Please ensure Javascript is enabled for purposes of website accessibility



We have the knowledge and expertise to handle the most demanding and complex transactions and provide expert, efficient and cost effective services to all our clients. Our commercial understanding and experience of working with leading financial institutions, professional advisers and regulatory bodies enable us to add real value to our clients’ businesses.

View all services


Our experts provide independent guidance spanning advice and training to implementation and evaluation across sustainable investing, regulatory compliance and tech. Our tailored advice meets clients' specific needs, delivering flexible solutions and support.

View all Consulting


Our sector approach relies on smart collaboration between our business divisions, our service lines and our jurisdictions. These sector-based teams have a deep understanding of related businesses and industry dynamics. The specific combination of our highly informed experts helps our clients see around corners.

View all sectors


Ogier provides practical advice on BVI, Cayman Islands, Guernsey, Irish, Jersey and Luxembourg law through our global network of offices across the Asian, Caribbean and European timezones. Ogier is the only firm to advise on this unique combination of laws.

News and insights

Keep up to date with industry insights, analysis and reviews. Find out about the work of our expert teams and subscribe to receive our newsletters straight to your inbox.

Fresh thinking, sharper opinion.

About us

We get straight to the point, managing complexity to get to the essentials. Our global network of offices covers every time zone. 

No Content Set

BVI Commercial Court discharges injunction restraining privatisation of NASDAQ-listed BVI company


23 June 2021

British Virgin Islands, Hong Kong

BVI Commercial Court discharges injunction restraining privatisation of NASDAQ-listed BVI Company

A recent judgment from the BVI Commercial Court is a further example of the court's swiftness to exercise its jurisdiction in respect of BVI companies listed on US exchanges. The decision also serves as a reminder of the importance of an applicant's duty of full and frank disclosure and fair presentation in an ex parte hearing and the dangers of breaching that duty.

Justin Davis, Nicholas Burkill, Jean Lau and James McDermott of Ogier successfully acted for the defendants. David Chivers QC led Nicholas Burkill.

On 17 June 2021 the Commercial Court of the British Virgin Islands discharged an injunction previously granted on an ex parte basis to adjourn an EGM called to consider the privatisation of NASDAQ-listed BVI company, Newater Technology, Inc (the Company).

Fulcan Capital Partners LLC (Fulcan), a shareholder of the Company owning under 1% of the shares, had obtained the injunction to prevent the Company from taking any steps to proceed with the proposed “going private” merger transaction. Fulcan had alleged that its Counter-Offer had been rejected by the Special Committee established to oversee the privatisation without proper consideration.  

Wallbank J held it was clear that the injunction should be discharged and not re-granted as Fulcan had failed to make full and frank disclosure on a number of issues. These included that Fulcan had failed to tell the Court that there was only a letter of intent of funding in place for the Fulcan Counter-Offer and that the individual behind Fulcan had purposefully identified an incorrect address in his witness statements.

Wallbank J determined that Fulcan's failures were deliberate and material and discharged the injunction with immediate effect, with costs. This enables the adjourned EGM to proceed so that the shareholders can consider the merger transaction, which is recommended by the directors.

In the circumstances, Wallbank J also adjourned the defendants' application to strike out the claim.

Ogier worked alongside DLA Piper in Beijing headed by James Chang and Magstone Law in New York headed by Mark Li.

No Content Set