DP World Djibouti FZCO & Ors v China Merchants Port Holdings Co Ltd

[2025] HKCFI 6320, the Court struck out claims brought by P3 (DCT) against D (CMPH) for procuring the breach by the Republic of Djibouti of concession agreements made with the Djibouti government.

Ps commenced proceedings in August 2018 on the strength of a resolution passed by DCT’s board of directors on 18 February 2018 (2018 Resolution). In September 2018, the Djibouti Court ordered the appointment of a provisional administrator over DCT, replacing DCT’s board of directors (Administrator Order). The Djibouti Court declared the 2018 Resolution null in 2019, and in 2023 further ordered the dissolution of DCT (Dissolution Judgment). DCT’s board and P2 sought to challenge these orders before the Djibouti Courts, but failed.

CMPH took out a summons to strike out DCT’s claims on the basis that DCT’s board had no authority to continue and conduct these proceedings in light of the Djibouti judgments and orders.

Mimmie Chan J examined in detail the principles governing recognition of foreign judgments, finding that the Dissolution Judgment should not be recognised by the Hong Kong Court as the judgment breached the rules of natural justice. Her Ladyship nevertheless ruled in favour of CMPH on the other two grounds, holding that:

(1) There was no basis to hold that the Djibouti Courts’ rulings on the validity of the 2018 Resolution was so “patently or manifestly wrong” to constitute evidence of basis or lack of bona fide and entitle the Hong Kong Court to refuse recognition;

(2) Under Djibouti law, the administrator had the authority to act for DCT in place of the board upon the making of the Appointment Order. Therefore, absent the adminstrator’s express authorisation, DCT’s board (and the solicitors they instructed) had no further authority to act in these proceedings. Further, insofar as there was any complaint as to the propriety of the Appointment Order, including it having been obtained in breach of an injunction granted by the English Court, that ought to have been (but were not) raised before the Djibouti Court.

, instructed by Reed Smith Richards Butler LLP, acted for the Defendant.

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