Chung Ying Building Materials Company Ltd (in Liquidation) v. Chow Wai Lam, William and Others

HCA 656/2019

[2025] HKCFI 3964

IN THE HIGH COURT OF THE

HONG KONG SPECIAL ADMINISTRATIVE REGION

COURT OF FIRST INSTANCE

ACTION NO 656 OF 2019

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BETWEEN

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J U D G M E N T

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Introduction

1.This is the adjourned hearing[1] of 2 outstanding applications by the 1st Defendant (“D1”), the 2^nd Defendant (“D2”), the 3^rd Defendant (“D3”) and the 6^th Defendant (“D6”) (collectively “relevant Defendants”).

2.The 1^st application is by Summons dated 22 August 2024 for leave to amend D1, D3, and D6’s Re-Re-Amended Defence and D2’s Re-Re-Amended Defence (“Amendment Summons”).

3.The 2^nd application is by Summons dated 22 August 2024 (“Witness statement Summons”) for leave to file the 4^th Supplemental witness statement of D1 (“Chow 5”).

4.According to Mr Li SC, the 2 applications go hand-in-hand and stand or fall together. The Amendment Summons is to introduce a new defence of laches. The Witness statement Summons is to introduce factual evidence in support of this defence.

5.The Plaintiff opposes both applications on 2 grounds: (i) delay on the part of D1-3 and D6 in taking out the Summonses, and (ii) the defence of laches is bound to fail.

6.The trial of this Action will commence on 26 January 2026, with 10 days reserved.

Background and the Parties’ Case

7.The salient background of this Action has been set out in the Security for costs Judgment. The following is a simplified version of it for ease of understanding the 2 applications.

8.The Plaintiff was a Hong Kong incorporated limited company previously engaging in the business of selling building materials and the trading of floorings. It was wound up on 24 April 2013 upon the petition dated 3 January 2013 of Mr Mohammad Saleem (“Saleem”) in HCCW 6/2013.

9.Saleem is a judgment creditor for employees’ compensation awarded to him in DCEC 1558/2010 on 22 December 2011 for injuries sustained at an industrial accident (“DCEC Judgment”). He is also a judgment creditor in a personal injury claim in HCPI 914/2011 dated 14 June 2017 (“HCPI Judgment”).

10.The Plaintiff and the Defendants were all related to one another:

(1)  D1 was a director and 75% shareholder of the Plaintiff.

(2)  D2 was a director of the Plaintiff and is the sister of D1.

(3)  D3 is a company incorporated in Hong Kong on 5 January 2012 which was less than 1 month after the DCEC Judgment was awarded and about 1 month after the writ in HCPI 914/2011 was issued. It was at all material times solely owned and controlled by D1 who was its sole shareholder and director.

(4)  The 4^th Defendant is a company incorporated in Hong Kong which is owned and controlled by two Mr Lau who are relatives of D1 and D2. The mother of the two Mr Lau is the 5^th Defendant.

(5)  It is the case of D1-3 and D6 that D3 and the 4^th Defendant used to have business transactions with the Plaintiff on building materials.

(6)  The 5^th Defendant is the sister of D6 and used to be an employee of the Plaintiff.

(7)  D6 held 25% shareholding in the Plaintiff. She is the mother of D1 and D2. It is the Plaintiff’s case that she was one of the persons who had de facto control over the Plaintiff and was responsible for accounting matters of the Plaintiff.

