SECURITIES AND FUTURES COMMISSION v. LI HUI AND OTHERS

SECURITIES AND FUTURES COMMISSION v. LI HUI AND OTHERS

On the admitted and agreed material facts the Court was satisfied the Company and its subsidiary engaged in fictitious transactions and published false or misleading statements such that the conduct fell within s214(1)(a)-(d); the 4th Respondent was negligent in approving payments and allowing publication and a discretionary disqualification under s214(2)(d) for three years was appropriate; a carve‑out for Star Point Limited was granted as it is a small private family property company unconnected to the misconduct.

Citation
[2025] HKCFI 6449
Parties
Petitioner: Securities and Futures Commission; 1st Respondent: LI HUI（李輝）; 2nd Respondent: FENG YONGMING（馮永明）; 3rd Respondent: TIAN SONGLIN（田松林）; 4th Respondent: LO KA WAI（羅嘉偉）; 5th Respondent: LAM MAN KIT（林文傑）; 6th Respondent: LI TAO（李濤）
Court
Court of First Instance
Jurisdiction
Hong Kong
Judgment Date
30 December 2025
Case Number
HCMP896/2022
Procedural Posture
Section 214 SFO Disqualification Proceedings / Carecraft Procedure Consent Summary Disposal With Reasons for Decision
Outcome
Disqualification order made against the 4th Respondent Lo Ka Wai for a period of 3 years under s214(2)(d) of the SFO, with Star Point Limited carved out from the order; costs of HKD420,000 awarded to the SFC.
Legal Topics
Director Disqualification, Misfeasance, Defalcation, Misleading Financial Statements, Carecraft Settlement
Source Language
EN
Company Law Securities Regulation Corporate Governance Director Disqualification Misfeasance Defalcation Misleading Financial Statements Carecraft Settlement

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Parties

Securities and Futures Commission

Petitioner

LI HUI（李輝）

1st Respondent

FENG YONGMING（馮永明）

2nd Respondent

TIAN SONGLIN（田松林）

3rd Respondent

LO KA WAI（羅嘉偉）

4th Respondent

LAM MAN KIT（林文傑）

5th Respondent

LI TAO（李濤）

6th Respondent

Procedural Posture

Section 214 SFO Disqualification Proceedings / Carecraft Procedure Consent Summary Disposal With Reasons for Decision

Legal Issues

  1. 1 Whether the business or affairs of the listed company were conducted in a manner falling within s214(1)(a)-(d) of the SFO
  2. 2 Whether the 4th Respondent breached duties as a director by approving fictitious transactions and allowing false financial statements to be published
  3. 3 Appropriate duration and scope of a disqualification order and whether a carve‑out for a private family company should be granted

Ratio Decidendi

On the admitted and agreed material facts the Court was satisfied the Company and its subsidiary engaged in fictitious transactions and published false or misleading statements such that the conduct fell within s214(1)(a)-(d); the 4th Respondent was negligent in approving payments and allowing publication and a discretionary disqualification under s214(2)(d) for three years was appropriate; a carve‑out for Star Point Limited was granted as it is a small private family property company unconnected to the misconduct.

Court Disposition

Disqualification order made against the 4th Respondent Lo Ka Wai for a period of 3 years under s214(2)(d) of the SFO, with Star Point Limited carved out from the order; costs of HKD420,000 awarded to the SFC.

Orders

  • Disqualification order: for 3 years the 4th Respondent shall not, without leave of the Court, be or continue to be a director, liquidator, receiver or manager of any listed or unlisted corporation in Hong Kong or be concerned in the management of any such corporation.
  • Carve‑out: Star Point Limited (private family company) excluded from the disqualification order.