SECURITIES AND FUTURES COMMISSION v. MANDARIN RESOURCES CORPORATION LTD. AND ANOTHER

SECURITIES AND FUTURES COMMISSION v. MANDARIN RESOURCES CORPORATION LTD. AND ANOTHER

The court held that the 2nd Respondent failed to discharge the burden to show insufficient English familiarity and that translation would be unjust and cause disproportionate delay and cost, accordingly the court refused the translation order and directed proceedings be in English; the court also held the 1st...

Source-derived case information.

Citation
SECURITIES AND FUTURES COMMISSION v. MANDARIN RESOURCES CORPORATION LTD. AND ANOTHER
Parties
Petitioner: Securities and Futures Commission; 1st Respondent: Mandarin Resources Corporation Limited; 2nd Respondent: Chim Pui Chung
Court
Court of First Instance
Jurisdiction
Hong Kong
Judgment Date
22 January 1999
Case Number
HCCW348/1996
Procedural Posture
Companies Winding Up (petition Under Securities & Futures Commission Ordinance and Companies Ordinance) / Pre Trial Directions Hearing
Outcome
Court refused the 2nd Respondent's request to translate all documents into Chinese and directed proceedings be conducted in English; court limited the 1st Respondent to a passive role and restricted company-funded expenditure to necessary costs for passive involvement.
Legal Topics
Winding Up, Unfair Prejudice, Just and Equitable Winding Up, Use of Official Language/translation Requests, Use of Company Funds for Litigation
Source Language
en
Company Law Securities Regulation Civil Procedure Language Rights Winding Up Unfair Prejudice Just and Equitable Winding Up Use of Official Language/translation Requests +1 more

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Parties

Securities and Futures Commission

Petitioner

Mandarin Resources Corporation Limited

1st Respondent

Chim Pui Chung

2nd Respondent

Procedural Posture

Companies Winding Up (petition Under Securities & Futures Commission Ordinance and Companies Ordinance) / Pre Trial Directions Hearing

Legal Issues

  1. 1 Whether the court should order translation of all documents into Chinese under the Use of Language Rules and Official Languages Ordinance
  2. 2 Whether the 1st Respondent company should be restricted to a passive role and prevented from using company funds to actively defend the petition

Ratio Decidendi

The court held that the 2nd Respondent failed to discharge the burden to show insufficient English familiarity and that translation would be unjust and cause disproportionate delay and cost, accordingly the court refused the translation order and directed proceedings be in English; the court also held the 1st Respondent must be limited to a passive role — only participation necessary to protect the company's passive interests is permitted and company expenditure is limited to necessary costs such as attendance notes or transcript, preventing company-funded active defence of the controlling shareholder.

Court Disposition

Court refused the 2nd Respondent's request to translate all documents into Chinese and directed proceedings be conducted in English; court limited the 1st Respondent to a passive role and restricted company-funded expenditure to necessary costs for passive involvement.

Orders

  • Proceedings to be conducted in the English language pursuant to Cap.5
  • The 2nd Respondent's request for translation of all documents into Chinese is refused