MOORES ROWLAND (A Firm) AND ANOTHER v. GRANT THORNTON (A Firm) AND OTHERS

MOORES ROWLAND (A Firm) AND ANOTHER v. GRANT THORNTON (A Firm) AND OTHERS

The court is functus officio in relation to perfected consent orders and therefore will not set aside sealed consent orders in these interlocutory applications; even if jurisdiction existed the court should not exercise it before final determination of the internal dispute (HCA 1691/2011); accordingly the applications seeking declarations that the consent orders are null and void and restoration of proceedings are dismissed.

Citation
MOORES ROWLAND (A Firm) AND ANOTHER v. GRANT THORNTON (A Firm) AND OTHERS
Parties
1st Plaintiff: Moores Rowland (A Firm); 2nd Plaintiff: United Secretaries Limited; 1st Defendant: Grant Thornton (A Firm); 2nd Defendant: Gabriel Ricardo Dias‑Azedo; 3rd Defendant: Jonathan Russell Leong; 4th Defendant: Tang Chung Wah (aka Alan); 5th Defendant: Chow Tak Ming, Paul; 6th Defendant: Yuen Kwok Keung (aka Desmond); 7th Defendant: Chiu Wing Cheung, Ringo; 8th Defendant: Lam Hung Yun, Andrew; 9th Defendant: Gary Terence James; 10th Defendant: Lee Fung Ying, Alison; 11th Defendant: Lo Ngai Hang (aka Tony); 12th Defendant: Au Yiu Kwan (aka Alvin); 13th Defendant: Patrick Rozario; 14th Defendant: Li Wing Yin (aka Amos); 15th Defendant: Tsui Ka Che, Norman; Plaintiff (hca 1873/2010) and Respondent (hcmp 1284/2011): JBPB & Co (formerly known as Grant Thornton); 1st Defendant (hca 1873/2010): Fong Chung, Mark; 2nd Defendant (hca 1873/2010): Lin Ching Yee, Daniel; 3rd Defendant (hca 1873/2010): Sim Kon Fah; 4th Defendant (hca 1873/2010): Ding Wai Chuen; 5th Defendant (hca 1873/2010): Kwong Kam Wing, Kelvin; 6th Defendant (hca 1873/2010): Chiu Wing Ning, Calvin; Claimant (hcmp 1284/2011): Grant Thornton International Limited
Court
Court of First Instance
Jurisdiction
Hong Kong
Judgment Date
8 June 2012
Case Number
HCA735/2010
Procedural Posture
Consolidated High Court Actions and Related HCMP (partnership/internal Dispute/arbitration) / Interlocutory Chambers Decision (application to Set Aside Consent Orders Dismissed)
Outcome
Subject Applications dismissed; order nisi for costs against the minority partners in favour of the other parties; order to be made absolute 14 days after handing down of decision
Legal Topics
Consent Orders, Functus Officio, Authority of Solicitors, Partnership Termination and Indemnity, Settlement Deed, Injunctions, Res Judicata/issue Estoppel, Inherent Jurisdiction
Source Language
EN
Partnership Law Civil Procedure Arbitration Contract Law Consent Orders Functus Officio Authority of Solicitors Partnership Termination and Indemnity +4 more

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Parties

Moores Rowland (A Firm)

1st Plaintiff

United Secretaries Limited

2nd Plaintiff

Grant Thornton (A Firm)

1st Defendant

Gabriel Ricardo Dias‑Azedo

2nd Defendant

Jonathan Russell Leong

3rd Defendant

Tang Chung Wah (aka Alan)

4th Defendant

Chow Tak Ming, Paul

5th Defendant

Yuen Kwok Keung (aka Desmond)

6th Defendant

Chiu Wing Cheung, Ringo

7th Defendant

Lam Hung Yun, Andrew

8th Defendant

Gary Terence James

9th Defendant

Lee Fung Ying, Alison

10th Defendant

Lo Ngai Hang (aka Tony)

11th Defendant

Au Yiu Kwan (aka Alvin)

12th Defendant

Patrick Rozario

13th Defendant

Li Wing Yin (aka Amos)

14th Defendant

Tsui Ka Che, Norman

15th Defendant

JBPB & Co (formerly known as Grant Thornton)

Plaintiff (hca 1873/2010) and Respondent (hcmp 1284/2011)

Fong Chung, Mark

1st Defendant (hca 1873/2010)

Lin Ching Yee, Daniel

2nd Defendant (hca 1873/2010)

Sim Kon Fah

3rd Defendant (hca 1873/2010)

Ding Wai Chuen

4th Defendant (hca 1873/2010)

Kwong Kam Wing, Kelvin

5th Defendant (hca 1873/2010)

Chiu Wing Ning, Calvin

6th Defendant (hca 1873/2010)

Grant Thornton International Limited

Claimant (hcmp 1284/2011)

Procedural Posture

Consolidated High Court Actions and Related HCMP (partnership/internal Dispute/arbitration) / Interlocutory Chambers Decision (application to Set Aside Consent Orders Dismissed)

Legal Issues

  1. 1 Whether the court has jurisdiction to set aside perfected sealed consent orders
  2. 2 Whether Hart Giles had authority to file and sign consent orders on behalf of the Firm
  3. 3 Whether clause 7.1 of the Termination Agreement supersedes the ordinary majority rule in the Partnership Deed

Ratio Decidendi

The court is functus officio in relation to perfected consent orders and therefore will not set aside sealed consent orders in these interlocutory applications; even if jurisdiction existed the court should not exercise it before final determination of the internal dispute (HCA 1691/2011); accordingly the applications seeking declarations that the consent orders are null and void and restoration of proceedings are dismissed.

Court Disposition

Subject Applications dismissed; order nisi for costs against the minority partners in favour of the other parties; order to be made absolute 14 days after handing down of decision

Orders

  • Subject Applications dismissed
  • Order nisi that minority partners pay costs of the Subject Applications to all other parties involved in the 3 Actions; to be made absolute 14 days after date of decision