WINGAMES INVESTMENTS LTD AND OTHERS v. MASCOT LAND LTD AND OTHERS

WINGAMES INVESTMENTS LTD AND OTHERS v. MASCOT LAND LTD AND OTHERS

Paragraph 56(2), read in the context of the Amended Defence and Counterclaim as a whole, was not a clear and unambiguous admission to the plaintiffs' entitlement to rescind the Rich Base Agreement and to the return of the Rich Base share; accordingly the judgment entered below on that alleged admission was set...

Source-derived case information.

Citation
WINGAMES INVESTMENTS LTD AND OTHERS v. MASCOT LAND LTD AND OTHERS
Parties
1st Plaintiff: WINGAMES INVESTMENTS LIMITED; 2nd Plaintiff: CHINA HEALTHCARE HOLDINGS LIMITED; 3rd Plaintiff: CHC INVESTMENT HOLDINGS LIMITED; 1st Defendant: MASCOT LAND LIMITED; 2nd Defendant: CHINA ZHONGFU INDUSTRY CO, LTD; 3rd Defendant: SHANGHAI ZHONGFU INTERNATIONAL TRADING CO, LTD; 4th Defendant: ANHUI ANHE INVESTMENT CONSULTING CO, LTD; 5th Defendant: WANG JISHENG; 6th Defendant: GE QIANSONG
Court
Court of Appeal
Jurisdiction
Hong Kong
Judgment Date
14 November 2012
Case Number
CACV20/2012
Procedural Posture
Civil Appeal From High Court (hca No 907 of 2011) / Court of Appeal Hearing and Judgment on Appeal (final Reasons)
Outcome
Appeal allowed; judgment of Reyes J dated 20 December 2011 set aside; leave granted to defendants to amend paragraph 56 of the Amended Defence and Counterclaim; costs orders varied as stated.
Legal Topics
Specific Performance, Rescission, Misrepresentation, Implied Terms, Judgment on Admissions, Leave to Amend Pleadings, Costs Procedure
Source Language
en
Contract Equity Civil Procedure Commercial Law Specific Performance Rescission Misrepresentation Implied Terms +3 more

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Parties

WINGAMES INVESTMENTS LIMITED

1st Plaintiff

CHINA HEALTHCARE HOLDINGS LIMITED

2nd Plaintiff

CHC INVESTMENT HOLDINGS LIMITED

3rd Plaintiff

MASCOT LAND LIMITED

1st Defendant

CHINA ZHONGFU INDUSTRY CO, LTD

2nd Defendant

SHANGHAI ZHONGFU INTERNATIONAL TRADING CO, LTD

3rd Defendant

ANHUI ANHE INVESTMENT CONSULTING CO, LTD

4th Defendant

WANG JISHENG

5th Defendant

GE QIANSONG

6th Defendant

Procedural Posture

Civil Appeal From High Court (hca No 907 of 2011) / Court of Appeal Hearing and Judgment on Appeal (final Reasons)

Legal Issues

  1. 1 Whether paragraph 56(2) of the Amended Defence and Counterclaim constituted a clear and unambiguous admission capable of founding judgment on admissions
  2. 2 Whether the defendants should be permitted leave to amend paragraph 56 to withdraw or clarify any unintended admission
  3. 3 Whether the judgment entered below and related costs orders should be set aside

Ratio Decidendi

Paragraph 56(2), read in the context of the Amended Defence and Counterclaim as a whole, was not a clear and unambiguous admission to the plaintiffs' entitlement to rescind the Rich Base Agreement and to the return of the Rich Base share; accordingly the judgment entered below on that alleged admission was set aside. Leave to amend paragraph 56 was granted because the purported admission was unintended, withdrawal would not cause real prejudice to the plaintiffs at the early stage of proceedings, and fairness required permitting the defendants to advance their true case.

Court Disposition

Appeal allowed; judgment of Reyes J dated 20 December 2011 set aside; leave granted to defendants to amend paragraph 56 of the Amended Defence and Counterclaim; costs orders varied as stated.

Orders

  • Judgment entered by Reyes J on 20 December 2011 set aside
  • Defendants granted leave to amend paragraph 56 of the Amended Defence and Counterclaim in the form proposed to the court below