NICE GAIN ENTERPRISES LTD. and Another v. CHINESE UNITED ESTABLISHMENTS LTD. and Another

NICE GAIN ENTERPRISES LTD. and Another v. CHINESE UNITED ESTABLISHMENTS LTD. and Another

Petitioners were awarded their costs because they obtained, through the consent order, the substantive relief they sought (a fair-value buy-out of their shares) and, absent a specific costs-protecting offer, the normal rule that costs follow the event applies.

Source-derived case information.

Citation
NICE GAIN ENTERPRISES LTD. and Another v. CHINESE UNITED ESTABLISHMENTS LTD. and Another
Parties
1st Petitioner: Nice Gain Enterprises Limited; 2nd Petitioner: Cheung Siu Ki; 1st Respondent: Chinese United Establishments Limited; 2nd Respondent: Pang Tung Choi, Jimmy
Court
Court of First Instance
Jurisdiction
Hong Kong
Judgment Date
5 October 1995
Case Number
HCCW391/1994
Procedural Posture
Companies (winding Up) No. 391 of 1994 / Decision on Costs (post Hearing)
Outcome
Petitioners awarded their costs
Legal Topics
Winding Up, Purchase of Minority Shares, Consent Order, Costs Entitlement
Source Language
en
Company Law Civil Procedure Costs Winding Up Purchase of Minority Shares Consent Order Costs Entitlement

Source-derived case record

Summary, issues, holding and outcome

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Parties

Nice Gain Enterprises Limited

1st Petitioner

Cheung Siu Ki

2nd Petitioner

Chinese United Establishments Limited

1st Respondent

Pang Tung Choi, Jimmy

2nd Respondent

Procedural Posture

Companies (winding Up) No. 391 of 1994 / Decision on Costs (post Hearing)

Legal Issues

  1. 1 Whether a petitioner is entitled to costs where a consent order effects the relief sought without admission of allegations
  2. 2 Whether acceptance of an open offer constitutes the event for awarding costs
  3. 3 Effect of a consent order stating no admission on costs liability

Ratio Decidendi

Petitioners were awarded their costs because they obtained, through the consent order, the substantive relief they sought (a fair-value buy-out of their shares) and, absent a specific costs-protecting offer, the normal rule that costs follow the event applies.

Court Disposition

Petitioners awarded their costs

Orders

  • Consent order made for purchase of Petitioners' shares at a fair value to be assessed without discount as at 15 August 1994 and without prejudice to pending High Court actions
  • Assessment to include consideration of asserted claims (including 62,500 Chinese United Establishments Ltd. shares and one Burlion share) without admission of validity and set-off against company value