Date:  03 October 2026 (Saturday)  Time: 9:45am-1pm   Language: English  Level: Elementary

Speaker:         Dr. Rita Cheung, MCAL Solicitors LLP

Lawyer CPD Points:    ACCA CPD / SFC CPT / Insurers’ CPD Pts: 3              Fee: HK$1,800

Highlight:

The principal weapons available to disgruntled minority shareholders are derivative actions, and the twin statutory minority remedies of unfair prejudice and just and equitable winding up.

This seminar examines the Supreme Court decision in THG plc v Zedra Trust Co (Jersey) Ltd [2026] UKSC 6, where the Supreme Court authoritatively confirmed the longstanding assumption that no statutory limitation period applies to unfair prejudice petitions.

The common law derivative actions

  • fraud: Wang Pengying [2021] HKCA 100 (on ratification).
  • wrongdoer control: Zhang [2021] HKCA 81 (on companies in liquidation)
  • ‘multiple’ derivative actions: a weapon to challenge wrongs done to a ‘subsidiary’.

The statutory derivative action

  • court leave: ‘serious question’ and ‘company’s interest’

Unfair prejudice petitions

  • Limitation periods
  • The ‘clean hands’ defence
  • Unfair prejudice vs derivative actions

 

 

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Rita Cheung

Dr. Rita Cheung L.L.B., P.C.L.L. (HKU); L.L.M, Ph.D. (King’s College Lond.). She obtained her Ph.D. in Law on the topic of minority shareholders’ rights from King’s College London. She was called to the Bar in 2006, and taught Law upon obtaining her doctorate degree. She writes in the field of company law in refereed journals including Cambridge Law Journal, Lloyd’s Maritime and Commercial Law Quarterly, and Journal of Business Law. She has been regularly invited to speak at international conferences on money laundering and corporate crime. She is a member of the editorial board of the Journal of Financial Crime.