Parkside’s Mike Yeung, (together with Kasper Fan) led by Derek Chan SC, represented the 2nd Defendant and secured an acquittal for their client on all counts of conspiracy to defraud charges. The team was instructed by Messrs. Tang & Ku Solicitors.
The 1st Defendant was the CEO and an executive director of a listed company (the Listco). The 2nd Defendant was the spouse of the 1st Defendant. The 3rd Defendant was the 2nd Defendant’s close friend.
The prosecution alleged that the Defendants conspired together to conceal certain connected transactions between the Listco and a private company (OTI) (in which the 2nd Defendant was, on top of the 20% shareholding registered in her name, allegedly also beneficially interested in the 35% shareholding registered in the 3rd Defendant’s name, making OTI a connected person of the Listco) in order to get round relevant Listing Rules requirements, defrauding the Hong Kong Stock Exchange and investors.
In acquitting all the Defendants, the Court accepted that the team’s submissions that (1) the available evidence was insufficient to point to knowledge on the part of the 1 st Defendant of any nominee arrangement between the 2nd and 3rd Defendants in relation to the 3rd Defendant’s shareholding in OTI; (2) in the circumstances, there existed many possibilities in relation to the purpose for the set-up of any nominee arrangement, to the extent that there was by no means certainty in any dishonest purpose of circumventing Listing Rules requirements and that in the absence of any dishonest purpose, a nominee arrangement in the context of private companies was not criminal; and (3) there was neither “agreement” between all the Defendants nor any “dishonesty”, which were necessary elements of “conspiracy to defraud“.
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