11.It is the Plaintiff’s case that from April to December 2012, 18 payments totalling HK$6,376,000 were made by the Plaintiff to the 3^rd to 6^th Defendants (“18 Payments”). Out of the 18 Payments, a total sum of HK$5,070,000 was paid to D3 alone in April and May 2012. The 18 Payments were allegedly caused or allowed to be made by D1 and D2 from the Plaintiff’s Bank Account to the 3^rd to 6^th Defendants, in breach of trust and/or their fiduciary duties owed to the Plaintiff. In particular, the total amount of the 18 Payments exceeded the gross income of the Plaintiff for the period 1 April 2012 to 24 April 2013 in the sum of HK$6,026,260.20. In the Statement of Affairs on 24 April 2013, the Plaintiff had a deficiency of HK$6,165,936.43. Further evidence from the Plaintiff’s audited financial statements for the year ended on 31 March 2012 shows it suffered a loss of HK$2,904,151.67, and its total net liabilities were HK$4,681,084.53. The Plaintiff was therefore balance sheet insolvent as at 31 March 2012, prior to the 18 Payments.

12.It is the Plaintiff’s case that the 18 Payments were made not for any legitimate or genuine commercial purposes but for the purpose of diverting the Plaintiff’s assets to enrich the 3^rd to 6^th Defendants. They were made when D1 and D2 anticipated that the Plaintiff would not satisfy the DCEC Judgment or the anticipated HCPI Judgment and thus would be placed into liquidation. This was in complete disregard of the interests of the Plaintiff’s creditors, to jeopardise their interest and to put the assets of the Plaintiff beyond their reach.

13.In this Action, the Plaintiff also relies upon (1) unjust enrichment contending that the 3^rd to 6^th Defendants had provided no consideration for the 18 Payments, (2) unfair preference to the 3^rd to 6^th Defendants (on the basis that they were creditors of the Plaintiff) and (3) dispositions to defraud creditors under section 60 of the Conveyancing and Property Ordinance, Cap 219.

14.Prior to the Amendment Application, the Defence of D1, D3 and D6 is primarily that the 18 Payments were all legitimate and genuine business transactions between the Plaintiff and the relevant Defendants. There was no breach of fiduciary duties as alleged. They further rely on the limitation defence and seek relief under sections 902 to 904 of the Companies Ordinance Cap 622 (“CO”).

15.As for D2, she contends that despite being a director, she was not involved in the daily operations of the Plaintiff - she was an actress with TVB. She had no knowledge of the 18 Payments except for Payments 7 and 8 which were her director’s remuneration but were paid to D1 to settle a pre-existing loan between D1 and D2. In addition, D2 relies upon the limitation defence and seeks relief under sections 902 to 904 of CO.

The proposed amendments

16.The proposed amendments of D1, D3 & D6 are at paras 11A and 11B of the proposed Re-Re-Re-Amended Defence (“D1, D3 & D6 Amendments”). The proposed amendments of D2 are at paras 5E and 5F (with “11B” being a typo) of the proposed Re-Re-Re-Amended Defence (“D2 Amendments”). Both the D1, D3 & D6 Amendments and the D2 Amendments are essentially the same.

17.Although on the face of it, the proposed amendments consist of only 2 paras, they are in fact quite lengthy, with numerous sub-paras and sub-sub-paras, probably owing to the number of disputed payments in question and the pleading style of the pleader. While Mr Li SC submits the Summonses concern only one point ie the defence of laches, it is still necessary for this court to give an adequate summary of the proposed amendments before dealing with the parties’ submissions.

D1, D3 & D6 Amendments

18.First, the Plaintiff is guilty of prolonged, inordinate and inexcusable delay in investigating into and bringing the claims against D1, D3 and D6 in relation to the 18 transactions involving the 18 Payments (“18 Transactions”). As a result, they have suffered substantial and irreversible prejudice in terms of loss of documents and/or evidence and/or witnesses.

