Hong Kong Case Law: Decisions & Judgments

Topic

Undervalue transfers

Legal area

Court

16 Apr 2020

CYBERWORKS AUDIO VIDEO TECHNOLOGY LTD (In Compulsory Liquidation) v. MEI AH (HK) CO LTD

Citation

[2020] HKCFI 398
Court

Court of First Instance
Case number

HCA677/2006

Court found on balance that Tong remained a de facto director after resignation and MAEGL was a shadow director from at least 28 July 2000; the Company deliberately under‑reported production and royalties (large, systematic understatement) and sold assets/transferred sales to related parties at undervalue while insolvent or nearing insolvency (insolvency triggered by Q3/Q4 1999 using full contractual royalty rates); those acts amounted to dishonest breaches of fiduciary duties and/or facilitated dishonest assistance; section 20 Limitation Ordinance prevented limitation defence to primary frau…
10 Jun 2005

MARBLESUM LTD v. POON SHU PANG AND OTHERS

Citation

MARBLESUM LTD v. POON SHU PANG AND OTHERS
Court

Court of First Instance
Case number

HCCW628/2000

The court found as fact that Mr Yung (a de facto/directing figure) and Mr Poon caused the businesses of Geewing and V&T to be transferred at substantial undervalue to DSD and DSM respectively, that Yin Man was beneficially owned by Mr Yung, and that DSD/DSM and participating directors knowingly participated; these acts stripped the companies of their only income streams, breached fiduciary duties and destroyed the mutual trust underpinning the ventures, justifying winding up on the just and equitable ground and ordering the defendants and recipient companies to account to Geewing (HK$3,617,00…
30 Jun 1994

VERY CHEER DEVELOPMENT LI MITED and AU KA YEUNG v. BRING ALL LIMITED

Citation

VERY CHEER DEVELOPMENT LI MITED and AU KA YEUNG v. BRING ALL LIMITED
Court

Court of First Instance
Case number

HCMP1343/1994

On strict construction of the Power of Attorney Clauses relied upon (Clauses 2 and 8), there were no clear or unambiguous words authorising the Donee to make a present to or otherwise benefit himself (directly or indirectly through a company he controlled); the Assignment executed by the Donee lacked authority and thus did not pass any interest of the Donor. Consequently the vendor failed to show good title and the purchasers were entitled to rescind, repayment of deposit with interest and costs.

Hong Kong Case Law

CYBERWORKS AUDIO VIDEO TECHNOLOGY LTD (In Compulsory Liquidation) v. MEI AH (HK) CO LTD

MARBLESUM LTD v. POON SHU PANG AND OTHERS

VERY CHEER DEVELOPMENT LI MITED and AU KA YEUNG v. BRING ALL LIMITED