KEUNG, KEUNG SHING v. GANGFORD INTERNATIONAL LTD AND OTHERS

KEUNG, KEUNG SHING v. GANGFORD INTERNATIONAL LTD AND OTHERS

The petition is dismissed because the court found no August 2007 agreement; although the association was a quasi-partnership, the breakdown of mutual trust and confidence was caused by the petitioner's serious misconduct (unauthorised withdrawals and diversion of company receivables to Fortune International) and therefore relief under s.168A or winding up on just and equitable grounds was not appropriate; petitioner must do equity and is not entitled to the relief sought.

Citation
KEUNG, KEUNG SHING v. GANGFORD INTERNATIONAL LTD AND OTHERS
Parties
Petitioner: Keung Keung Shing; 1st Respondent: Gangford International Limited; 2nd Respondent: Chou Ai Chun Romy (Madam Chou); 3rd Respondent: Poly Shine Development Limited
Court
Court of First Instance
Jurisdiction
Hong Kong
Judgment Date
17 November 2009
Case Number
HCCW181/2008
Procedural Posture
Companies (winding Up) / Judgment (court of First Instance)
Outcome
Petition dismissed
Legal Topics
Winding Up, Just and Equitable Winding Up, Oppression of Minority, Buy Out Relief (s.168 A), Quasi Partnership, Fiduciary Duties, Discovery
Source Language
EN
Company Law Insolvency Equity Commercial Disputes Winding Up Just and Equitable Winding Up Oppression of Minority Buy Out Relief (s.168 A) +3 more

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Parties

Keung Keung Shing

Petitioner

Gangford International Limited

1st Respondent

Chou Ai Chun Romy (Madam Chou)

2nd Respondent

Poly Shine Development Limited

3rd Respondent

Procedural Posture

Companies (winding Up) / Judgment (court of First Instance)

Legal Issues

  1. 1 Was the association a quasi-partnership?
  2. 2 Had Madam Chou ceased participation before Oct 2007?
  3. 3 Did the August 2007 oral agreement exist?

Ratio Decidendi

The petition is dismissed because the court found no August 2007 agreement; although the association was a quasi-partnership, the breakdown of mutual trust and confidence was caused by the petitioner's serious misconduct (unauthorised withdrawals and diversion of company receivables to Fortune International) and therefore relief under s.168A or winding up on just and equitable grounds was not appropriate; petitioner must do equity and is not entitled to the relief sought.

Court Disposition

Petition dismissed

Orders

  • Petition dismissed
  • Order nisi that petitioner Keung Keung Shing pay the costs of the respondents