19.Prior to its liquidation in 2013, the Plaintiff had in its possession documents spanning across years (“Lost Documents”) which could support their case that the 18 Transactions were genuine business transactions ie:

(1)  quotations issued by the Plaintiff to other contractors/ sub-contractors/ business entities/ organisations, and those vice versa;

(2)  contracts between the Plaintiff and other contractors/ sub-contractors/ business entities/ organisations;

(3)  delivery notes and work orders issued by the Plaintiff to other contractors/ sub-contractors/ business entities/ organisations, and those vice versa;

(4)  inventory records;

(5)  invoices issued by the Plaintiff to other contractors/ sub-contractors/ business entities/ organisations, and those vice versa;

(6)  records of payment requests and actual payments issued by the Plaintiff to other contractors/ sub-contractors/ business entities/ organisations, and those vice versa;

(7)  records of communications, including checking-up on progress of work between the Plaintiff and contractors/ sub-contractors/ business entities/ organisations;

(8)  records of salary payments from the Plaintiff to its employees;

(9)  general ledger of the Plaintiff.

20.Since the liquidation of the Plaintiff, the liquidators had only asked for and D1 had only provided (a) the Plaintiff’s general ledger from 1 April 2012 to 24 April 2013, (b) the Plaintiff’s audited account from 2012 to 2013, (c) the Plaintiff’s bank statements from 2012 to 2013, and (d) the Plaintiff’s tax return from 2012 to 2013.

21.D1, D3 and D6 did not receive any requests from the liquidators for any documents and / or information of the Plaintiff, nor any follow-up on the investigation of the financial affairs of the Plaintiff since the end of 2013, until 2019, when the present proceedings were commenced.

22.D1 did not receive the letter from the liquidators of the Plaintiff dated 1 April 2014 requesting for information on inter alia the 18 Transactions. He also did not receive the said letter by email, allegedly sent by the liquidators.

23.After the liquidation of the Plaintiff, the Lost Documents were initially stored in a flat in Tai Kok Tsui, Kowloon leased by D6 and then in a warehouse in Yuen Long in 2018. Sometime in mid-April 2019, D1 discovered that the Lost Documents were attacked by termites. They could not have been salvaged and were disposed of.

24.Further, due to the Plaintiff’s delay, D1, D3 and D6 have lost contact with the following 3 persons (“Lost Witnesses”) who could have testified in support of their defence.

(1)  Mr Ken Law, an employee of the Plaintiff in charge of the inventory record of goods delivered to and delivered by the Plaintiff and all the transactions entered into by the Plaintiff. He passed away on 4 November 2018.

(2)  Mr Mok Sai Wah, a sub-contractor who provided sub-contracting services to the Plaintiff in relation to Transactions no. 3, 4, 6, and 9. He was diagnosed with cancer in or around 2015/2016 and could not be contacted thereafter. He would have been able to testify as to the genuineness of Transactions no. 3, 4, 6, and 9.

(3)  Mr Matthew Mok, an employee of D3 who emigrated to Canada in or around 2019 and could not be contacted. He would have been able to testify as to the genuineness of the business operation of D3, and hence the genuineness of Transactions No. 2, 5, and 12.

D2 Amendments

25.Similar pleas are raised by D2 in relation to the Lost Documents and Lost Witnesses.

Deliberation

The principles on amendment of pleadings

26.The principles on amendment of pleadings are well-established and have been summarised by this Court in Shenzhen Futaihong v BYD Co Ltd unrep, HCA 2114/2007, 18 July 2016 at para 15:

(1)  It is a guiding principle of cardinal importance on the question of amendment that generally speaking, all such amendments ought to be made “for the purpose of determining the real question in controversy between the parties to any proceedings or of correcting any defect or error in any proceedings”: Re Playmates Investments Ltd [1996] 4 HKC 577 at 582E–H (per Le Pichon J as she then was); Natamon Protpakorn v Citibank NA [2009] 1 HKLRD 455 at para 25 (per Cheung JA).

(2)  Leave is readily granted to amend before trial unless it can be shown that the new claim based on the proposed amendment is bound to fail. While the court is entitled to have regard to the merits of the case, it should only do so when the merits are readily apparent, and are so apparent as not to require prolonged investigation: Natamon Protpakorn v Citibank NA supra at para 25 (per Cheung JA).

