27 Nov 2020
RE ALLIED PROPERTIES (H.K.) LTD
- Citation
- [2020] HKCA 973
- Court
- Court of Appeal
- Case number
- CACV560/2020
The Court of Appeal allowed the appeal because the judge erred in law and discretion: (1) the headcount test did not apply to this Scheme which involved a takeover offer and the required statutory tests (75% in value and negative 10% of disinterested shares) were satisfied; and (2) the Composite Document, when read as a whole, provided adequate information for shareholders and the judge impermissibly substituted a hypothesis about future dividend policy for the directors. Accordingly the Scheme was properly sanctionable and the reduction of capital was confirmed.