SECURITIES AND FUTURES COMMISSION v. FAN DI AND OTHERS

SECURITIES AND FUTURES COMMISSION v. FAN DI AND OTHERS

On the agreed facts the court concluded the business and affairs of POIL were conducted so that its members were not given information they might reasonably expect (breach of s.214(1)(c)); having applied the established principles and considered mitigation the court ordered a one year disqualification against each respondent (2nd, 3rd and 4th) and made costs orders: 3rd to pay HK$200,000, 4th to pay HK$195,000, and 2nd to pay the SFC's costs attributable to him to be taxed if not agreed.

Citation
SECURITIES AND FUTURES COMMISSION v. FAN DI AND OTHERS
Parties
Petitioner: Securities and Futures Commission; 1st Respondent: Fan Di; 2nd Respondent: Li Xinggui; 3rd Respondent: Zheng Yingsheng; 4th Respondent: Zhou Li Yang
Court
Court of First Instance
Jurisdiction
Hong Kong
Judgment Date
24 May 2011
Case Number
HCMP1761/2009
Procedural Posture
Disqualification Petition Under Section 214 of the Securities and Futures Ordinance (cap.571) / Judgment Following Carecraft Settlement Hearing
Outcome
Disqualification orders made by consent/judgment: each of the 2nd, 3rd and 4th Respondents disqualified from acting as director, liquidator, receiver or manager or taking part in management of any Hong Kong listed or unlisted company (including POIL and its subsidiaries and affiliates) for a period of 1 year from...
Legal Topics
Director Disqualification, Section 214 SFO, Disclosure Obligations Under Listing Rules, Carecraft Summary Settlement Procedure, Costs Orders
Source Language
EN
Company Law Securities Regulation Corporate Governance Director Disqualification Section 214 SFO Disclosure Obligations Under Listing Rules Carecraft Summary Settlement Procedure Costs Orders

Case Brief

Summary, issues, holding and outcome

More case intelligence is available

Unlock the full research layer for this judgment.

Full judgment text Downloadable case file Legal principles 5 Authorities cited 12 Party arguments 2 Amounts and remedies 6
Sign in to unlock

Parties

Securities and Futures Commission

Petitioner

Fan Di

1st Respondent

Li Xinggui

2nd Respondent

Zheng Yingsheng

3rd Respondent

Zhou Li Yang

4th Respondent

Procedural Posture

Disqualification Petition Under Section 214 of the Securities and Futures Ordinance (cap.571) / Judgment Following Carecraft Settlement Hearing

Legal Issues

  1. 1 Whether the directors' conduct amounted to POIL's affairs being conducted so that members were not given information as they might reasonably expect contrary to s.214(1)(c) SFO
  2. 2 Appropriate length of disqualification order for the breaches found
  3. 3 Whether and what costs orders should be made against each respondent

Ratio Decidendi

On the agreed facts the court concluded the business and affairs of POIL were conducted so that its members were not given information they might reasonably expect (breach of s.214(1)(c)); having applied the established principles and considered mitigation the court ordered a one year disqualification against each respondent (2nd, 3rd and 4th) and made costs orders: 3rd to pay HK$200,000, 4th to pay HK$195,000, and 2nd to pay the SFC's costs attributable to him to be taxed if not agreed.

Court Disposition

Disqualification orders made by consent/judgment: each of the 2nd, 3rd and 4th Respondents disqualified from acting as director, liquidator, receiver or manager or taking part in management of any Hong Kong listed or unlisted company (including POIL and its subsidiaries and affiliates) for a period of 1 year from...

Orders

  • Each of the 2nd, 3rd and 4th Respondents shall not, for a period of 1 year from 24 May 2011 without leave of the Court, be or continue to be a director, liquidator, or receiver or manager of the property or business of any listed or unlisted company in Hong Kong including POIL or any of its subsidiaries and affiliates
  • Each of the 2nd, 3rd and 4th Respondents shall not, for a period of 1 year from 24 May 2011 without leave of the Court, in any way directly or indirectly be concerned or take part in the management of any listed or unlisted company in Hong Kong including POIL or any of its subsidiaries and affiliates