Hong Kong Case Law: Decisions & Judgments

Topic

Rectification of share register

Legal area

Court

7 Jun 2022

CHAN SUNNY as executor of the estate of deceased KAM SHAN LIN v. CHEN MIN CHUN AND OTHERS

Citation

[2022] HKCFI 1659
Court

Court of First Instance
Case number

HCA708/2018

The court struck out the claims: the core challenge to the 1983 TOS is time‑barred under Panamanian limitation law or, alternatively, under Hong Kong limitation principles; plaintiff failed to plead or prove any basis to postpone limitation under section 26 LO; many pleaded causes lack legal foundation or particularity (fraud, conspiracy, unjust enrichment) and some claims are outside the executor's locus; the proceedings are repetitious, vexatious and an abuse of process; laches adds equitable bar.
4 Mar 2020

RAMCHAND KODUMAL HEMNANI v. ASHOK KODUMAL HEMNANI AND OTHERS

Citation

[2020] HKCFI 339
Court

Court of First Instance
Case number

HCMP879/2018

The court refused to stay the creditor's winding-up petition because there was no justification to restrain the petitioner and no evidence of collusion; consequentially costs were awarded: the plaintiff in the winding-up summons (Ramchand) must pay the petitioner's costs with a certificate for counsel, and the plaintiff in the rectification action must pay the 1st and 2nd defendants' costs up to one month after issue of the petition summons (7 December 2018) with no order for costs thereafter.
5 Aug 2019

NGAN PUI CHI AND ANOTHER v. BAO QUAN

Citation

[2019] HKCA 852
Court

Court of Appeal
Case number

CACV260/2017

The Court held the trial judge erred in reversing the burden of proof: where transfers have been registered the party alleging forgery must prove signatures were forged; a failure by the defendant to prove provenance is not a finding of forgery. Relief for alleged forged transfers must normally be sought by rectification with the company joined. On these principles the judge's declarations ordering return/delivery up and his findings on forfeiture were set aside in part; however the Court confirmed that 3,800,000 shares held by the defendant are subject to the 1st plaintiff's equity of redemp…
12 Aug 2016

WU YANG v. DAYUAN INTERNATIONAL DEVELOPMENT LTD AND OTHERS

Citation

WU YANG v. DAYUAN INTERNATIONAL DEVELOPMENT LTD AND OTHERS
Court

Court of First Instance
Case number

HCCW103/2015

The court held it was not 'plain and obvious' that the pleadings or actions would fail on the material available and declined to strike out or stay the Petition; the Rectification Proceedings and the Petition were ordered to be heard together with specified directions and timetable; costs of the New Bright parties' stay application were ordered to be costs in the cause and costs of the strike out applications were ordered to be the 2nd to 6th respondents' costs in the cause, with attendance costs for the 1st, 2nd and 7th respondents to be costs in the cause.
12 Aug 2016

LO FONG HUNG AND ANOTHER v. WU YANG AND OTHERS

Citation

LO FONG HUNG AND ANOTHER v. WU YANG AND OTHERS
Court

Court of First Instance
Case number

HCMP2456/2015

The judge found it was not plain and obvious that the attacked actions or pleadings would fail given the complexity and potential need for oral evidence; accordingly the strike out and stay applications were not granted, the Rectification Proceedings were ordered to be heard with the unfair prejudice petition, a detailed timetable and trial dates were set, and the costs of interlocutory applications were allocated as directed.
12 Aug 2016

PA SAM NANG v. WU YANG AND OTHERS

Citation

PA SAM NANG v. WU YANG AND OTHERS
Court

Court of First Instance
Case number

HCMP2934/2015

The court concluded it was not plain and obvious that the struck‑at claims or defences were unsustainable and that the matters raise factual complexity requiring trial; accordingly the rectification proceedings were to be heard with the unfair prejudice Petition, the stay and strike out summonses were not ordered, and detailed case management directions and trial dates were fixed; costs orders were made allocating costs in the cause as specified.
12 Aug 2016

NEW BRIGHT INTERNATIONAL DEVELOPMENT LTD v. WU YANG AND OTHERS

Citation

NEW BRIGHT INTERNATIONAL DEVELOPMENT LTD v. WU YANG AND OTHERS
Court

Court of First Instance
Case number

HCA2295/2015

The court held that it was not plain and obvious that the actions or pleaded defences were unsustainable and that the issues were sufficiently complex and fact-sensitive to require a trial and oral evidence. Accordingly the applications to strike out and to stay were refused; the rectification proceedings and the unfair prejudice Petition were ordered to be tried together with a specific timetable, and costs of the interlocutory applications were allocated between the parties as directed.
10 Mar 2016

PILOT INTERNATIONAL INVESTMENT LTD v. INGREDIENTS PLUS HOLDINGS (PTE) LTD AND OTHERS

Citation

PILOT INTERNATIONAL INVESTMENT LTD v. INGREDIENTS PLUS HOLDINGS (PTE) LTD AND OTHERS
Court

Court of First Instance
Case number

HCMP2454/2015

The strike-out application was dismissed because the plaintiff disclosed an arguable cause of action: an alleged preemptive right could give locus to seek rectification against the company despite legal title passing on registration, Nilon was not followed as not binding and distinguishable, and the objections to the AGM notice and notice period were not wholly unarguable for strike-out purposes.
29 Jan 2015

KAN SAU LAN v. KIN LEE CONSTRUCTION CO LTD

Citation

KAN SAU LAN v. KIN LEE CONSTRUCTION CO LTD
Court

Court of First Instance
Case number

HCMP1611/2014

Leave to bring the derivative action was granted but the court refused to appoint an independent auditor under s737(2)(d) at the leave stage because the plaintiff has sufficient information and has framed a precise draft Indorsement; appointment of an independent investigator at this stage is unnecessary and should be reserved for exceptional cases where without it the applicant cannot adequately frame a prima facie case or satisfactorily bring proceedings.
2 Dec 2013

MAGNIFICENT MELODY LTD v. LANCO INTERNATIONAL HOLDINGS LTD

Citation

MAGNIFICENT MELODY LTD v. LANCO INTERNATIONAL HOLDINGS LTD
Court

Court of First Instance
Case number

HCA1229/2012

The court found the transfer and entitlement established by formal executed agreements, stamped transfer forms, bought and sold notes and a board resolution; the first defendant had held out that the transfers were complete and had the power to have the register rectified; the economic duress plea was rejected because it was negated by subsequent conduct (including a second loan incorporating the same benefits) and inconsistent statements; therefore summary judgment was entered for the plaintiff and rectification ordered.