19 Nov 1999
SECURITIES AND FUTURES COMMISSION v. MANDARIN RESOURCES CORPORATION LTD. AND ANOTHER
- Citation
- SECURITIES AND FUTURES COMMISSION v. MANDARIN RESOURCES CORPORATION LTD. AND ANOTHER
- Court
- Court of First Instance
- Case number
- HCCW348/1996
On the totality of evidence and permissible inferences the court found Chim to have exercised effective control (as shadow director) of Mandarin and Lucky Man and to have orchestrated connected transactions (notably the Markle Land sale, circular flow of funds, Idmiston sale and the 4.5m Lucky Man share transaction) that were undervalued, inadequately disclosed and unfairly prejudicial to minority shareholders; those findings satisfy the ingredients of s.37A such that the petitioner is entitled to remedies including an order for purchase of minority shares and consideration of director disqua…
- Unfair prejudice (s.37a)
- Winding up in the public interest (s.45)
- Shadow and de facto director liability
- Connected transactions and disclosure
- Rights issue and share allotment irregularities
- Constructive trust and restitution