plaintiff:
- HKSAR
defendant:
- MAK KWONG YIU (麥光耀) (D1)
- CHAN LAI YEE (陳麗兒) (D2)
- WONG SHUK ON (黃淑安) (D3)
- LEE YICK MING (李易明) (D4)
jurisdiction_code: HKCFA
jurisdiction_name: Court of Final Appeal of the Hong Kong Special Administrative Region
case_location:
- 香港特別行政區
- Hong Kong Special Administrative Region
case_reason: >-
  The HKSAR appeals against the acquittal of four respondents (CACC 239/2021), seeking to restore their
  convictions for conspiracy to defraud regarding concealed connected transactions.
case_object:
- criminal convictions for conspiracy to defraud
- disclosure of connected transactions
- compliance with Listing Rules
judgment_result:
- charge: Conspiracy to defraud involving the concealment of connected transactions in share placements
    (liability issue)
  result: Allowed. The Court of Final Appeal restored the convictions of the defendants, finding that
    the Court of Appeal erred in requiring the transactions to be 'shams' under the Snook test. The court
    held that the unlawfulness lay in the dishonest agreement to use a front (Gransing) to conceal the
    actual role of a connected person (CISL) to avoid regulatory scrutiny and disclosure of conflicts
    of interest.
judgment_summary: >-
  The HKSAR appealed the acquittal of four respondents regarding a conspiracy to conceal connected transactions
  between CFHL and CISL using Gransing as a front. The core issue was whether concealment required transactions
  to be 'shams'. The Court of Final Appeal restored the convictions, ruling the Court of Appeal erred
  by applying the Snook test. Citing Adams v The Queen, the court held that dishonest concealment to bypass
  regulatory scrutiny constitutes fraud regardless of legal validity.
involved_entities:
- entity_name: Mr Justice Ribeiro PJ
  reason: Presiding judge in this case, responsible for adjudication and delivering the judgment.
- entity_name: Mr Justice Fok PJ
  reason: Presiding judge in this case, responsible for adjudication and delivering the judgment.
- entity_name: Mr Justice Lam PJ
  reason: Presiding judge in this case, responsible for adjudication and delivering a concurring judgment.
- entity_name: Mr Justice Stock NPJ
  reason: Presiding judge in this case, responsible for adjudication and delivering a concurring judgment.
- entity_name: Sir William Young NPJ
  reason: Presiding judge in this case, responsible for adjudication and delivering the lead judgment.
- entity_name: HKSAR
  reason: The Appellant in this criminal appeal representing the prosecution.
- entity_name: MAK KWONG YIU (麥光耀)
  reason: The 1st Respondent (D1) in this criminal appeal.
- entity_name: CHAN LAI YEE (陳麗兒)
  reason: The 2nd Respondent (D2) in this criminal appeal.
- entity_name: WONG SHUK ON (黃淑安)
  reason: The 3rd Respondent (D3) in this criminal appeal.
- entity_name: LEE YICK MING (李易明)
  reason: The 4th Respondent (D4) in this criminal appeal.
- entity_name: CISL
  reason: Legal entity involved in the alleged conspiracy as the actual placing agent and identified as
    a connected person to CFHL.
- entity_name: Gransing
  reason: Legal entity involved in the alleged conspiracy, described as a front or disguise for CISL.
- entity_name: CFHL
  reason: Legal entity involved in the transaction and the subject of the connected transaction disclosure
    requirements.
- entity_name: Quincy Wong
  reason: Natural person mentioned as having an indirect interest in CISL, relevant to the determination
    of connected transactions.
- entity_name: The Stock Exchange
  reason: Regulatory institution responsible for the scrutiny of connected transactions and the recipient
    of required disclosures.
- entity_name: Diplock LJ
  reason: Served as judge in Snook v London and West Riding Investments Ltd, articulated the legal test
    for sham transactions cited in paragraph 10 of this judgment.
