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Lau Lai Shan Lisa v. Zhang Qi and Others

HCA 1395/2018 & HCA 1992/2019 · [2026] HKCFI 5064 · Court of First Instance · 2026-09-16 · published 18 September 2026

Contract / Tort

On 16 September 2026, Madam Justice Cheng handed down judgment in Lau Lai Shan Lisa v Zhang Qi & Others, HCA 1395/2018 (consolidated with HCA 1992/2019), finding that Lisa had been fraudulently induced to transfer her sole share in Kidbrooke Group Limited to her sister-in-law Zhang Qi, who then sold it for $140m. Mr Toby Brown (with Ms Nicola Ho), instructed by Chui & Lau, acted for the successful Plaintiff.

Lisa had been the sole shareholder, director and company secretary of Kidbrooke since 1997, a Western Samoan vehicle set up and funded by her uncle, Lau Senior, to hold Hong Kong tenement properties within a family trust. Over time, Zhang Qi (Alan's wife) took over the running of Kidbrooke, and Lisa came to sign documents presented by her without reading them, on the basis they concerned insurance, tax or other routine matters.

The court accepted Lisa's case that on 8 May 2017 she signed the share transfer, board resolution and share certificate in the mistaken belief, induced by Zhang Qi's fraudulent misrepresentation, that they were insurance documents Lau Senior had pressed to be signed. Zhang Qi was appointed an additional director the same day. Within days Kidbrooke took a $10m loan from Oi Wah on Zhang Qi's personal guarantee, and Zhang Qi subsequently arranged a $26m Future Stars loan and a sale of the Share (originally $110m, increased to $140m) to Allied Way in May 2018. Lisa continued to sign whatever was put in front of her, at Saturday family dinners or at the gates of Kwai Chung Hospital.

Holding

The court held that Zhang Qi procured the Share Transfer by fraudulent misrepresentation and ordered $140m in damages (§465.1.1). Zhang Qi received some $30.97m of the Sale Proceeds into her personal account, from which she paid out $13.28m to IC Accounting (Idy Chui's firm). On the recipients: IC Accounting's $1.4m fee claim failed because it took that amount as a bona fide purchaser for value before notice; Idy Chui was accountable for $903,000 in knowing receipt; Success Time held $5.9m on constructive trust; Victor Cheng held $4.4m; and Zheng Yiling held $1.89m plus the Carparks and Storage Unit on constructive trust. Claims in non est factum, breach of fiduciary duty and dishonest assistance were dismissed. The court referred Victor Cheng's conduct (drafting documents on one side of the Oi Wah transaction while taking fees from the other, and orchestrating Success Time's $5.9m "fee") to the Bar Council.

Why it matters

Practitioners should treat repeated signing of unexplained documents by a nominal director as a serious red flag rather than a procedural formality, particularly where that director is busy and disengaged from operations. The judgment also takes a robust line against indiscriminate pleading: the court observed at §153 that "kitchen sink" claims had "unnecessarily shrouded" the real issues, and urged practitioners to plead only what the facts can sustain at the outset rather than refining at trial.

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Cites 14 cases

Cases cited in this judgment

China Medical Technologies, Inc and Others v. Wu Xiaodong and Others
[2026] HKCFI 276 · High Court CFI
16 Jan 2026
Siao Miu Hua (蕭妙華) Sued By Ma Siu Yee Joanna (馬紹儀) Her Next Friend v. Wu Ching Kuen (胡靜娟) The Administratrix of the Estate of Ma Chiu Hoi Sanford (馬照海), Deceased
[2024] HKCFI 232 · High Court CFI
19 Jan 2024
Haifa International Finance Co Ltd v. Concord Strategic Investments Ltd and Others
[2009] 4 HKLRD 29 · Court of Appeal
23 Mar 2009
Full analysis
Soshila Keswani v. Motiram Keswani
[2022] 2 HKLRD 822 · Court of Appeal
27 Apr 2022
Full analysis

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