INDUSTRIAL AND COMMERCIAL BANK OF CHINA (ASIA) LTD v. INTERPRO MANUFACTURING LTD AND OTHERS

INDUSTRIAL AND COMMERCIAL BANK OF CHINA (ASIA) LTD v. INTERPRO MANUFACTURING LTD AND OTHERS

Tse is liable under the 2016 Guarantee: evidence established Sun had actual authority to bind the Company and authorised persons (including Chung) lawfully negotiated FX contracts; ICBC adequately disclosed risks and complied with relevant obligations such that no mis‑selling or actionable regulatory breach or misrepresentation was made out; the Portofino Property was sold by the mortgagee after reasonable marketing and auction efforts so no breach of mortgagee duty occurred; accordingly all defences and counterclaims fail.

Citation
[2025] HKCFI 177
Parties
Plaintiff (original Action) and Defendant (counterclaim): INDUSTRIAL AND COMMERCIAL BANK OF CHINA (ASIA) LIMITED; 1st Defendant: INTERPRO MANUFACTURING LIMITED; 2nd Defendant: SUN KAI WAH; 3rd Defendant and Counterclaimant: TSE CHING
Court
Court of First Instance
Jurisdiction
Hong Kong
Judgment Date
2 January 2025
Case Number
HCMP1619/2016
Procedural Posture
Banking and Property Enforcement Claim Concerning Guarantees, FX Derivative Losses and Mortgagee Sale / Judgment Following Trial (court of First Instance)
Outcome
Judgment for the plaintiff ICBC against the 3rd defendant; counterclaim dismissed
Legal Topics
Guarantee Liability, Authority of Corporate Agents, Mis‑selling/regulatory Codes, Rescission/misrepresentation, Mortgagee Duty to Obtain Proper Price, FX Accumulator Contracts, Costs
Source Language
EN
Banking Contract Company Property Civil Procedure Equity Guarantee Liability Authority of Corporate Agents +5 more

Case Brief

Summary, issues, holding and outcome

More case intelligence is available

Unlock the full research layer for this judgment.

Full judgment text Downloadable case file Legal principles 4 Authorities cited 9 Party arguments 2 Amounts and remedies 4
Sign in to unlock

Parties

INDUSTRIAL AND COMMERCIAL BANK OF CHINA (ASIA) LIMITED

Plaintiff (original Action) and Defendant (counterclaim)

INTERPRO MANUFACTURING LIMITED

1st Defendant

SUN KAI WAH

2nd Defendant

TSE CHING

3rd Defendant and Counterclaimant

Procedural Posture

Banking and Property Enforcement Claim Concerning Guarantees, FX Derivative Losses and Mortgagee Sale / Judgment Following Trial (court of First Instance)

Legal Issues

  1. 1 Whether the 3rd defendant is liable under the 2016 Guarantee for the outstanding judgment debt
  2. 2 Whether Sun (2nd defendant) had authority to bind the company to the FX Accumulator contracts and related banking documents
  3. 3 Whether ICBC breached regulatory codes or mis‑sold accumulator contracts such that the guarantee should be rescinded

Ratio Decidendi

Tse is liable under the 2016 Guarantee: evidence established Sun had actual authority to bind the Company and authorised persons (including Chung) lawfully negotiated FX contracts; ICBC adequately disclosed risks and complied with relevant obligations such that no mis‑selling or actionable regulatory breach or misrepresentation was made out; the Portofino Property was sold by the mortgagee after reasonable marketing and auction efforts so no breach of mortgagee duty occurred; accordingly all defences and counterclaims fail.

Court Disposition

Judgment for the plaintiff ICBC against the 3rd defendant; counterclaim dismissed

Orders

  • Judgment for the plaintiff against the 3rd defendant in the sum of HK$1,134,965.30 and US$1,165,535.38, together with interest at prime rate + 1% from 9 August 2019 until judgment and thereafter at judgment rate until payment
  • Costs order nisi that costs of the action, including all reserved costs, be paid by the 3rd defendant to the plaintiff on an indemnity basis (pursuant to clause 10.4 of the January 2016 Facility Letter and Clause 1.01 of the 2016 Guarantee), to be taxed if not agreed