SECURITIES AND FUTURES COMMISSION v. WONG SHU WING AND ANOTHER

SECURITIES AND FUTURES COMMISSION v. WONG SHU WING AND ANOTHER

On the agreed facts the Company was in serious financial distress in late 2008 and the directors failed to disclose material and price sensitive information and failed to respond appropriately to Exchange enquiries; those failures amounted to conduct involving misfeasance/misconduct and unfair prejudice under s214 SFO for which the respondents were wholly or partly responsible. The court therefore imposed disqualification orders of 5 years (1st respondent) and 3.5 years (2nd respondent), with specified costs contributions and commencement 21 days after judgment.

Citation
SECURITIES AND FUTURES COMMISSION v. WONG SHU WING AND ANOTHER
Parties
Petitioner: Securities and Futures Commission; 1st Respondent: Wong Shu Wing; 2nd Respondent: Lee Chak To
Court
Court of First Instance
Jurisdiction
Hong Kong
Judgment Date
20 March 2013
Case Number
HCMP1831/2010
Procedural Posture
Disqualification Proceedings Under Section 214 Securities and Futures Ordinance / Decision at First Instance (court of First Instance High Court)
Outcome
Disqualification orders made under section 214 SFO against both respondents on agreed facts
Legal Topics
Director Disqualification, Disclosure Obligations, Misfeasance, Listing Rule Breaches, S214 SFO Procedure
Source Language
EN
Company Law Securities and Futures Regulation Corporate Governance Listing Rules Enforcement Director Disqualification Disclosure Obligations Misfeasance Listing Rule Breaches +1 more

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Parties

Securities and Futures Commission

Petitioner

Wong Shu Wing

1st Respondent

Lee Chak To

2nd Respondent

Procedural Posture

Disqualification Proceedings Under Section 214 Securities and Futures Ordinance / Decision at First Instance (court of First Instance High Court)

Legal Issues

  1. 1 Whether the business or affairs of Sunlink International Holdings Ltd were conducted in a manner falling within s214(1)(a)-(d) SFO
  2. 2 Whether the 1st and 2nd Respondents were wholly or partly responsible for that conduct
  3. 3 Whether disqualification orders should be made and for what duration

Ratio Decidendi

On the agreed facts the Company was in serious financial distress in late 2008 and the directors failed to disclose material and price sensitive information and failed to respond appropriately to Exchange enquiries; those failures amounted to conduct involving misfeasance/misconduct and unfair prejudice under s214 SFO for which the respondents were wholly or partly responsible. The court therefore imposed disqualification orders of 5 years (1st respondent) and 3.5 years (2nd respondent), with specified costs contributions and commencement 21 days after judgment.

Court Disposition

Disqualification orders made under section 214 SFO against both respondents on agreed facts

Orders

  • 1st Respondent (Wong Shu Wing) disqualified for 5 years from acting as director or being involved in the management of any listed corporation in Hong Kong without leave of the Court; period to commence 21 days from date of decision
  • 2nd Respondent (Lee Chak To) disqualified for 3.5 years from acting as director or being involved in the management of any listed corporation in Hong Kong without leave of the Court; period to commence 21 days from date of decision