PROFIT STEP DEVEOPMENT LTD AND ANOTHER v. SUN RISING DEVEOPING (AGRICULTURE) LTD AND ANOTHER

PROFIT STEP DEVEOPMENT LTD AND ANOTHER v. SUN RISING DEVEOPING (AGRICULTURE) LTD AND ANOTHER

The court held the Loan Agreement and subsequent Supply/Supplemental Agreements and guarantees were not procured by duress or fraudulent misrepresentation; the Purchase Agreement was superseded; the defendants’ dishonour of a post-dated cheque on 15 August 2008 triggered the clause making the entire outstanding balance immediately due; plaintiffs entitled to judgment against defendants jointly and severally for HK$2,350,000 (1st plaintiff) and HK$1,250,000 (2nd plaintiff); counterclaim dismissed; costs to plaintiffs.

Citation
PROFIT STEP DEVEOPMENT LTD AND ANOTHER v. SUN RISING DEVEOPING (AGRICULTURE) LTD AND ANOTHER
Parties
1st Plaintiff: PROFIT STEP DEVEOPMENT LIMITED; 2nd Plaintiff: JIN TAO (ZHONGSHAN) FRESH PRODUCTS LOGISTICS CO. LIMITED; 1st Defendant: SUN RISING DEVEOPING (AGRICULTURE) LIMITED; 2nd Defendant: CHAN YIU CHEUNG
Court
Court of First Instance
Jurisdiction
Hong Kong
Judgment Date
30 November 2010
Case Number
HCA1649/2008
Procedural Posture
Civil Action Contract/debt Recovery / Judgment at First Instance (court of First Instance)
Outcome
Judgment for the plaintiffs; counterclaim dismissed; costs to plaintiffs (order nisi)
Legal Topics
Duress, Fraudulent Misrepresentation, Personal Guarantees, Set Off, Repudiation, Post Dated Cheques, Debt Recovery, Interest
Source Language
EN
Contract Commercial Law Equity Tort (misrepresentation) Duress Fraudulent Misrepresentation Personal Guarantees Set Off +4 more

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Parties

PROFIT STEP DEVEOPMENT LIMITED

1st Plaintiff

JIN TAO (ZHONGSHAN) FRESH PRODUCTS LOGISTICS CO. LIMITED

2nd Plaintiff

SUN RISING DEVEOPING (AGRICULTURE) LIMITED

1st Defendant

CHAN YIU CHEUNG

2nd Defendant

Procedural Posture

Civil Action Contract/debt Recovery / Judgment at First Instance (court of First Instance)

Legal Issues

  1. 1 Whether an oral joint venture existed on or about 18 March 2008
  2. 2 Whether the Purchase Agreement and Term Sheet of 28 March 2008 formed a binding contract
  3. 3 Whether Golden Harvest/2nd plaintiff wrongfully failed to pay a seasonal deposit by 1 April 2008

Ratio Decidendi

The court held the Loan Agreement and subsequent Supply/Supplemental Agreements and guarantees were not procured by duress or fraudulent misrepresentation; the Purchase Agreement was superseded; the defendants’ dishonour of a post-dated cheque on 15 August 2008 triggered the clause making the entire outstanding balance immediately due; plaintiffs entitled to judgment against defendants jointly and severally for HK$2,350,000 (1st plaintiff) and HK$1,250,000 (2nd plaintiff); counterclaim dismissed; costs to plaintiffs.

Court Disposition

Judgment for the plaintiffs; counterclaim dismissed; costs to plaintiffs (order nisi)

Orders

  • Judgment for 1st Plaintiff Profit Step Deveopment Limited for HK$2,350,000 jointly and severally against 1st and 2nd Defendants
  • Judgment for 2nd Plaintiff Jin Tao (Zhongshan) Fresh Products Logistics Co. Limited for HK$1,250,000 jointly and severally against 1st and 2nd Defendants