SECURITIES AND FUTURES COMMISSION v. ANDREW LIU AND OTHERS

SECURITIES AND FUTURES COMMISSION v. ANDREW LIU AND OTHERS

On the agreed facts the Court was satisfied the companys affairs were conducted within s214(1)(a)–(d) of the SFO by the named respondents; the breaches of directors duties, misleading disclosures and withholding of material information justified disqualification in the agreed individualized periods and compensation orders against R1 and R2 in the agreed sums to protect the public interest and as general deterrence.

Citation
[2026] HKCFI 694
Parties
Petitioner: Securities and Futures Commission; 1st Respondent: Andrew Liu; 2nd Respondent: Hui Quincy Kwong Hei; 3rd Respondent: Lo Kan Sun; 4th Respondent: Au Shuk Yee Sue; 5th Respondent: Suen Yick Lun Philip; 6th Respondent: Scott Allen Phillips; 7th Respondent: Agustin V Que; 8th Respondent: Roger Thomas Best; 9th Respondent: Gary Drew Douglas; 10th Respondent: Peter Temple Whitelam; 11th Respondent (company): Arta TechFin Corporation Limited
Court
Court of First Instance
Jurisdiction
Hong Kong
Judgment Date
2 February 2026
Case Number
HCMP2653/2016
Procedural Posture
Section 214 Petition Under the Securities and Futures Ordinance (carecraft Summary Procedure) / Judgment Delivered (carecraft)
Outcome
Orders made under s214(2)–(e) SFO: disqualification orders against respondents for specified periods; compensation orders against R1 and R2; costs orders in favour of the petitioner.
Legal Topics
Director Disqualification, Breach of Fiduciary Duties, Misrepresentation and Misleading Disclosure, Compensation Orders, Section 214 SFO
Source Language
EN
Company Law Securities Regulation Corporate Governance Director Disqualification Breach of Fiduciary Duties Misrepresentation and Misleading Disclosure Compensation Orders Section 214 SFO

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Parties

Securities and Futures Commission

Petitioner

Andrew Liu

1st Respondent

Hui Quincy Kwong Hei

2nd Respondent

Lo Kan Sun

3rd Respondent

Au Shuk Yee Sue

4th Respondent

Suen Yick Lun Philip

5th Respondent

Scott Allen Phillips

6th Respondent

Agustin V Que

7th Respondent

Roger Thomas Best

8th Respondent

Gary Drew Douglas

9th Respondent

Peter Temple Whitelam

10th Respondent

Arta TechFin Corporation Limited

11th Respondent (company)

Procedural Posture

Section 214 Petition Under the Securities and Futures Ordinance (carecraft Summary Procedure) / Judgment Delivered (carecraft)

Legal Issues

  1. 1 Whether the conduct of the companys affairs engaged section 214(1)(a)–(d) of the SFO
  2. 2 Whether the individual directors breached duties of good faith, care, skill and diligence and disclosure obligations
  3. 3 Whether misleading announcements and withholding of material information occurred

Ratio Decidendi

On the agreed facts the Court was satisfied the companys affairs were conducted within s214(1)(a)–(d) of the SFO by the named respondents; the breaches of directors duties, misleading disclosures and withholding of material information justified disqualification in the agreed individualized periods and compensation orders against R1 and R2 in the agreed sums to protect the public interest and as general deterrence.

Court Disposition

Orders made under s214(2)–(e) SFO: disqualification orders against respondents for specified periods; compensation orders against R1 and R2; costs orders in favour of the petitioner.

Orders

  • 1. 1st Respondent (Andrew Liu) disqualified for 8 years from acting as director or in management of Hong Kong incorporated/registered/listed corporations and the Company and its subsidiaries without leave of the Court.
  • 2. 2nd Respondent (Hui Quincy Kwong Hei) disqualified for 6 years from acting as director or in management of the Company or any other corporation without leave of the Court.