CHEUNG POH CHOO v. CHIN LAN HONG AND OTHERS

CHEUNG POH CHOO v. CHIN LAN HONG AND OTHERS

The court applied established authorities and held that allegations which do not constitute conduct of the subject company's affairs or do not affect the petitioner qua member must be struck out; identical wholesale complaints about other companies cannot be imported into each s168A petition absent pleaded interactions with the subject company; specified paragraphs and annexes in each HCMP were struck out accordingly and the petitioner ordered to amend.

Citation
CHEUNG POH CHOO v. CHIN LAN HONG AND OTHERS
Parties
Petitioner: Cheung Poh Choo; 1st Respondent: Chin Lan Hong; 2nd Respondent: Cheung Kee Wee; 3rd Respondent: Cheung Lin Wee; 4th Respondent: Cheung Ying Wai; 5th Respondent: Ka Ka Realty Limited (HCMP 4751/2002); 5th Respondent: Lipoyuen Properties Limited (HCMP 4752/2002); 5th Respondent: Shinta Realty Limited (HCMP 4753/2002); 5th Respondent: E. Tung Construction Company Limited (HCMP 4755/2002); 5th Respondent: E. Fu Property Limited (HCMP 4757/2002); 5th Respondent: Da Lee Kai Property Management Limited (HCMP 4758/2002); 5th Respondent: Dapoly Properties Limited (HCMP 4759/2002); 5th Respondent: E. Wah Construction Company Limited (HCMP 4760/2002); 5th Respondent: Katong Realty Limited (HCMP 4762/2002)
Court
Court of First Instance
Jurisdiction
Hong Kong
Judgment Date
3 September 2003
Case Number
HCMP4759/2002
Procedural Posture
Petitions Under Section 168 a Companies Ordinance (nine Consolidated Interlocutory Matters) / Application to Strike Out Parts of Petitions (interlocutory Chambers Hearing)
Outcome
Interlocutory: numerous parts of each of the nine petitions struck out as not relating to the affairs of the respective subject companies; petitioner ordered to amend petitions; costs ordered against petitioner (order nisi) with certificate for two counsel
Legal Topics
Unfairly Prejudicial Conduct (s168 A), Striking Out Pleadings, Jurisdictional Limits of Statutory Oppression Petitions, Locus and Standing
Source Language
EN
Company Law Civil Procedure Shareholder Remedies Unfairly Prejudicial Conduct (s168 A) Striking Out Pleadings Jurisdictional Limits of Statutory Oppression Petitions Locus and Standing

Case Brief

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Parties

Cheung Poh Choo

Petitioner

Chin Lan Hong

1st Respondent

Cheung Kee Wee

2nd Respondent

Cheung Lin Wee

3rd Respondent

Cheung Ying Wai

4th Respondent

Ka Ka Realty Limited (HCMP 4751/2002)

5th Respondent

Lipoyuen Properties Limited (HCMP 4752/2002)

5th Respondent

Shinta Realty Limited (HCMP 4753/2002)

5th Respondent

E. Tung Construction Company Limited (HCMP 4755/2002)

5th Respondent

E. Fu Property Limited (HCMP 4757/2002)

5th Respondent

Da Lee Kai Property Management Limited (HCMP 4758/2002)

5th Respondent

Dapoly Properties Limited (HCMP 4759/2002)

5th Respondent

E. Wah Construction Company Limited (HCMP 4760/2002)

5th Respondent

Katong Realty Limited (HCMP 4762/2002)

5th Respondent

Procedural Posture

Petitions Under Section 168 a Companies Ordinance (nine Consolidated Interlocutory Matters) / Application to Strike Out Parts of Petitions (interlocutory Chambers Hearing)

Legal Issues

  1. 1 Whether complaints pleaded relate to the affairs of the subject company for purposes of s168A
  2. 2 Whether acts of family members or other companies constitute conduct of the subject company
  3. 3 Whether allegations concerning other companies are admissible where no interaction with subject company is pleaded

Ratio Decidendi

The court applied established authorities and held that allegations which do not constitute conduct of the subject company's affairs or do not affect the petitioner qua member must be struck out; identical wholesale complaints about other companies cannot be imported into each s168A petition absent pleaded interactions with the subject company; specified paragraphs and annexes in each HCMP were struck out accordingly and the petitioner ordered to amend.

Court Disposition

Interlocutory: numerous parts of each of the nine petitions struck out as not relating to the affairs of the respective subject companies; petitioner ordered to amend petitions; costs ordered against petitioner (order nisi) with certificate for two counsel

Orders

  • Struck out specified paragraphs and annexes in HCMP Nos. 4751/2002, 4752/2002, 4753/2002, 4755/2002, 4757/2002, 4758/2002, 4759/2002, 4760/2002 and 4762/2002 as set out in the judgment because they do not relate to the affairs of the subject companies
  • Petitioner to file and serve amended petition in each proceeding with struck out parts removed within 21 days of this decision