(3)  If the proposed amendments are bound to fail, no leave to amend should be granted. In this regard, the court will take the applicant’s proposed pleaded case to the highest: Bank of China v Leigh Hardwick unrep., HCA 1110 of 2006, 28 August 2013, per Anthony Chan J at para 2.

(4)  Absent any real prejudice, an application for amendment, albeit late, must be decided upon the general principle that a court of law seeks to adjudicate on the real issues and disputes between the parties and, if possible, technical and procedural rules should not stand in the way of allowing the parties to raise their real claims or defences before the court for adjudication: VSC Building Products Co Ltd v Kono Insurance Ltd, unrep, HCA 947/2005, 9 September 2009, per A Cheung J (as he then was) at [22].

(5)  Where prejudice is claimed, the burden is on the party opposing the amendment to show prejudice. There is no injustice to the opposing party if he can be compensated by appropriate orders as to costs: Re Playmates Investments Ltd supra at 582H, 584C (Le Pichon J as she then was).

(6)  Lastly, in giving effect to the underlying objectives of the Rules of the High Court, the court shall always recognize that the primary aim in exercising the powers of the court is to ‘secure the just resolution of disputes in accordance with the substantive rights of the parties’: RHC O 1A r 2(2).

Lateness of the application

27.On this issue, the arguments of the Plaintiff run like these.

28.First, it is well-established that lateness without explanation itself is a ground to refuse late interlocutory applications. The applicant for leave must establish, by affidavit evidence, exceptional circumstances to explain and justify the delay: Hong Kong Changyi Real Estate Development Limited v Neo-China (Group) Infrastructure Investment Limited & Ors unrep, HCA 1576/2011, 25 February 2014 Mimmie Chan J, at [1].

29.Second, the authorities cited by the Defendants are all distinguishable.

30.Third, in the 3^rd affirmation of D1 (“Chow 3”), he explained that the 2 applications were made “upon further review of the documentation by Senior Counsel”. In para 21 of Mr Li SC’s Skeleton, it is submitted that “… the correct perspective here is that once D1-3, 6 have retained senior counsel to review the case, effort has been duly made to fine tune the defence.” However, it is well-established that a “change of the legal team has rarely, if ever, been accepted as justification for a last minute change of case or amendment of pleadings, which would result in or necessitate a response from the other side which it cannot in all fairness be expected to do in the availability of time before trial.”: Hong Kong Changyi Real Estate Development Limited at [1].

31.Fourth, the 2 applications were made on 22 August 2024 only after these proceedings had already been set down for trial[2]. In D1-D3 and D6’s Listing Questionnaire dated 4 March 2024, they represented to the Court that the pleadings were in order and required no amendment and that no further interlocutory applications would be taken out. Thus, these applications are now made contrary to the Defendants’ prior representations to the Court. Additionally, the Defences of D1-D3 and D6 have already undergone various amendments since the commencement of these proceedings in 2019 ie in February 2023, February 2024 and April 2024 respectively.

32.Fifth, in respect of the facts underlying the defence of laches, (i) the alleged loss of documents occurred in mid-April 2019 and (ii) the alleged loss of witnesses occurred in 2015/2016, 2018 and 2019. Thus, all these matters could have been raised in the relevant Defendants’ original Defences filed and served in September 2020. Further, the Re-Re-Amended Defence of D1-D3 and D6 as well as the Re-Re-Amended Defence of D2, both dated 24 April 2024, were settled by the same Senior Counsel. No explanation was given by the relevant Defendants as to why laches was not raised then.

