Hong Kong Case Law: Decisions & Judgments

Topic

Company seal

Legal area

Court

20 Jul 2009

HONG KONG CENTURY PROPERTY DEVELOPMENT LTD v. HUI NEI NA

Citation

HONG KONG CENTURY PROPERTY DEVELOPMENT LTD v. HUI NEI NA
Court

Court of First Instance
Case number

HCA2284/2008

The court held that certain pleaded paragraphs disclosed no reasonable defence and were irrelevant to the narrow reliefs sought; specifically, personal shareholders' agreements or understandings cannot in law set aside a company board removal resolution, allegations concerning justification for consenting to the auction were irrelevant where plaintiff sought only an account of proceeds, and several paragraphs were unconnected to the validity of the removal resolution or the injunction claims. Accordingly the court struck out specified paragraphs of the Amended Defence but refused to strike ou…
11 Jun 2002

LUI YUEN SZE v. CHANG CHING YUEN AND ANOTHER

Citation

LUI YUEN SZE v. CHANG CHING YUEN AND ANOTHER
Court

Court of First Instance
Case number

HCMP4823/2001

The court held that Yuen J's order for return of 'all company documents, chops and seal' encompassed the proper books of account of the company and its subsidiaries and the company kit; the 1st respondent had not complied; rather than immediate contempt/unless order the court granted a final 28-day period to deliver the specified documents and 14 days to file detailed affirmations regarding missing items, and ordered costs to the petitioner in any event.
31 Oct 2000

GRAND TRADE DEVELOPMENT LTD. v. BONANCE INTERNATIONAL LTD.

Citation

GRAND TRADE DEVELOPMENT LTD. v. BONANCE INTERNATIONAL LTD.
Court

Court of First Instance
Case number

HCMP2342/2000

A company document bearing the company's common seal is duly executed in the absence of article provisions to the contrary; the court declined to follow prior decisions requiring both sealing and additional signatures where not compelled by the articles, held s.23 presumption applied to the assignments in issue, and therefore the vendor's title was not defective and the plaintiff's claim failed.
29 Jul 1993

PEKING FUR STORE LTD. V. BANK OF COMMUNICATIONS

Citation

PEKING FUR STORE LTD. V. BANK OF COMMUNICATIONS
Court

Court of First Instance
Case number

HCMP2083/1993

Although the assignment was formally defective under Article 79, the board resolution expressly authorising the transaction and signature by one director validated the execution; the company seal was affixed, equitable title passed, the transaction was not procured by fraud or illegality, and the vendor thereby provided a good and marketable title with entitlement to further assurance, so the purchaser's requisition was satisfactorily answered.

Hong Kong Case Law

HONG KONG CENTURY PROPERTY DEVELOPMENT LTD v. HUI NEI NA

LUI YUEN SZE v. CHANG CHING YUEN AND ANOTHER

GRAND TRADE DEVELOPMENT LTD. v. BONANCE INTERNATIONAL LTD.

PEKING FUR STORE LTD. V. BANK OF COMMUNICATIONS