Hong Kong Case Law: Decisions & Judgments

Topic

Quorum at general meeting

Legal area

Court

5 Sept 2012

CHINA STAR ENTERPRISE HONG KONG LTD v. HUNG WING SAN, TONY AND OTHERS

Citation

CHINA STAR ENTERPRISE HONG KONG LTD v. HUNG WING SAN, TONY AND OTHERS
Court

Court of First Instance
Case number

HCA162/2012

Regulation 56 of Table A must be read as capable of operating where, after an adjourned meeting, only one member (or his proxy) attends and, after half an hour from the time appointed for the adjourned meeting, the members present are to be treated as a quorum; accordingly the resolution of 18 October 2011 appointing Gudy Koo as director was validly passed and the strike out application fails.
5 Sept 2012

HUNG WING SAN, TONY v. KOO SHING SUN AND ANOTHER

Citation

HUNG WING SAN, TONY v. KOO SHING SUN AND ANOTHER
Court

Court of First Instance
Case number

HCCW350/2011

Regulation 56 can legitimately be read in context with Article 22 and Regulation 55 to permit an adjourned meeting to become quorate after 30 minutes even if only one member or his proxy is present; the wording is infelicitous but not otiose; consequently the resolution of 18 October 2011 validly appointed Gudy Koo as director and the strike out application dependent on the contrary contention must be dismissed.
9 May 2008

WONG KAM SAN AND ANOTHER v. YEUNG WING KEUNG AND OTHERS

Citation

WONG KAM SAN AND ANOTHER v. YEUNG WING KEUNG AND OTHERS
Court

Court of Appeal
Case number

CACV144/2007

The allotment was void because the EGM was invalid/inquorate and the allotment was authorised for an improper purpose constituting breach of directors' fiduciary duties; the 5th defendant was not a bona fide purchaser for value without notice and therefore the proper remedy is rectification of the sixth defendant's share register deleting the 9,900 shares held in the 5th defendant's name.
10 Sept 2002

LAM SIU KUEN v. FU YIP GARMENT FACTORY LTD.

Citation

LAM SIU KUEN v. FU YIP GARMENT FACTORY LTD.
Court

Court of First Instance
Case number

HCMP3368/2002

The court granted the application under s.114B(1) because the company could not lawfully convene a meeting under its Articles after the death of a director and there was no dispute about the proposed appointment; accordingly the court ordered that the plaintiff may convene the meeting, dispense with 14 days' notice and that one member personally present shall constitute a quorum to appoint an additional director.

Hong Kong Case Law

CHINA STAR ENTERPRISE HONG KONG LTD v. HUNG WING SAN, TONY AND OTHERS

HUNG WING SAN, TONY v. KOO SHING SUN AND ANOTHER

WONG KAM SAN AND ANOTHER v. YEUNG WING KEUNG AND OTHERS

LAM SIU KUEN v. FU YIP GARMENT FACTORY LTD.