SECURITIES AND FUTURES COMMISSION v. KWOK WING AND OTHERS

SECURITIES AND FUTURES COMMISSION v. KWOK WING AND OTHERS

On the admitted factual matrix the 4th respondent demonstrably failed to exercise independent judgment, was lacking in diligence and competence, permitted nondisclosure of price‑sensitive information and participated in misleading announcements; that conduct falls within s214(1)(b) and (c) of the SFO and justifies a disqualification order under s214(2)(d) for six years, with costs payable to the Commission.

Citation
SECURITIES AND FUTURES COMMISSION v. KWOK WING AND OTHERS
Parties
Petitioner: Securities and Futures Commission; 1st Respondent: Kwok Wing; 2nd Respondent: Kwok Choi Ha, Michelle; 3rd Respondent: Ho Yik Kin, Norman; 4th Respondent: Lam Yick Sing; 5th Respondent / Company: Tack Fat Group International Limited (renamed Tack Fiori International Group Limited); 6th Respondent: Key Winner Holdings Limited
Court
Court of First Instance
Jurisdiction
Hong Kong
Judgment Date
27 March 2015
Case Number
HCMP3392/2013
Procedural Posture
Proceedings Under Section 214 of the Securities and Futures Ordinance Seeking Director Disqualification / Summary Carecraft Procedure; Decision on Petition and Making of Disqualification Order
Outcome
Disqualification order made against the 4th respondent under section 214(2)(d) of the Securities and Futures Ordinance for six years; costs awarded to the Petitioner in the agreed amount; schedule to be annexed to judgment
Legal Topics
Director Disqualification, Misfeasance, Failure to Disclose Price‑sensitive Information, Connected Transactions, Breach of Listing Rules
Source Language
EN
Company Law Securities Regulation Corporate Governance Insolvency Law Director Disqualification Misfeasance Failure to Disclose Price‑sensitive Information Connected Transactions +1 more

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Parties

Securities and Futures Commission

Petitioner

Kwok Wing

1st Respondent

Kwok Choi Ha, Michelle

2nd Respondent

Ho Yik Kin, Norman

3rd Respondent

Lam Yick Sing

4th Respondent

Tack Fat Group International Limited (renamed Tack Fiori International Group Limited)

5th Respondent / Company

Key Winner Holdings Limited

6th Respondent

Procedural Posture

Proceedings Under Section 214 of the Securities and Futures Ordinance Seeking Director Disqualification / Summary Carecraft Procedure; Decision on Petition and Making of Disqualification Order

Legal Issues

  1. 1 Whether the 4th respondent's conduct fell within section 214(1)(b) and (c) of the SFO
  2. 2 Whether the 4th respondent breached Listing Rules obligations to disclose price‑sensitive information and made false or misleading announcements
  3. 3 Whether a disqualification order under s214(2)(d) is appropriate and for what period

Ratio Decidendi

On the admitted factual matrix the 4th respondent demonstrably failed to exercise independent judgment, was lacking in diligence and competence, permitted nondisclosure of price‑sensitive information and participated in misleading announcements; that conduct falls within s214(1)(b) and (c) of the SFO and justifies a disqualification order under s214(2)(d) for six years, with costs payable to the Commission.

Court Disposition

Disqualification order made against the 4th respondent under section 214(2)(d) of the Securities and Futures Ordinance for six years; costs awarded to the Petitioner in the agreed amount; schedule to be annexed to judgment

Orders

  • Disqualify Lam Yick Sing from being or acting as a director, liquidator, receiver or manager of any listed or unlisted company in Hong Kong and from being concerned in management of any such company for a period of 6 years from the date of the order without the leave of the Court
  • Lam Yick Sing to pay the Securities and Futures Commission's costs in the sum agreed between the parties