plaintiff:
- HKSAR
defendant:
- MAK KWONG YIU (麥光耀)
- CHAN LAI YEE (陳麗兒)
- WONG SHUK ON (黃淑安)
- LEE YICK MING (李易明)
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: >-
  HKSAR appeals to restore convictions of four respondents for conspiracy charges involving dishonest
  concealment of CISL's role as placing agent to circumvent connected transaction requirements.
case_object:
- criminal convictions
- conspiracy charges
judgment_result:
- charge: Conspiracy to defraud charges (D1-D4) - concealment of CISL's role as actual placing agent (liability
    issue)
  result: Allowed. Court of Final Appeal allowed the appeal and restored the convictions of all four defendants.
    The Court held that the interposition of Gransing as a front was a disguise to conceal CISL's role
    as the actual placing agent, which constituted a connected transaction under the Listing Rules. The
    prosecution does not need to prove that Gransing was itself a connected person; the concealment of
    CISL's agency was sufficient to establish the conspiracy. The Court of Appeal erred in requiring that
    the placing/sub-placing agreements be sham transactions under the Snook test.
judgment_summary: >-
  HKSAR appealed to restore convictions of four respondents (MAK, CHAN, WONG, LEE) for conspiracy to defraud
  by using Gransing as front to conceal CISL's role as actual placing agent, circumventing connected transaction
  requirements. The Court of Final Appeal held that concealment alone, without requiring sham transactions
  under the Snook test, was sufficient to establish the conspiracy. Following Adams v The Queen principles,
  the Court found the composite arrangement deliberately hidden from independent non-executive directors
  and the Stock Exchange. Appeal allowed; all four convictions restored.
involved_entities:
- entity_name: Mr Justice Ribeiro PJ
  reason: Presiding Judge of Final Appeal, presided over the case and delivered judgment agreeing with
    Sir William Young NPJ.
- entity_name: Mr Justice Fok PJ
  reason: Presiding Judge of Final Appeal, presided over the case and delivered judgment agreeing with
    Sir William Young NPJ.
- entity_name: Mr Justice Lam PJ
  reason: Presiding Judge of Final Appeal, delivered concurring judgment providing additional reasons
    for allowing the appeal and restoring convictions.
- entity_name: Mr Justice Stock NPJ
  reason: Non-Permanent Judge of Final Appeal, delivered judgment allowing the appeal and restoring convictions,
    cited by other judges.
- entity_name: Sir William Young NPJ
  reason: Non-Permanent Judge of Final Appeal, delivered lead judgment allowing the appeal and restoring
    convictions, cited by other judges.
- entity_name: MAK KWONG YIU (麥光耀)
  reason: First respondent (D1), defendant in the criminal proceedings involving conspiracy charges related
    to concealment of connected transactions.
- entity_name: CHAN LAI YEE (陳麗兒)
  reason: Second respondent (D2), defendant in the criminal proceedings.
- entity_name: WONG SHUK ON (黃淑安)
  reason: Third respondent (D3), defendant in the criminal proceedings.
- entity_name: LEE YICK MING (李易明)
  reason: Fourth respondent (D4), defendant in the criminal proceedings.
- entity_name: HKSAR
  reason: Appellant in the case, represented the prosecution in the criminal appeal.
- entity_name: Diplock LJ
  reason: Served as judge in Snook v London and West Riding Investments Ltd, articulated the test for
    sham transactions, cited in paragraph 10 of this judgment.
- entity_name: CISL
  reason: Connected person to CFHL, actual placing agent whose role was concealed by the defendants through
    the use of Gransing as a front.
- entity_name: CFHL
  reason: Company involved in the connected transaction, appointed Gransing as placing agent while CISL
    was the actual agent.
- entity_name: Gransing
  reason: Company used as a front or disguise to conceal CISL's role as actual placing agent.
- entity_name: Quincy Wong
  reason: Individual with indirect interest in CISL, whose connection to CISL formed part of the connected
    transaction that needed to be concealed.
- entity_name: Court of Appeal
  reason: Lower court whose decision was appealed, fell into error by requiring sham transaction analysis
    under Snook test.
- entity_name: Stock Exchange
  reason: Regulatory body that would scrutinize potential conflicts of interest under the connected transactions
    regime.
- entity_name: Independent non-executive directors
  reason: Corporate governance body whose scrutiny was to be avoided through the concealment of connected
    transactions.
