Hong Kong Case Law: Decisions & Judgments

Topic

Secret profits

Legal area

Court

6 Jun 2024

CRAFT BAMBOO HOLDINGS LTD v. RICHARD PAUL COLEMAN AND ANOTHER

Citation

[2024] HKCFI 1509
Court

Court of First Instance
Case number

HCA2665/2017

On the true construction of the agreements and the factual matrix the 1st Defendant's fiduciary duties and contractual covenants were not so limited as to permit him to divert motorsport sponsorship and commercial representation opportunities to his own company or associated entities without full disclosure and consent; he breached fiduciary duties and contractual obligations, and the 2nd Defendant knowingly received the proceeds and breached its contractual duties and is therefore liable; defendants' counterclaims fail and late amendment was refused.
31 May 2024

HUI CHUN PING v. HUI KAU MO

Citation

[2024] HKCA 508
Court

Court of Appeal
Case number

CACV377/2022

The constructive trust over secret profits obtained by a fiduciary in breach of duty is a category 2 remedial constructive trust; accordingly s.20(1)(b) Limitation Ordinance does not apply to avoid limitation, and claims for equitable compensation and accounts arising from such breach are subject to the six‑year limitation period (by s.20 or by analogy to s.4), rendering the pleaded claims time‑barred in the present action; nevertheless leave to appeal to the Court of Final Appeal on the four questions is granted because they raise issues of general importance that merit authoritative determi…
28 Feb 2024

HUI CHUN PING v. HUI KAU MO

Citation

[2024] HKCA 194
Court

Court of Appeal
Case number

CACV377/2022

The Court of Appeal held that re‑litigation by amendment was not necessarily an abuse of process in the circumstances but the pleaded proprietary claim in respect of the 10% Dry Shares constituted a category 2 constructive trust arising from the impugned transaction and therefore was subject to a six‑year limitation; the claim was time‑barred and leave to amend in respect of the Impugned Pleas was refused on limitation grounds, so the appeal was dismissed.
30 Nov 2023

WELLSON SILK TRADING LTD v. CHEUNG WAI YING AND OTHERS

Citation

[2023] HKCFI 3071
Court

Court of First Instance
Case number

HCA663/2022

The application to strike out was dismissed because the pleadings were not plainly and obviously unsustainable; disputed facts must be taken in the plaintiff's favour; replenishment of alleged undervalue did not necessarily dispose of equitable claims such as setting aside; ambiguities and lack of particulars as to fraud should be addressed by requests for particulars rather than striking out; accordingly the strike-out summons failed and costs were ordered nisi in favour of the plaintiff.
5 May 2022

HUI (ANNIE) GUO v. YUEDONG XU AND OTHERS

Citation

[2022] HKCFI 1629
Court

Court of First Instance
Case number

HCCL3/2019

The application was dismissed because it breached the mandatory procedural requirement of Order 24 r 7(3) by lacking timely affidavit support and because the alleged secret profits were not pleaded and therefore not relevant for discovery, making the application premature.
3 Sept 2021

YUEN WAI YEE v. LI KWOK HUNG AND OTHERS

Citation

[2021] HKCFI 2543
Court

Court of First Instance
Case number

HCMP991/2019

Recorder found that on the face of the application there are serious issues to be tried and, given the disputed circumstances surrounding the 7 September 2020 EGM (including chaotic conduct and a substantial number of uncast votes and connected-party votes), the shareholders' resolution could not reliably show it was not in the company's interest to pursue the claims; accordingly leave to bring the derivative action was granted and an indemnity of costs up to and including close of pleadings was ordered as fair protection for the plaintiff, with defendants to pay costs of the originating summ…
8 Feb 2017

TANG YING IP AND OTHERS v. TANG YING LOI

Citation

TANG YING IP AND OTHERS v. TANG YING LOI
Court

Court of Final Appeal
Case number

FACV9/2016

D1's use of estate funds to purchase the Property was an unauthorised misapplication constituting a breach of trust; beneficiaries elected to affirm the transaction and therefore acquired a proprietary interest entitling them to a share of the increase in value; repayment by D1 did not discharge that proprietary claim; appeal dismissed and accounts and enquiries below confirmed.
12 Apr 2016

ALLIED SUCCESS CREATION LTD v. CHEUNG HON KUEN also known as MICHAEL CHEUNG AND OTHERS

Citation

ALLIED SUCCESS CREATION LTD v. CHEUNG HON KUEN also known as MICHAEL CHEUNG AND OTHERS
Court

Court of Appeal
Case number

CACV81/2015

The Court of Appeal upheld the trial judge's factual findings that the 1st, 2nd and 4th defendants concealed their relationship with the 5th defendant, engineered the pre‑lease and sale to secure secret profit and thereby breached fiduciary duties and committed misrepresentation/dishonest assistance; the appellate court held the judge was not plainly wrong, the isolated factual date error was immaterial, and delay did not justify overturning objective credibility‑supported findings; appeals dismissed.
12 Apr 2016

ALLIED SUCCESS CREATION LTD v. CHEUNG HON KUEN also known as MICHAEL CHEUNG AND OTHERS

Citation

ALLIED SUCCESS CREATION LTD v. CHEUNG HON KUEN also known as MICHAEL CHEUNG AND OTHERS
Court

Court of Appeal
Case number

CACV213/2015

The Court upheld the trial judge's factual findings that the defendants secretly controlled the purchaser, concealed the pre-secured tenancy and their interest, obtained secret profits and breached fiduciary duties; objective documentary and independent witness evidence supported the credibility findings so no reasonable judge would have reached a different conclusion; appeal dismissed.
12 Apr 2016

ALLIED SUCCESS CREATION LTD v. CHEUNG HON KUEN also known as MICHAEL CHEUNG AND OTHERS

Citation

ALLIED SUCCESS CREATION LTD v. CHEUNG HON KUEN also known as MICHAEL CHEUNG AND OTHERS
Court

Court of Appeal
Case number

CACV77/2015

The Court of Appeal upheld the trial judge’s findings that the 1st, 2nd and 4th defendants concealed their true interest, engineered a nominee purchase and tenancy, obtained secret profits and thereby breached fiduciary duties and were liable for misrepresentation/conspiracy; the appellate court found no basis to overturn the credibility-based factual findings and dismissed the appeals.