33.As far as the law is concerned, what Mimmie Chan J said in Hong Kong Changyi Real Estate Development Limited at [1] was actually this:

“Nearly 5 years after the implementation of the Civil Justice Reform, parties should be under no doubt by now that the courts will have no hesitation now to reject a late application, made when trial is imminent, for either amendment of pleadings, discovery or the filing of witness statements, which application has the effect of disrupting the preparation for trial with the risk of milestone dates such as a pretrial review or the trial dates themselves being affected. Delay itself is a ground justifying refusal of leave, since delay of a trial is prejudice to a party… The applicant for leave must establish, by affidavit evidence, exceptional circumstances to explain and justify the delay. Change of the legal team has rarely, if ever, been accepted as justification for a last minute change of case or amendment of pleadings, which would result in or necessitate a response from the other side which it cannot in all fairness be expected to do in the availability of time before trial. PD 5.2 makes it clear that change of the legal team will not be treated as exceptional circumstances.” (emphasis added)

34.On the other hand, in Excel Courage Holdings Ltd. v Wong Sin Lai unrep, HCCL 34/2013, 15 December 2014, G Lam J (as he then was), leave to amend the defence and counterclaim was granted when the trial was 10 months away and there was no substantial prejudice to the plaintiff which could not be compensated by a suitable costs order. The reasons are explained in [28] – [29].

“28. Mr Lai does not suggest the explanation is incredible. Rather, he says, it was a conscious decision on the part of the 1st defendant not to raise the matters previously. I think that, in the circumstances of this case, the new matters should not be shut out because of the lateness in raising them. There are still over 10 months to the trial which, in my opinion, will provide sufficient time for the parties to deal with the new allegations. I do not think the trial dates will necessarily be jeopardised. If necessary, I am prepared to reserve a few more days after the current allotted days to accommodate the parties.

29. The power to allow amendment of pleadings is exercised on the principle that all such amendments should be permitted as are necessary to enable the real questions in controversy between the parties to be decided, subject of course to the prejudice to the other parties, the underlying objectives as set out in Order 1A of the Rules of the High Court, and the importance of not disturbing a milestone date. I consider that, in the circumstances of this case, I should allow the amendments. I do not think the plaintiffs will suffer significant prejudice that cannot be compensated by costs as a result of the matters not having been pleaded originally and are only being introduced by way of amendment now.” (emphasis added)

35.As far as the evidence is concerned, the explanation for the lateness of the applications can be found in the affirmation of D2 filed on 21 November 2024 (“Ms Chow 1”). This is what D2 said in paras 8 to 11.

“8. When I, D1, D3 and D6 filed our respective Re-Re-Amended Defences, both on 24 April 2024, D1, D3, D6 and I have already included the defence based on limitation. By then, our legal team and we had been considering the question of laches. However, we had been advised by my legal advisers, and verily believe that we had to establish, in order to rely on the defence of laches, that the delay by P had resulted in substantial and irreversible prejudice, which in our case, is the loss of evidence (both written documents, and witnesses) that can support our defence. The details of our case for laches have been explained in the draft Re-Re-Re-Amended Defences, as well as the draft 4th Supplemental Witness Statement of D1. I shall not repeat them here.

9. Hence, it took us some time to confirm what documents exactly had been lost, when the documents D1 stored at the Yuen Long warehouse were destroyed because of termites. As D1 said in the draft 4th Supplemental Witness Statement paragraph 13, the Lost Documents were lost in April 2019, which was some time ago. The Lost Documents were also voluminous, which was the reason why D1 had to store them in a warehouse, but not at home, or any other place. D1 and us spent some time in recalling what exactly were stored there (which is difficult, as we have lost the Documents, and we do not have an index of the documents stored in the warehouse in Yuen Long), as well as double confirming that the Lost Documents were really lost, without any other copies stored by me or any other persons, at any other places. As one can tell, this is a rather time-consuming exercise. We are talking about documents of Chung Ying Building Materials Company spanning across years, which we had not looked at for some time.

10. This also leads me to the second point. As D1 said in the draft 4th Supplemental Witness Statement paragraph 16, we had lost contact to some of the important witnesses, who could have testified to our defence, due to P’s inexcusable and inordinate delay. After we considered the limitation defence, and the potential defence of laches around the time I, D1, D3 and D6 filed our respective Re-Re-Amended Defences in April 2024, it took us sometime to recall the personnel who had worked in Chung Ying Building Materials Company Limited, and to attempt to contact them. As D1 said in the draft 4th Supplemental Witness Statement, some were sick, and some emigrated overseas. Our last-ditch attempts to contact them were futile. We can now confirm we had completely lost contacts with the persons who could have testified for my defence.

