Cosimo Borrelli and Others v. Linklaters (A Firm)

HCMP 410/2025

[2026] HKCFI 2820

IN THE HIGH COURT OF THE

HONG KONG SPECIAL ADMINISTRATIVE REGION

COURT OF FIRST INSTANCE

MISCELLANEOUS PROCEEDINGS NO 410 OF 2025

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D E C I S I O N

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1.On 26 March 2026 I heard two applications in this matter. The first was brought by the Intervenor seeking a stay of my judgment dated 5 November 2025 (“Judgment”) in respect of the Plaintiffs’ application by Originating Summons filed on 17 March 2025 for an order that Linklaters produce certain documents described in detail in the Judgment. I ordered that Linklaters (who did not oppose the application) produce the documents described in [60(1)], which I shall refer to as the “Documents”. In addition, I made the following costs order nisi in [5]–[8] of the Order dated 5 November 2025.

“5. There be a costs order nisi that the Intervenor pays the 3^rd Plaintiff the costs of and occasioned by the Joinder Summons.

6. There be a costs order nisi that the 1^st to 3^rd Plaintiffs pay the Defendant’s costs of and occasioned by the Originating Summons other than those attributable to the Intervenor’s intervention and opposition to the Originating Summons.

7. There be a costs order nisi that the 3^rd Plaintiff pays the Defendant’s reasonable costs of compliance with the order of Deputy High Court Judge Gary Lam dated 24 April 2025 and this Order.

8. There be a costs order nisi that the Intervenor pays the 3^rd Plaintiff and the Defendant’s costs of and occasioned by the Intervenor’s opposition to the Originating Summons.”

2.The second application was brought by the Plaintiffs dated 19 November 2025 (“Plaintiffs’ Summons”) seeking a variation of [6]–[7] of the Order to provide:

“6. There be no order between the 1^st to 3^rd Plaintiffs and the Defendant in respect of the costs of and occasioned by the Originating Summons.

7. The Intervenor shall pay the Defendant’s reasonable costs of compliance with the order of DHCJ Gary Lam dated 24 April 2025 and this Order.”

3.In respect of the first amendment the Plaintiffs’ contention is that it was only necessary for the Plaintiffs to issue the Originating Summons.

4.I dismissed the Intervenor’s application for a stay pending appeal, but granted an interim stay pending the Court of Appeal’s determination of an application to it for a stay, if the application was issued by 16 April 2026[1], which it was. There was no dispute before me as to the legal principles by reference to which the court determines an application for a stay pending an appeal. The court must be satisfied on a preliminary basis that the applicant has at least an arguable appeal[2] and if no more than an arguable appeal has been demonstrated a good reason for a stay needs to be demonstrated[3]. In the present case I was satisfied that if a stay is not granted an appeal would probably be rendered nugatory, which is a common reason for granting a stay assuming that an arguable ground of appeal is demonstrated. However, I was not satisfied that an arguable ground of appeal has been demonstrated. In short this was because central to the grounds of appeal is an attack on my finding of fact in [53] of the Judgment that the “Category (2) documents belong to SIL as well as CNG.”  It is well-established that the Court of Appeal is slow to interfere in a finding of fact and it seems to me clear that the finding was one on the evidence before me that was open for me to make. I was not, therefore, satisfied that an arguable ground of appeal has been demonstrated. I, therefore, dismissed the application and I will make a costs order nisi that the Intervenor pays the Plaintiffs’ costs of the application forthwith such costs to be taxed if not agreed.

5.The Plantiffs’ application to vary the costs order was based on the premise that Linklaters had not responded within a reasonable time to the 3^rd Plaintiff’s (“SIL”) requests for the Documents thus necessitating the issue of the Originating Summons. I was taken through the contemporaneous correspondence in detail by Mr Wood for the Plaintiffs and Mr Tang of Linklaters. It seems to me that SIL’s criticism is not justified. The Originating Summons was issued on 17 March 2025. The first letter to Linklaters on behalf of SIL requesting information was sent on 14 January 2025. On 24 January 2025 Linklaters began to produce documents on a rolling basis. It seems to me clear from the correspondence that Linklaters responded reasonably to SIL particularly having regard to the amount of data that was requested and that it was unnecessary to issue the Originating Summons. I would note that much of the complaint before me emphasised that requests had been made prior to January 2025 on behalf of the 1^st and 2^nd Plaintiffs’ solicitors. Linklaters did not provide documents pursuant to these requests because the order of the BVI court appointing the 1^st and 2^nd Plaintiffs as receivers of shares in SIL contained in [14(b)] a qualification that “the terms of this order do not affect or concern anyone outside the jurisdiction of this court” and they expressed concerns about the 1^st and 2^nd Plaintiffs’ authority to request the Documents from them. These concerns were never satisfactorily addressed and in my view the correspondence that was sent prior to 14 January 2025 is irrelevant in considering whether or not it was necessary to issue the Originating Summons.

6.I will dismiss the Plaintiffs’ Summons and make a costs order nisi that the Plaintiffs pay Linklaters costs of the application to vary the costs order, such costs to be taxed if not agreed.

Mr James Wood, instructed by Kwok Yih & Chan, for the 1^st to 3^rd Plaintiffs

Mr Justin Tang (Solicitor Advocate), of Linklaters, for the Defendant

Mr Ambrose Ho SC and Mr Leon Guo, instructed by DLA Piper Hong Kong, for the Intervenor