MAJESTIC PLAN INTERNATIONAL LTD AND OTHERS v. JI CHANGQUN

MAJESTIC PLAN INTERNATIONAL LTD AND OTHERS v. JI CHANGQUN

The court found the Defendant failed to prove the alleged oral misrepresentation and intended to and did sign a binding MOU; the MOU was supported by valid consideration (including implied forbearance) and was enforceable; the Defendant is liable under clause 2 Section III for the identified Fund Fixed Return and Fund Principal Amounts including the OBOR principal of HK$520,000,000 but not for the OBOR first half 2019 return of HK$22,053,698.63; the 3rd Plaintiff's claim is dismissed for non-prosecution; the Defendant's counterclaim for rescission is dismissed.

Citation
[2025] HKCFI 5875
Parties
1st Plaintiff: Majestic Plan International Limited; 2nd Plaintiff: Profit Reach Ventures Limited; 3rd Plaintiff: Digital King Investments Limited; Defendant: Defendant
Court
Court of First Instance
Jurisdiction
Hong Kong
Judgment Date
22 December 2025
Case Number
HCA1494/2019
Procedural Posture
Contract Civil / Trial Judgment
Outcome
Judgment for 1st and 2nd Plaintiffs; 3rd Plaintiff's claims dismissed for non-prosecution; Defendant's counterclaim dismissed.
Legal Topics
Memorandum of Understanding, Intention to Create Legal Relations, Consideration and Forbearance to Sue, Implied Terms, Assessment of Credibility and Adverse Inference, Quantification of Contractual Liability, Dismissal for Non Prosecution
Source Language
EN
Contract Misrepresentation Evidence Remedies Costs Memorandum of Understanding Intention to Create Legal Relations Consideration and Forbearance to Sue +4 more

Case Brief

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Parties

Majestic Plan International Limited

1st Plaintiff

Profit Reach Ventures Limited

2nd Plaintiff

Digital King Investments Limited

3rd Plaintiff

Defendant

Defendant

Procedural Posture

Contract Civil / Trial Judgment

Legal Issues

  1. 1 Whether the MOU was procured by oral misrepresentation
  2. 2 Whether the Defendant intended to create legal relations when signing the MOU
  3. 3 Whether the MOU was supported by consideration

Ratio Decidendi

The court found the Defendant failed to prove the alleged oral misrepresentation and intended to and did sign a binding MOU; the MOU was supported by valid consideration (including implied forbearance) and was enforceable; the Defendant is liable under clause 2 Section III for the identified Fund Fixed Return and Fund Principal Amounts including the OBOR principal of HK$520,000,000 but not for the OBOR first half 2019 return of HK$22,053,698.63; the 3rd Plaintiff's claim is dismissed for non-prosecution; the Defendant's counterclaim for rescission is dismissed.

Court Disposition

Judgment for 1st and 2nd Plaintiffs; 3rd Plaintiff's claims dismissed for non-prosecution; Defendant's counterclaim dismissed.

Orders

  • Defendant to pay 1st Plaintiff HK$458,859,002
  • Defendant to pay 2nd Plaintiff HK$439,512,138