Hong Kong Case Law: Decisions & Judgments | LexChat

Hong Kong Case Law

Share buyout

  • 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…

  • 12 Jul 2012

    CHENG YU PIK LILIBETHE v. YAU YI KWONG

    Citation
    CHENG YU PIK LILIBETHE v. YAU YI KWONG
    Court
    District Court
    Case number
    DCCJ3436/2010

    The court found as a matter of construction and implication of the parties' arrangement that profit shares were to be distributed after tax; the plaintiff failed to prove that disputed payments were bonuses independent of profit distribution or that she repaid the sums claimed; the HK$20,000 was a loan not a reimbursement, and therefore the plaintiff's claim was dismissed and the defendant's counterclaim for HK$172,898.80 succeeded.

  • 21 Jul 2010

    RE WHEELOCK PROPERTIES LTD

    Citation
    RE WHEELOCK PROPERTIES LTD
    Court
    Court of First Instance
    Case number
    HCMP865/2010

    The court found that statutory requirements and discretionary considerations were satisfied: the scheme was for a permissible purpose, the single class vote was appropriate, the meeting was properly convened and informed, the special resolution for capital reduction was passed and the reduction met the tests of equitable treatment, adequate explanation, creditor protection and a discernible purpose; accordingly the court sanctioned the scheme and the reduction of capital.