70 min read
17 cases cited Cited by 1 case

Catchwords

Insolvency Law — Winding up — Sub-fund — Standing — Creditor Insolvency Law — Winding up — Sub-fund — Standing — Contributory Insolvency Law — Winding up — Sub-fund — Grounds for petition — Actual insolvency Insolvency Law — Winding up — Sub-fund — Standing — Contingent or prospective creditor Insolvency Law — Winding up — Sub-fund — Grounds for petition — Just and equitable jurisdiction

Practice Areas

Insolvency Law

Judges (1)

Kristy Tan Delivered

Counsel (8)

Dan Tan Law LLC Firm Nine Yards Chambers LLC Firm Sim Chong LLC Firm Andrew Ong Yi Kai Counsel Applicant Lee Yew Boon Counsel Defendant Sim Chong Counsel Defendant Tan Soo Peng Daniel Counsel Defendant Yeo Lai Hock, Nichol Counsel Applicant

Parties (3)

RG Asset-Backed Investment Fund I Third Party RG Strategy Fund VCC Defendant Zhong Shan Strategic Fund Applicant

Case Significance

[2025] SGHC 174 is a High Court (General Division) decision dated 29 August 2025 concerning Insolvency Law, specifically addressing winding up. The judgment was delivered by Kristy Tan. The case was brought by Zhong Shan Strategic Fund (applicant) against RG Strategy Fund VCC (respondent). Legal representation was provided by Nine Yards Chambers LLC and Dan Tan Law LLC. The judgment cites 17 cases and references 5 statutory provisions, including the Companies Act, the Insolvency, and the Restructuring and Dissolution Act. This decision has been cited by 1 subsequent judgment in the dataset.

Summary

In the first published decision on winding up a sub-fund under the Variable Capital Companies Act, an investor applied to wind up a sub-fund for alleged insolvency and on just and equitable grounds after its share redemption requests were not fulfilled. The court dismissed the application, finding no debt was due and owing because redemptions were validly suspended under the fund's constitutional documents, and the application was brought in abuse of process.

What was decided in [2025] SGHC 174?

[2025] SGHC 174 (Zhong Shan Strategic Fund v Rg Strategy Fund VCC) is a High Court (General Division) decision from 29 August 2025 addressing Insolvency Law, specifically winding up. The judgment was delivered by Kristy Tan.

Who were the parties in Zhong Shan Strategic Fund v Rg Strategy Fund VCC?

The applicant in [2025] SGHC 174 was Zhong Shan Strategic Fund, and the respondent was RG Strategy Fund VCC. Legal representation included Nine Yards Chambers LLC and Dan Tan Law LLC. The case was decided on 29 August 2025 in the High Court (General Division).

Which judge decided [2025] SGHC 174?

[2025] SGHC 174 was delivered by Kristy Tan in the High Court (General Division) on 29 August 2025. The case concerned Insolvency Law.

What cases and statutes does [2025] SGHC 174 cite?

[2025] SGHC 174 cites 17 prior decisions. It references Companies Act, Insolvency, Restructuring and Dissolution Act. The decision has itself been cited by 1 subsequent judgment.

Statutes Cited

Companies Act (Cap 50)
s 253(1) s 253(2)(a) s 253(2)(c) s 254(1) s 254(1)(i) s 254(2)(c)
Insolvency, Restructuring and Dissolution Act
Restructuring and Dissolution Act
Securities and Futures Act (Cap 289)
VCC Act
s 2(1) s 29(3) s 5(3)(a)

Cases Cited (17)

SG (5)
[2006] SGHC 190 [2020] SGHC 205 [2024] SGCA 27 [2025] SGHC 163 [2025] SGHC 171
SLR (12)
[1991] 2 SLR(R) 567 [2006] 3 SLR(R) 827 [2007] 2 SLR(R) 268 [2008] 2 SLR(R) 491 [2008] 4 SLR(R) 348 [2018] 1 SLR 763 [2019] 3 SLR 1189 [2021] 2 SLR 478 [2022] 5 SLR 991 [2023] 2 SLR 554 [2023] 5 SLR 1435 [2025] 1 SLR 141

Cited By (1)

[2025] SGHC 186
SHREE RAMKRISHNA EXPORTS PVT. LTD. & 5 Ors v J. G. JEWELRY PTE. LTD.

Judgment

Read the full judgment on the official Singapore Courts portal.

Read on eLitigation

Source: eLitigation ([2025] SGHC 174)