SHENZHEN ZHAOTIAN INVESTMENTS CO LTD v. HENDERSON LAND DEVELOPMENT CO LTD AND ANOTHER

SHENZHEN ZHAOTIAN INVESTMENTS CO LTD v. HENDERSON LAND DEVELOPMENT CO LTD AND ANOTHER

The court found Zhaotian failed to prove the alleged oral agreement: witness testimony was inconsistent, often fabricated or unreliable, and contemporaneous documents did not support the pleaded oral contract; additionally Mr Ho had no proved authority to instruct payment and Foundation/Tian Li breached the Property Settlement Agreements by failing to complete the transactions and by misapplying funds, entitling Beijing Henderson to repayment of the Advance less proven deductions; accordingly HCA825/2008 was dismissed and judgment entered for Beijing Henderson in HCA899/2009 for HK$16,017,941 with costs.

Citation
SHENZHEN ZHAOTIAN INVESTMENTS CO LTD v. HENDERSON LAND DEVELOPMENT CO LTD AND ANOTHER
Parties
Plaintiff (hca825/2008); 1st Defendant (hca899/2009): Shenzhen Zhaotian Investments Co Ltd; 1st & 2nd Defendant (hca825/2008); Plaintiff (hca899/2009): Beijing Henderson Properties Co Ltd; Named Party/associated Company (implicated in Hca825/2008): Henderson Land Development Co Ltd; 1st Defendant (hca899/2009): Strait Peaceful Reunification Foundation Ltd; 2nd Defendant (hca899/2009): Tian Li (HK) Trading Ltd
Court
Court of First Instance
Jurisdiction
Hong Kong
Judgment Date
15 March 2012
Case Number
HCA825/2008
Procedural Posture
Civil Commercial Litigation (contract/agency) / Judgment of the Court of First Instance (final Decision)
Outcome
HCA825/2008 dismissed with costs to the Henderson Companies; counterclaim dismissed with no order as to costs. HCA899/2009: judgment for Beijing Henderson against Foundation and Tian Li for repayment.
Legal Topics
Oral Agreement, Authority of Agent, Breach of Settlement Agreement, Repayment of Funds, Credibility of Witnesses
Source Language
EN
Contract Agency Evidence Corporate/commercial Law Oral Agreement Authority of Agent Breach of Settlement Agreement Repayment of Funds +1 more

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Parties

Shenzhen Zhaotian Investments Co Ltd

Plaintiff (hca825/2008); 1st Defendant (hca899/2009)

Beijing Henderson Properties Co Ltd

1st & 2nd Defendant (hca825/2008); Plaintiff (hca899/2009)

Henderson Land Development Co Ltd

Named Party/associated Company (implicated in Hca825/2008)

Strait Peaceful Reunification Foundation Ltd

1st Defendant (hca899/2009)

Tian Li (HK) Trading Ltd

2nd Defendant (hca899/2009)

Procedural Posture

Civil Commercial Litigation (contract/agency) / Judgment of the Court of First Instance (final Decision)

Legal Issues

  1. 1 Whether an oral agreement was concluded on 1 November 2006 to pay a consultancy fee of $43,000,000
  2. 2 Whether Mr Ho had actual or ostensible authority to direct payment of $12,996,000 to Zhaotian
  3. 3 Whether Foundation and Tian Li breached the Property Settlement Agreements and are liable to repay the Advance

Ratio Decidendi

The court found Zhaotian failed to prove the alleged oral agreement: witness testimony was inconsistent, often fabricated or unreliable, and contemporaneous documents did not support the pleaded oral contract; additionally Mr Ho had no proved authority to instruct payment and Foundation/Tian Li breached the Property Settlement Agreements by failing to complete the transactions and by misapplying funds, entitling Beijing Henderson to repayment of the Advance less proven deductions; accordingly HCA825/2008 was dismissed and judgment entered for Beijing Henderson in HCA899/2009 for HK$16,017,941 with costs.

Court Disposition

HCA825/2008 dismissed with costs to the Henderson Companies; counterclaim dismissed with no order as to costs. HCA899/2009: judgment for Beijing Henderson against Foundation and Tian Li for repayment.

Orders

  • HCA825/2008 dismissed with costs to the Henderson Companies
  • Counterclaim in HCA825/2008 dismissed with no order as to costs