WING FUNG CONSTRUCTION (H.K.) LTD.

WING FUNG CONSTRUCTION (H.K.) LTD.

Where parties have by consent ordered that an independent accountant's reasoned determination will be final and binding, the court will enforce that determination by ordering specific performance of the consent terms and will not permit an adjournment to relitigate the agreed expert determination; legal aid is not available for these excluded proceedings.

Citation
WING FUNG CONSTRUCTION (H.K.) LTD.
Parties
Petitioner: Lau Yee Ching; 1st Respondent: Wong Tak Kwong; 2nd Respondent: Chan Wai Chun
Court
Court of First Instance
Jurisdiction
Hong Kong
Judgment Date
25 April 2006
Case Number
HCCW807/2004
Procedural Posture
Petition to Wind Up Company (just and Equitable) With Alternative Relief Under Section 168 A; Enforcement of Consent Order / Chambers Hearing on Summons for Specific Performance and Enforcement of Consent Order
Outcome
Summons allowed; specific performance ordered to enforce the consent order and settlement terms
Legal Topics
Specific Performance, Enforcement of Consent Orders, Expert Determination, Valuation Disputes, Shareholders' Rights, Winding Up Petition
Source Language
EN
Company Law Civil Procedure Contract Equity Legal Aid Specific Performance Enforcement of Consent Orders Expert Determination +3 more

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Parties

Lau Yee Ching

Petitioner

Wong Tak Kwong

1st Respondent

Chan Wai Chun

2nd Respondent

Procedural Posture

Petition to Wind Up Company (just and Equitable) With Alternative Relief Under Section 168 A; Enforcement of Consent Order / Chambers Hearing on Summons for Specific Performance and Enforcement of Consent Order

Legal Issues

  1. 1 Whether an independent accountant's valuation designated as final and binding in a consent order is enforceable
  2. 2 Whether the court should grant an adjournment to allow respondents to challenge a valuation that was agreed to be final and binding
  3. 3 Whether delay in the expert's reporting affects the enforceability of the valuation

Ratio Decidendi

Where parties have by consent ordered that an independent accountant's reasoned determination will be final and binding, the court will enforce that determination by ordering specific performance of the consent terms and will not permit an adjournment to relitigate the agreed expert determination; legal aid is not available for these excluded proceedings.

Court Disposition

Summons allowed; specific performance ordered to enforce the consent order and settlement terms

Orders

  • Specific performance of the terms of settlement in the schedule to the consent order dated 13 September 2004.
  • The 1st and 2nd respondents do forthwith complete the sale and purchase of the petitioner's 30% shares in the Company at the price of $2,289,500.00 in accordance with the terms of settlement.