ANTHONY JAMES HATTON v. DOROTHY JANE FURNESS AND OTHERS

ANTHONY JAMES HATTON v. DOROTHY JANE FURNESS AND OTHERS

The petitions were tested on the pleaded facts: where the alleged unfairly prejudicial conduct did not in substance concern the affairs of a dormant or passive subject company (notably the four shelf companies) it was plain and obvious those petitions disclosed no reasonable cause of action and must be struck out;...

Source-derived case information.

Citation
ANTHONY JAMES HATTON v. DOROTHY JANE FURNESS AND OTHERS
Parties
Petitioner: Anthony James Hatton; Petitioner (beneficial Owner: Anthony James Hatton): Yearich Limited; Co Petitioner in HCMP 1208/2007: Rustem Limited; 1st Respondent / 1st Defendant: Dorothy Jane Furness; 2nd Respondent / 2nd Defendant: Raphael Homer Echaluce; 3rd Respondent / Nominal Respondent: Stephen Smout; Subject Company / 1st Plaintiff in HCA 2712/2006: Step By Step Limited; Subject Company / 3rd Plaintiff in HCA 2712/2006: Step Up Limited; Subject Company / 2nd Plaintiff in HCA 2712/2006: New Success Enterprises Limited; Subject Company (intellectual Property Holder): Sparkling Wine International Limited; Subject Company (singapore Operator): Insomnia Live Music Pte Limited; 3rd/4th Defendant in HCA 2712/2006: Mad Dogs Wanchai Public House Limited
Court
Court of First Instance
Jurisdiction
Hong Kong
Judgment Date
26 October 2007
Case Number
HCMP838/2007
Procedural Posture
Consolidated Companies Petitions Under Companies Ordinance S168 a and Related High Court Action HCA 2712/2006 / Interlocutory Decision on Strike Out, Amendment and Consolidation Applications (directions and Orders Issued)
Outcome
Partial allowance of strike out applications: four petitions struck out, other strike out applications dismissed; leave to amend granted for surviving petitions; consolidation orders made linking HCMP petitions, HCMP 1208/2007 and HCA 2712/2006 to be tried by same judge
Legal Topics
Unfairly Prejudicial Conduct (companies Ordinance S168 A), Strike Out (order 18 R19), Consolidation of Proceedings, Amendment of Pleadings, Fiduciary Duties, Constructive Trust, Misappropriation and Conspiracy
Source Language
en
Company Law Equity and Trusts Civil Procedure Unfairly Prejudicial Conduct (companies Ordinance S168 A) Strike Out (order 18 R19) Consolidation of Proceedings Amendment of Pleadings Fiduciary Duties +2 more

Source-derived case record

Summary, issues, holding and outcome

More case intelligence is available

Unlock the full research layer for this judgment.

Full judgment text Downloadable case file Legal principles 5 Authorities cited 13 Party arguments 2 Amounts and remedies 2
Sign in to unlock

Parties

Anthony James Hatton

Petitioner

Yearich Limited

Petitioner (beneficial Owner: Anthony James Hatton)

Rustem Limited

Co Petitioner in HCMP 1208/2007

Dorothy Jane Furness

1st Respondent / 1st Defendant

Raphael Homer Echaluce

2nd Respondent / 2nd Defendant

Stephen Smout

3rd Respondent / Nominal Respondent

Step By Step Limited

Subject Company / 1st Plaintiff in HCA 2712/2006

Step Up Limited

Subject Company / 3rd Plaintiff in HCA 2712/2006

New Success Enterprises Limited

Subject Company / 2nd Plaintiff in HCA 2712/2006

Sparkling Wine International Limited

Subject Company (intellectual Property Holder)

Insomnia Live Music Pte Limited

Subject Company (singapore Operator)

Mad Dogs Wanchai Public House Limited

3rd/4th Defendant in HCA 2712/2006

Procedural Posture

Consolidated Companies Petitions Under Companies Ordinance S168 a and Related High Court Action HCA 2712/2006 / Interlocutory Decision on Strike Out, Amendment and Consolidation Applications (directions and Orders Issued)

Legal Issues

  1. 1 Whether acts and omissions of persons or other companies can amount to conduct of the affairs of the subject company under s168A
  2. 2 Whether petitions disclose a reasonable cause of action or are plain and obvious failures warranting strike out under Order 18 r19 and inherent jurisdiction
  3. 3 Whether consolidation of the petitions with HCA 2712/2006 is appropriate given common issues of fact and law

Ratio Decidendi

The petitions were tested on the pleaded facts: where the alleged unfairly prejudicial conduct did not in substance concern the affairs of a dormant or passive subject company (notably the four shelf companies) it was plain and obvious those petitions disclosed no reasonable cause of action and must be struck out; where there is financial interdependence, management interaction or contractual/operational linkage between companies the allegations may properly be regarded as conduct of the subject company's affairs and those petitions should survive for trial; consequently four petitions were struck out and other petitions and the related High Court action were retained and ordered...

Court Disposition

Partial allowance of strike out applications: four petitions struck out, other strike out applications dismissed; leave to amend granted for surviving petitions; consolidation orders made linking HCMP petitions, HCMP 1208/2007 and HCA 2712/2006 to be tried by same judge

Orders

  • Petitions in HCMP Nos. 846, 848, 849 and 851 of 2007 struck out and dismissed
  • Applications to strike out the petitions in HCMP Nos. 840, 842, 843, 845, 847 and 850 of 2007 dismissed