11. We were advised to believe that the defence of laches is not to be pleaded lightly. We have to prove (or at least raise the argument of) an irreversible prejudice, which is usually in the form of loss of evidence. We did not want to introduce the new defence hastily, before we finished conducting my investigation, so as to confirm that we did lost all the evidence, and lost our contact with the key witnesses. That was the reason why it took us some time to investigate and to take out the present Summonses. We do not believe the time we took (roughly 4 months) was really unreasonable.” (emphasis added)

36.This court does not doubt the relevant Defendants have taken the task of raising the defence of laches seriously. This court is also not satisfied that the time taken for them to investigate ie 4 months is unreasonable.

37.However, as submitted by Mr Pao SC in his skeleton, as far as the problem relating to the Lost Documents ie the alleged termite issue is concerned, it had already been raised by D1 himself, and thus known to him and the other relevant Defendants, in his 4^th Affirmation dated 27 May 2020 filed in the related HCCW 6/2013 proceedings. There is no explanation as to why nothing was done between then and 2024. In any event, the Statement of Claim in this Action was filed in July 2020 and the relevant Defendants filed their original Defence in September 2020. The failure on the part of the relevant Defendants to investigate from at least September 2020 to August 2024 is unexplained. In this regard, this court should and would take into consideration the relevant Defendants have all along been legally represented. There is no explanation why they should only have begun to carry out whatever investigation was required in April 2024, years after the filing of the Statement of Claim.

38.This court agrees with Mr Pao SC that on the evidence the relevant Defendants’ explanation for the delay is unsatisfactory. It is not as simple as that “one can always say that something can be done earlier”. In the present case, what the relevant Defendants propose to do now could have been done years earlier and the investigation they said they had carried out could and should have been done before the filing of their original Defences or any of their subsequent amended Defences.

39.However, the real question is whether (i) there is still time for the Plaintiff to deal with the defence of laches, (ii) the trial date will necessarily be jeopardized and (iii) reserving a few more days for the trial in order to accommodate the parties will solve the problem of this late introduction of the laches defence.

40.The trial of this Action is scheduled to be heard in January 2026. The Summonses were issued in August 2024. In this court’s view, it cannot be said that the trial was imminent when the Summonses were issued. In the 3rd Affidavit of Mr John Lees (“Lees 3”) in section A, he has gone to some length to describe the lateness of the 2 applications, without going into the issue of whether the liquidators can or cannot deal with the new defence or how long it will take them to meaningfully prepare for it at trial.

41.For these reasons, this court is not satisfied that the Plaintiff has suffered such prejudice by the late introduction of the laches defence which cannot be compensated by a suitable Order for costs.

Whether the defence of laches is bound to fail

42.This issue can be dealt with briefly since the threshold is high and this court will take Mr Li SC’s proposed pleaded case to the highest.

43.On this issue, the arguments of Mr Pao SC run like these.

44.The principles applicable to laches have been summarised by DHCJ Yuen in Falcome Co Ltd v The Incorporated Owners of ZJ 300 [2024] HKCFI 2992 at [62] as follows:

(1)  If the plaintiff has not been reasonably diligent in seeking relief, and in consequence the position of the defendant has been prejudiced or it would now be unjust or unreasonable to grant the relief, the plaintiff will be debarred from pursuing his remedy on the ground of laches: Chitty on Contracts 35th Ed. para 32-139.

(2)  Where the plaintiff’s delay caused the defendant to have reasonably acted to his detriment in reliance on the delay, laches may apply: Meagher, Gummow and Lehane’s Equitable Doctrines and Remedies 5th Ed. para 38-025.

