GIANT HARVEST LTD v. NAN HAI CORPORATION LTD AND ANOTHER

GIANT HARVEST LTD v. NAN HAI CORPORATION LTD AND ANOTHER

The appeal and the two New Evidence Summonses were dismissed because the proposed expert evidence was unnecessary or irrelevant to the issues properly before the court: Clause 8 and the SPA excluded Shenzhen Yabao from the sale and allocated benefit and liability to Giant Harvest such that a tax opinion now would address a contingent future event better litigated when actual liability arises; valuation of box office revenue can be determined by available facts or a comparables exercise rather than the proposed rental/property valuation expert; fire and safety compliance was not necessary to determine whether the Substitute Cinemas complied with the contractual schedules; and the proposed...

Citation
[2021] HKCFI 870
Parties
Plaintiff (original Action); 1st Defendant (by Counterclaim): Giant Harvest Limited; 1st Defendant (original Action): Nan Hai Corporation Limited; 2nd Defendant (original Action); Plaintiff (by Counterclaim): True Vision Limited; 2nd Defendant (by Counterclaim): Orange Sky Golden Harvest Entertainment (Holdings) Limited
Court
Court of First Instance
Jurisdiction
Hong Kong
Judgment Date
31 March 2021
Case Number
HCA2560/2018
Procedural Posture
Consolidated Civil Proceedings Under Order 58 (appeal From Master's Interlocutory Decision) / Interlocutory Appeal Hearing and Determination (de Novo Rehearing); Reasons for Decision
Outcome
Appeal dismissed; both New Evidence Summonses dismissed; costs awarded to OSGH Parties with certificate for two counsel.
Legal Topics
Admission of Expert Evidence, Ladd V Marshall Test, Contract Interpretation, Withholding of Contractual Sums, Valuation of Business Assets, Mainland Chinese Regulatory Compliance, Costs and Certificates for Counsel
Source Language
EN
Contract Law Civil Procedure Evidence Expert Evidence Tax Law Commercial Law Property Law Admission of Expert Evidence +6 more

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Parties

Giant Harvest Limited

Plaintiff (original Action); 1st Defendant (by Counterclaim)

Nan Hai Corporation Limited

1st Defendant (original Action)

True Vision Limited

2nd Defendant (original Action); Plaintiff (by Counterclaim)

Orange Sky Golden Harvest Entertainment (Holdings) Limited

2nd Defendant (by Counterclaim)

Procedural Posture

Consolidated Civil Proceedings Under Order 58 (appeal From Master's Interlocutory Decision) / Interlocutory Appeal Hearing and Determination (de Novo Rehearing); Reasons for Decision

Legal Issues

  1. 1 Whether leave should be granted to adduce expert evidence on Mainland Chinese tax law
  2. 2 Whether expert evidence on valuation of cinema box office revenue was necessary or appropriate
  3. 3 Whether expert evidence on Mainland Chinese fire and safety regulations was necessary

Ratio Decidendi

The appeal and the two New Evidence Summonses were dismissed because the proposed expert evidence was unnecessary or irrelevant to the issues properly before the court: Clause 8 and the SPA excluded Shenzhen Yabao from the sale and allocated benefit and liability to Giant Harvest such that a tax opinion now would address a contingent future event better litigated when actual liability arises; valuation of box office revenue can be determined by available facts or a comparables exercise rather than the proposed rental/property valuation expert; fire and safety compliance was not necessary to determine whether the Substitute Cinemas complied with the contractual schedules; and the proposed...

Court Disposition

Appeal dismissed; both New Evidence Summonses dismissed; costs awarded to OSGH Parties with certificate for two counsel.

Orders

  • Appeal dismissed
  • Summonses dated 22 February 2021 and 8 March 2021 for leave to adduce new evidence dismissed