Hong Kong Case Law: Decisions & Judgments | LexChat

Hong Kong Case Law

Manager removal
  • 14 Dec 2016

    DENNIS KWOK HON MING v. POON SUI CHEONG ALBERT AND OTHERS

    Citation
    DENNIS KWOK HON MING v. POON SUI CHEONG ALBERT AND OTHERS
    Court
    Court of First Instance
    Case number
    HCMP1527/2013

    The Majority Shareholders engaged in unfairly prejudicial conduct by breaching the Shareholders Agreement: they unjustifiably blocked Non‑Core land sales (preventing repayment of shareholder loans) and removed the Managers without the unanimous consent and without providing compensation required by clause 4. The court exercised its s.168A discretion to order a buy‑out of the petitioner's shares, directed valuation on a going‑concern basis at the date of the buy‑out with the notional discharge of shareholder loans shortly after September 1997, and ordered payment of manager remuneration pursua…