Homemain Holdings Ltd v. Li Chaobo and Another

HCA 595/2021

[2025] HKCFI 5126

IN THE HIGH COURT OF THE

HONG KONG SPECIAL ADMINISTRATIVE REGION

COURT OF FIRST INSTANCE

ACTION NO 595 OF 2021

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BETWEEN

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D E C I S I O N

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1.This is the application made by the 1^st Defendant for leave to amend his Defence and to file a supplemental witness statement. The application was made by summons issued on 2 October 2025 (“Summons”), when the trial of the action is scheduled to commence on 1 December 2025.

2.The 1^st Defendant accepts that his application is made late in the day. The explanation offered was that prior to October 2025, he and Mr Li Li Hong (“Li”, director of the Plaintiff) had been on amicable terms and had had a long-standing relationship. The 1^st Defendant maintained that despite the commencement of these proceedings (in April 2021), the amicable relationship had not been altered, and the 1^st Defendant harbored the belief that these proceedings would ultimately be resolved without trial.

3.In October 2024, Li had initiated another action against the 1^st Defendant (“HCA 2091/2024”), and the 1^st Defendant claims that since then, he had been focused on resisting Li’s application for a Mareva injunction and summary judgment against him in HCA 2091/2024. According to the 1^st Defendant, he had to allocate his financial resources to the defence in HCA 2091/2024. It was only on 29 August 2025 that, by virtue of a judgment of the court, the 1^st Defendant succeeded in resisting Li’s applications in HCA 2091/2024. Thereafter, the 1^st Defendant considered it necessary to review these proceedings and only then engaged a team of lawyers to conduct the defence in this action. This resulted in the application for amendment and the filing of his supplemental witness statement in October 2025.

4.Whereas the Defence of the 1^st Defendant which was filed in August 2021 (without any legal representation) contained bare non-admissions as to the claims made by the Plaintiff against him under the Guarantee dated 24 January 2018, the 1^st Defendant now seeks to include a plea as to the correct construction of the terms of the Guarantee and the effect thereof, which was that the Guarantee was only for the specified return of investment if the Plaintiff should exit from the investment within a guarantee period of “1-2 years”, on or before 23 January 2020.

5.The supplemental witness statement of the 1^st Defendant (the signed draft of which had been provided to the Plaintiff and to the Court in October 2025) relates to the background and aim of the execution of the Guarantee.

6.The Plaintiff opposes the application on the ground of delay, and claims that it would be prejudiced if the application is allowed at this late stage.

7.Having considered the proposed amendments, the contents of the supplemental statement, and the submissions made by the parties, I am prepared to allow the application for the following reasons.

8.First, it is true that there is delay and the explanation given is not entirely satisfactory. As the Plaintiff pointed out, even on the 1^st Defendant’s own case, it should have been obvious to him, by October 2024, that these proceedings could not be resolved. Li had commenced another action against the 1^st Defendant and had sought summary judgment and a Mareva injunction. It was the 1^st Defendant’s own considered decision, for financial reasons or otherwise, not to take steps in these proceedings until October 2025 (a year later), and shortly before trial.

9.In cases of unexplained delay, the Court has repeatedly pointed out that such late application may be dismissed on the ground of delay alone. Nevertheless, it is important that the Court should also bear in mind the primary aim of the Court, to secure the just resolution of disputes in accordance with the parties’ substantive rights, and it is necessary to weigh the delay against the overall justice of the case (Parsad v Great Wealthy Engineering Co Ltd [2012] 3 HKLRD 705; Lin Chien Hsiung v Lin Hsiu Fen [2022] HKCFI 340).

10.The amendments now sought to be made should not have surprised the Plaintiff. The 2^nd Defendant made a similar plea in her Defence filed on 16 July 2021, as to the proper construction of the Guarantee (which was signed by both the 1^st and 2^nd Defendants). The 2^nd Defendant pleads that on a proper construction of the Guarantee, it was only triggered if and only if the Plaintiff decided to exit from the investment within 2 years from the date of the Guarantee, on or before 23 January 2020. This is a case which the Plaintiff should have been prepared to meet, from July 2021. Notwithstanding the 1^st Defendant’s admission that the Guarantee had been signed, the construction and effect of the terms is a matter which must be argued and established by the Plaintiff at trial.

11.I also consider that between now and 1 December 2025, the Plaintiff should have adequate time to deal with any material facts set out in the 1^st Defendant’s proposed Supplemental Statement, as to the background and execution of the Guarantee, if it should be necessary to do so and to expand on the matters already narrated in Li’s own witness statement.

12.Overall, I do not consider that any prejudice which the Plaintiff may suffer as a result of the 1^st Defendant’s application cannot be compensated in costs.

13.The application by the 1^st Defendant’s Summons is allowed, and the order of costs is that the 1^st Defendant should bear all the costs of and incidental to the application, on indemnity basis. Directions are made in terms of paragraphs 1 to 4 of the Summons, with certificate for Counsel.

Mr David Chen, instructed by Siao, Wen and Leung, for the plaintiff

Mr Richard Khaw SC, Mr Au Lut Chi and Ms Natasha Yu, instructed by Ernest Li & Co, for the 1^st defendant

The 2^nd defendant was represented by CLKW Lawyers LLP (taking neutral stance)