MAN TAI SANG the managers of the \'MAN UN (or YUN) UK WAI (文元屋圍)\' registered under s.15 of the New Territories Ordinance v. MAN LUK SING AND OTHERS

MAN TAI SANG the managers of the \'MAN UN (or YUN) UK WAI (文元屋圍)\' registered under s.15 of the New Territories Ordinance v. MAN LUK SING AND OTHERS

The Court held that on the evidence and expert opinion the 12 Feb 2018 meeting and Resolutions to sell the Wai land were valid under applicable Chinese law and custom: a manager may convene and vote even when representing a member-tso without prior tso meeting; neutral votes may be treated as not supporting and need not be counted as affirmative; anonymous and non-member objections lack standing; the DOYL's involvement was properly ordered by the applicant and its participation assisted the Court, and therefore DOYL's costs are payable from Wai assets. The Court granted directions under Order 85 and s.56 subject to s.15 consent and specific sale procedures (auction, reserve price based on...

Citation
[2023] HKCFI 1423
Parties
Applicant and Manager of the Wai (also 2nd Respondent): Man Tai Sang; Respondent(s) (members of the Wai Holding 315.2 Dou): 1st Respondent(s); Respondent (member of the Wai; R2 Tso): 2nd Respondent (R2 Tso); Respondent (member of the Wai): 3rd Respondent; Respondent (member of the Wai; Appeared in Person): 4th Respondent; Interested Party: District Officer, Yuen Long / Secretary for Justice (DOYL)
Court
Court of First Instance
Jurisdiction
Hong Kong
Judgment Date
20 June 2023
Case Number
HCMP1005/2020
Procedural Posture
Originating Summons for Directions Under Trustee Ordinance S.56 and Order 85 Re Proposed Sale of Wai Land (s.15 New Territories Ordinance Consent Required) / Judgment and Directions (reasons for Judgment and Further Decision on Order)
Outcome
Originating Summons answered: applicants may act on the resolutions; the remaining objections by anonymous/non-members dismissed; directions for sale granted under Order 85 and s.56, subject to s.15 consent; costs of DOYL and other parties to be paid from Wai assets; leave granted to 4th respondent to file valuation...
Legal Topics
Order 85 Rules of the High Court, Trustee Ordinance S.56, New Territories Ordinance S.15, Order 15 R.13 a Service, Chinese Law and Custom Re Tongs/wai, Validity of Meeting and Voting, Standing of Objectors, Costs From Trust Assets
Source Language
EN
Trusts Law Property Law Administrative Law Customary/chinese Law Order 85 Rules of the High Court Trustee Ordinance S.56 New Territories Ordinance S.15 Order 15 R.13 a Service +4 more

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Parties

Man Tai Sang

Applicant and Manager of the Wai (also 2nd Respondent)

1st Respondent(s)

Respondent(s) (members of the Wai Holding 315.2 Dou)

2nd Respondent (R2 Tso)

Respondent (member of the Wai; R2 Tso)

3rd Respondent

Respondent (member of the Wai)

4th Respondent

Respondent (member of the Wai; Appeared in Person)

District Officer, Yuen Long / Secretary for Justice (DOYL)

Interested Party

Procedural Posture

Originating Summons for Directions Under Trustee Ordinance S.56 and Order 85 Re Proposed Sale of Wai Land (s.15 New Territories Ordinance Consent Required) / Judgment and Directions (reasons for Judgment and Further Decision on Order)

Legal Issues

  1. 1 Whether resolutions passed at 12 Feb 2018 valid under Chinese law and custom and warrant Court directions under Order 85 and s.56 Trustee Ordinance
  2. 2 Whether the District Officer, Yuen Long (DOYL) had locus to raise issues and be served under Order 15 r.13A
  3. 3 Whether a manager who is also representative of a member-tso can convene and vote at Wai meeting absent a prior tso meeting

Ratio Decidendi

The Court held that on the evidence and expert opinion the 12 Feb 2018 meeting and Resolutions to sell the Wai land were valid under applicable Chinese law and custom: a manager may convene and vote even when representing a member-tso without prior tso meeting; neutral votes may be treated as not supporting and need not be counted as affirmative; anonymous and non-member objections lack standing; the DOYL's involvement was properly ordered by the applicant and its participation assisted the Court, and therefore DOYL's costs are payable from Wai assets. The Court granted directions under Order 85 and s.56 subject to s.15 consent and specific sale procedures (auction, reserve price based on...

Court Disposition

Originating Summons answered: applicants may act on the resolutions; the remaining objections by anonymous/non-members dismissed; directions for sale granted under Order 85 and s.56, subject to s.15 consent; costs of DOYL and other parties to be paid from Wai assets; leave granted to 4th respondent to file valuation...

Orders

  • Applicants (manager) authorized to conduct sale of Lots 741, 744RP, 746RP and 748RP in DD99 in accordance with the Schedule and directions given by the Court, subject to DOYL consent under s.15 NTO
  • Reserve price for auction to be the lower expert valuation (HK$241,000,000) as adopted by the Court (subject to any further valid valuation evidence by 4th respondent)