PROBUS LTD v. TREBLE & TRIPLE LTD AND ANOTHER

PROBUS LTD v. TREBLE & TRIPLE LTD AND ANOTHER

On the balance of probabilities the judge found that Lauw Senior was not suffering from dementia during the material contract dates and in any event the Purchasers had held him out and acquiesced in his conduct such that he had both actual and apparent authority to bind the companies; therefore the sale contracts were enforceable, the vendors were entitled to damages as assessed, estate agents' claims failed and indemnity claims were stayed sine die pending any future third‑party actions.

Citation
PROBUS LTD v. TREBLE & TRIPLE LTD AND ANOTHER
Parties
Plaintiff (hca 2723/2008); 1st Defendant by Counterclaim (hca 2723/2008): Probus Limited; 1st Defendant (hca 2723/2008); Plaintiff by Counterclaim (hca 2723/2008): Treble & Triple Limited; 2nd Defendant (hca 2723/2008): Midland Realty International Limited; Plaintiff (hca 167/2009); 1st Defendant by Counterclaim (hca 167/2009): Fortune Asset Development Limited; 1st Defendant (hca 167/2009); Plaintiff by Counterclaim (hca 167/2009); Defendant (hca 1004/2009): De Monsa Investments Limited; 2nd Defendant (hca 167/2009): Centaline Property Agency Limited; Plaintiff (hca 1004/2009): Multi Star Investment (Group) Limited
Court
Court of First Instance
Jurisdiction
Hong Kong
Judgment Date
17 November 2010
Case Number
HCA2723/2008
Procedural Posture
Civil Commercial Actions: Sale of Property, Breach of Contract, Agency and Alleged Mental Incapacity of Agent / Judgment (court of First Instance)
Outcome
Judgment for Probus, Fortune Asset, Multi Star and for Midland on its counterclaim; claims against Midland and Centaline dismissed; indemnity claims stayed sine die; costs and interest awarded as ordered; liberty to apply.
Legal Topics
Mental Capacity to Contract, Actual Authority of Agent, Apparent Authority, Ratification and Affirmation, Termination of Directorships, Measure of Damages, Indemnity and Stay of Proceedings, Costs and Interest
Source Language
EN
Contract Law Agency Law Company Law Capacity/mental Incapacity Property Law Damages Professional Negligence (estate Agents) Mental Capacity to Contract +7 more

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Parties

Probus Limited

Plaintiff (hca 2723/2008); 1st Defendant by Counterclaim (hca 2723/2008)

Treble & Triple Limited

1st Defendant (hca 2723/2008); Plaintiff by Counterclaim (hca 2723/2008)

Midland Realty International Limited

2nd Defendant (hca 2723/2008)

Fortune Asset Development Limited

Plaintiff (hca 167/2009); 1st Defendant by Counterclaim (hca 167/2009)

De Monsa Investments Limited

1st Defendant (hca 167/2009); Plaintiff by Counterclaim (hca 167/2009); Defendant (hca 1004/2009)

Centaline Property Agency Limited

2nd Defendant (hca 167/2009)

Multi Star Investment (Group) Limited

Plaintiff (hca 1004/2009)

Procedural Posture

Civil Commercial Actions: Sale of Property, Breach of Contract, Agency and Alleged Mental Incapacity of Agent / Judgment (court of First Instance)

Legal Issues

  1. 1 Whether Lauw Senior was suffering from dementia at the time of contracting
  2. 2 Whether the estate agents or vendors knew or ought to have known of any incapacity
  3. 3 Whether an agent's supervening mental incapacity terminates actual authority and effects on contracts

Ratio Decidendi

On the balance of probabilities the judge found that Lauw Senior was not suffering from dementia during the material contract dates and in any event the Purchasers had held him out and acquiesced in his conduct such that he had both actual and apparent authority to bind the companies; therefore the sale contracts were enforceable, the vendors were entitled to damages as assessed, estate agents' claims failed and indemnity claims were stayed sine die pending any future third‑party actions.

Court Disposition

Judgment for Probus, Fortune Asset, Multi Star and for Midland on its counterclaim; claims against Midland and Centaline dismissed; indemnity claims stayed sine die; costs and interest awarded as ordered; liberty to apply.

Orders

  • Judgment for Probus against Treble for HK$5,559,488.40 with interest at 1% over HK prime from 9 December 2008 until judgment and thereafter at judgment rate
  • Probus claim for indemnity against Cyberport stayed sine die with liberty to restore