Hong Kong Judgment

Court of Final Appeal

CHAN CHUN HOO v. WADDINGTON LTD

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Source document

01

Holding and result

Leave to appeal was granted under s.22(1)(b) of the Court of Final Appeal Ordinance but confined to the first two questions in para.10 (the reflective loss and multiple derivative action issues); leave was refused in respect of the third question.

Court disposition

Leave to appeal granted in part

Orders

  • Grant leave to appeal to the Court of Final Appeal under s.22(1)(b) limited to the reflective loss and multiple derivative action issues.
  • Refuse leave to appeal as to the third question in para.10 of the Notice of Motion.

02

Material facts

Parties

CHAN CHUN HOO

Applicant Counsel: Mr Victor Joffe QC; Mr Martin Lee SC; Mr Hector Pun (instructed by Messrs Fairbairn Catley Low & Kong)

WADDINGTON LIMITED (Suing on behalf of itself and all other shareholders in PLAYMATES HOLDINGS LIMITED except the 1st, 2nd, 4th and 5th Defendants)

Respondent Counsel: Mr Benjamin Yu SC; Miss Eva Sit (instructed by Messrs Kao, Lee & Yip)

03

Procedural history

  1. Posture

    Miscellaneous Proceedings (application for Leave to Appeal) / Determination on Application for Leave to Appeal to the Court of Final Appeal

04

Questions and positions

Legal issues

Party arguments

Applicant
Applicant applied for leave to appeal on three questions set out in para.10 of the Notice of Motion, seeking leave in particular on the reflective loss and multiple derivative action issues.
Respondent
Respondent opposed the grant of leave to appeal.

05

Court’s reasoning

  1. 01

    s.22(1)(b) of the Court of Final Appeal Ordinance

    Leave to appeal requires a question of great general or public importance

  2. 02

    Common law/company law

    The reflective loss doctrine bars shareholders from recovering losses that are merely reflective of losses suffered by the company

  3. 03

    Company law principles

    Multiple derivative action permits shareholder-initiated claims on behalf of the company or other shareholders in limited circumstances

06

Ratio, limits and disposition

Ratio decidendi

Leave to appeal was granted under s.22(1)(b) of the Court of Final Appeal Ordinance but confined to the first two questions in para.10 (the reflective loss and multiple derivative action issues); leave was refused in respect of the third question.

Court disposition

Leave to appeal granted in part

  • Grant leave to appeal to the Court of Final Appeal under s.22(1)(b) limited to the reflective loss and multiple derivative action issues.
  • Refuse leave to appeal as to the third question in para.10 of the Notice of Motion.

Source and reliance status

Court of Final Appeal · 4 June 2007

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Judgment reading view

Judgment text

The complete available source text.

Source document

Court of Final Appeal

Judgment· 4 June 2007

CHAN CHUN HOO v. WADDINGTON LTD

bjbj FAMV No. 16 of 2007

IN THE COURT OF FINAL APPEAL OF THE

HONG KONG SPECIAL ADMINISTRATIVE REGION MISCELLANEOUS PROCEEDINGS NO. 16 OF 2007 (CIVIL) (ON APPLICATION FOR LEAVE TO APPEAL FROM CACV NO. 220 OF 2005) _____ Between:

CHAN CHUN HOO Applicant - and -

WADDINGTON LIMITED (Suing on behalf of itself and all other shareholders in PLAYMATES HOLDINGS LIMITED except the 1st, 2nd, 4th and 5th Defendants) Respondent _____ Appeal Committee: Mr Justice Bokhary PJ, Mr Justice Chan PJ and Mr Justice Ribeiro PJ Date of Hearing: 4 June 2007 Date of Determination: 4 June 2007

D E T E R M I N A T I O N Mr Justice Bokhary PJ : We grant leave to appeal to the Court of Final Appeal under the question of great general or public importance limb of s.22(1)(b) of the Court s statute, doing so in regard to the first two questions set out in para.10 of the applicant s Notice of Motion but not in regard to the third question set out in that paragraph. In other words, the leave which we grant is confined to the reflective loss and multiple derivative action issues. (Kemal Bokhary) (Patrick Chan) (RAV Ribeiro) Permanent Judge Permanent Judge Permanent Judge Mr Victor Joffe QC, Mr Martin Lee SC and Mr Hectar Pun (instructed by Messrs Fairbairn Catley Low & Kong) for the applicant Mr Benjamin Yu SC and Miss Eva Sit (instructed by Messrs Kao, Lee & Yip) for the respondent

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Authorities

Authorities used by the court

Cases, legislation, regulations, and constitutional provisions identified in the available record.

s.22(1)(b) of the Court of Final Appeal Ordinance

Legislation

Legislation referenced in the available case record.

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