45.Mr Pao SC submits the defence of laches is bound to fail for the following reasons.

46.First, the Lost Documents are all internal documents of the Plaintiff and there is no dispute that D1 was previously in possession of them. The relevant Defendants contend the liquidators had not asked for them and so D1 did not provide them.

47.Second, as early as 25 April 2013, the liquidators wrote to D1 and D2 (“25 4 2013 Letter”) stating it was the responsibility of directors “to preserve and update the books of account of [the Plaintiff]” and they required them to deliver “any money, assets, or books and records which belong to [the Plaintiff]”. D1 and D2 were asked specifically to deliver to the liquidators all the money, assets and books and records of the Plaintiff which were in their possession or disclose to the liquidators their details and whereabouts.

48.Third, a Form 41 Notice dated 25 April 2013 (“Notice”) issued under R 67 of the Companies (Winding Up) Rules Cap. 32H was sent to D1 and D2 by which they were required to deliver to the liquidators “all moneys, assets, books, papers, estate or effects, now being in [their] hands, and to which [the Plaintiff] is entitled”. It is not disputed that D1 and D2 had received this Notice and that they did not comply. Given the acceptance of the receipt of this letter, D1 and D2 must be taken to be aware of their statutory duties. They should have delivered all such documents to the liquidators in April 2013 or soon thereafter. Any prejudice now allegedly suffered by the relevant Defendants from the loss of documents is caused only by their failure to do so.

49.The liquidators have explained that the investigation halted in April 2014 because of the lack of funding. The necessary funding arrangement was only agreed in early 2019. The liquidators promptly took out applications under HCCW 6/2013 and commenced these proceedings. There is no substance in the allegation that the Plaintiff has not been reasonably diligent leading to the potential application of the doctrine of laches.

50.This court sees the force of Mr Pao SC’s submissions but is not convinced that the defence of laches is bound to fail at this stage.

51.As far as the loss of documents is concerned, this court accepts on the face of it, D1 and D2, as directors, could have done more. Whether or not that is sufficient to defeat the defence of laches is a question of fact depending on all the circumstances of the case. It should not be decided summarily on affidavit evidence.

52.In respect of the Lost Witnesses, this court agrees with Mr Pao SC that their unavailability cannot be attributed to any action or inaction on the part of the Plaintiff. Whatever the Plaintiff had or had not done, there is no assurance that the trial of these proceedings could have taken place before Mr Ken Law passed away, before Mr Mok Sai Wah was diagnosed with cancer and could not be contacted, and before Mr Matthew Mok emigrated to Canada in about 2019.

53.For these reasons, this court will not dismiss the Amendment Summons. Thus, this court will also not dismiss the Witness statement Summons.

Disposition and costs order nisi

54.This court hereby allows the Amendment Summons and the Witness Statement Summons and grants leave to D1-3 and 6 accordingly. As for the Amendment Summons, this court shall accede to Mr Li SC’s suggestion at para 6(7) of his Skeleton Submissions dated 2 June 2025 that leave be granted to D1-3 and 6 to file and serve the draft referred to in that sub-para, instead of the one attached to the Amendment Summons.

55.Since the relevant Defendants are seeking an indulgence from the court, costs of the 2 Summonses should be to the Plaintiff generally. As for the costs of the hearing, Senior Counsel on both sides agreed that costs should follow the event, with certificate for 2 counsel. There shall be an Order that costs of and occasioned by the hearing of the Amendment Summons and the Witness Statement Summons be to D1-3 and 6, to be taxed if not agreed, and paid by the Plaintiff forthwith, certificate for 2 counsel.

Mr Jin Pao SC and Mr Vincent Chen, instructed by M/s Gallant, for the Plaintiff

Mr C Y Li SC and Mr Kenny Kwok, instructed by M/s Y T Szeto & Co, for the 1^st to 3^rd and 6^th Defendants

Attendance of the 4^th Defendant was excused