WIN CITY LTD v. SHUM HO

WIN CITY LTD v. SHUM HO

On the balance of probabilities the court found the Disputed Documents were presented in the form they now appear and that Mr Shum and Ms Chu understood their nature and signed them; the fraud/forgery allegation was rejected as insufficiently established; the Shares SPA and related transfer documents were valid and binding; Win City (and Li) were entitled to vacant possession and to damages/mesne profits to be assessed; claims for rescission, fraud and for solicitor negligence/retainer against Mr Chan/Wong & Wong were dismissed.

Citation
[2022] HKCFI 420
Parties
Plaintiff (hca 1807/2015); 4th Defendant (hca 2877/2016): Win City Limited (偉信達有限公司); Defendant (hca 1807/2015); Plaintiff by Counterclaim (hca 1807/2015): Shum Ho (沈浩); Plaintiff (hca 2877/2016): Chu Wai Shan; 1st Defendant (hca 1807/2015 & HCA 2877/2016): Chan Kok Wai; 2nd Defendant (hca 1807/2015 & HCA 2877/2016): Wong & Wong (a firm); 3rd Defendant (hca 1807/2015 by Counterclaim; HCA 2877/2016): Li Tak Leung (李德良)
Court
Court of First Instance
Jurisdiction
Hong Kong
Judgment Date
11 February 2022
Case Number
HCA1807/2015
Procedural Posture
Civil (share/property/company Dispute; Alleged Fraud; Negligence) / Trial Judgment (court of First Instance)
Outcome
Judgment for Win City Limited and Li Tak Leung. Counterclaims and claims for rescission, fraud and negligence dismissed. Orders for vacant possession and assessment of mesne profits granted.
Legal Topics
Share Transfer, Rescission, Fraud/forgery Allegations, Solicitor Retainer, Negligent Misrepresentation, Vacant Possession, Mesne Profits, Costs Orders
Source Language
EN
Property Law Company Law Contract Law Equity Tort Professional Negligence Civil Procedure Share Transfer +7 more

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Parties

Win City Limited (偉信達有限公司)

Plaintiff (hca 1807/2015); 4th Defendant (hca 2877/2016)

Shum Ho (沈浩)

Defendant (hca 1807/2015); Plaintiff by Counterclaim (hca 1807/2015)

Chu Wai Shan

Plaintiff (hca 2877/2016)

Chan Kok Wai

1st Defendant (hca 1807/2015 & HCA 2877/2016)

Wong & Wong (a firm)

2nd Defendant (hca 1807/2015 & HCA 2877/2016)

Li Tak Leung (李德良)

3rd Defendant (hca 1807/2015 by Counterclaim; HCA 2877/2016)

Procedural Posture

Civil (share/property/company Dispute; Alleged Fraud; Negligence) / Trial Judgment (court of First Instance)

Legal Issues

  1. 1 Whether Disputed Documents of 19 December 2014 were forged or induced by fraud/negligent misrepresentation
  2. 2 Whether the sale and transfer of Win City shareholding to Li Tak Leung was valid
  3. 3 Whether Ms Chu and Mr Shum are entitled to rescission/restitution for alleged non-receipt of HK$10,000,000

Ratio Decidendi

On the balance of probabilities the court found the Disputed Documents were presented in the form they now appear and that Mr Shum and Ms Chu understood their nature and signed them; the fraud/forgery allegation was rejected as insufficiently established; the Shares SPA and related transfer documents were valid and binding; Win City (and Li) were entitled to vacant possession and to damages/mesne profits to be assessed; claims for rescission, fraud and for solicitor negligence/retainer against Mr Chan/Wong & Wong were dismissed.

Court Disposition

Judgment for Win City Limited and Li Tak Leung. Counterclaims and claims for rescission, fraud and negligence dismissed. Orders for vacant possession and assessment of mesne profits granted.

Orders

  • Order for vacant possession of Unit C 5th Floor Lexington Hill (the Lexington Property) in favour of Win City Limited
  • Damages for trespass or mesne profits to be assessed from 1 May 2015 until vacant possession; parties agreed assessment basis HK$41,000 per month to be used in calculations