Hong Kong Case Law: Decisions & Judgments

Topic

Proper law of contract

Legal area

Court

27 Nov 2024

ING BANK N.V. v. INDUSTRIAL AND COMMERCIAL BANK OF CHINA LTD

Citation

[2024] HKCFI 3454
Court

Court of First Instance
Case number

HCCL2/2023

The court took a provisional view that there was a good arguable case Hong Kong law governs the contracts, concluded no error of principle in its approach to governing law or place of performance, found the validation principle applicable to counter a 'distorted' URC interpretation, determined the defendant issue was properly decided on the evidence, and held the fresh evidence failed the Ladd v Marshall test; accordingly the application for leave to appeal was dismissed.
23 Aug 2024

ING BANK N.V. v. INDUSTRIAL AND COMMERCIAL BANK OF CHINA LTD

Citation

[2024] HKCFI 2220
Court

Court of First Instance
Case number

HCCL2/2023

The court found that Hong Kong is the appropriate forum because there is a good arguable case that Hong Kong law applies to the Collection Instructions and the disputes turn primarily on the URC and documentary evidence accessible in Hong Kong; Xi'an was not shown to be clearly or distinctly more appropriate and the defendant failed the first hurdle for a forum non conveniens stay, so the summons to stay was dismissed.
29 Apr 2022

廈門新景地集團有限公司 formerly known as 廈門市鑫新景地房地產有限公司 v. ETON PROPERTIES LTD AND OTHERS

Citation

[2022] HKCA 602
Court

Court of Appeal
Case number

CACV451/2021

The enforcement action is an independent common law cause of action based on an implied promise to honour the arbitral award which is governed by Hong Kong law (lex fori); the CFA has already determined Hong Kong law applies; consequently the defendants' PRC law and re-arbitration arguments are precluded as failing to disclose a reasonable defence and amounting to an abuse of process, justifying striking out the pleaded passages.
8 Apr 2019

CENTRAL SOUTHWOOD LTD v. MA WAI KIN AND ANOTHER

Citation

[2019] HKDC 457
Court

District Court
Case number

DCCJ3343/2016

On a provisional assessment the defendants' evidence could well be believed at trial that the loan transaction was a domestic arrangement cloaked as a PRC loan to avoid the MLO, the choice of PRC law was not bona fide, and therefore the principal loan and the indemnity may be unenforceable; accordingly the 1st Defendant established a meritorious defence and the regular judgment and charging order must be set aside and discharged and leave given to defend.
11 Sept 2017

XIANG JUN v. CHENG CHIU TUNG GREGORY

Citation

XIANG JUN v. CHENG CHIU TUNG GREGORY
Court

Court of First Instance
Case number

HCA47/2016

Defendant failed to prove that the PRC is clearly or distinctly the more appropriate forum; the proper law being PRC law did not compel trial in the PRC because the dispute is primarily factual and Hong Kong courts are competent to determine whether payments were genuine loans; witnesses and documents were not shown to be incapable of attending or being produced in Hong Kong; accordingly stay and declaration must be refused.
11 May 2015

AMED HOLDING (HONG KONG) LTD v. WONG SY KEE AND ANOTHER

Citation

AMED HOLDING (HONG KONG) LTD v. WONG SY KEE AND ANOTHER
Court

Court of Appeal
Case number

CACV171/2014

The appeal was dismissed because the counterclaim is factually and legally intertwined with the Hong Kong main action (common issues, witnesses and reliefs connected to the Yuen Long shop and control of AMED HK), applicants failed to demonstrate Hong Kong is not the appropriate forum and failed to show Sabah is clearly more appropriate; the juridical advantage of resolving both matters together in Hong Kong outweighs factors favoring Malaysia, so the stay was rightly refused.
17 Jul 2012

HONG JING CO LTD v. ZHUHAI KWOK YUEN INVESTMENT CO LTD

Citation

HONG JING CO LTD v. ZHUHAI KWOK YUEN INVESTMENT CO LTD
Court

Court of Appeal
Case number

CACV254/2011

Court held that the P's MOU imposed an obligation on the defendant, beyond mere exclusivity, to approach and seek an agreement with BOCGI and that a duty to use best or reasonable endeavours in good faith could be implied; Asset Proof (bank reference plus HK$50m earnest money) was not a condition precedent and was treated as sufficient by the defendant; the defendant was found to have committed breaches (delay and double dealing) though factual deficiencies in the first instance findings (including the change-of-stance issue and attribution of negotiations) required the matter to be remitted…
14 Jun 2012

廈門新景地集團有限公司 v. ETON PROPERTIES LTD AND OTHERS

Citation

廈門新景地集團有限公司 v. ETON PROPERTIES LTD AND OTHERS
Court

Court of First Instance
Case number

HCCL13/2011

The court dismissed the plaintiff's claims against all 11 defendants. The central holdings were that the Hong Kong court lacked jurisdiction to recharacterise the CIETAC arbitral award by imposing substantive remedies beyond the tribunal's award; the proper law of the Agreement is PRC law (with Hong Kong law only governing share transfer formalities); PRC law has no constructive trust analogue so proprietary remedies fail; the Eton Group restructuring was a bona fide commercial reorganisation not fraudulent; economic tort claims failed (no unlawful means or predominant purpose, and double act…
14 Jun 2012

HUNG FUNG ENTERPRISES HOLDINGS LTD AND ANOTHER v. THE AGRICULTURAL BANK OF CHINA

Citation

HUNG FUNG ENTERPRISES HOLDINGS LTD AND ANOTHER v. THE AGRICULTURAL BANK OF CHINA
Court

Court of Appeal
Case number

CACV235/2010

The Court of Appeal upheld To J: the July 1996 consensus was at most an agreement subject to approval (not a concluded binding oral contract) because the nature of the transaction required credit approval, new loan and PRC mortgage registration; alternatively, even if concluded the contract was governed by PRC law and invalid because the PRC Foreign Economic Contract Law required written form for such contracts; claims for misrepresentation, breach of warranty and conversion failed; the defendant's counterclaim succeeded; the PRC double interest award was penal and not enforced by the Hong Ko…
4 Jan 2011

FIRST LASER LTD v. FUJIAN ENTERPRISES (HOLDINGS) CO LTD AND ANOTHER

Citation

FIRST LASER LTD v. FUJIAN ENTERPRISES (HOLDINGS) CO LTD AND ANOTHER
Court

Court of Appeal
Case number

CACV126/2008

The Court of Appeal held that the Supreme Peoples Courts determinations (including that Mainland law was the applicable law and that the agreements were invalid) gave rise to issue estoppel binding the Hong Kong proceedings; accordingly the proper law was Mainland law, the lower Hong Kong judgment was set aside, restitution issues under Mainland law were remitted for determination, and the plaintiffs amended respondents notice was dismissed.