The Securities and Futures Commission (SFC) has commenced legal proceedings in the Court of First Instance to seek an order requiring Mr Ng Yu – former chairman, executive director, and non-executive director of Target Insurance (Holdings) Limited (Target Holdings) – to buy out the company’s shares held by the investing public for alleged breach of fiduciary duties that ultimately led to de-listing following trading suspension (Notes 1 and 2).
As part of the legal action under section 214 of the Securities and Futures Ordinance (SFO), the SFC is also seeking disqualification orders against Ng and 10 other former directors of Target Holdings.
The other 10 former directors who are named respondents in the SFC’s legal proceedings include: Mr Haywood Cheung, former executive director and chairman; Mr Chan Hok Ching, Mr Rui Yuanqing and Mr Wei Weicheng, former executive directors; Ms Lau Ka Yee, former executive director and chief financial officer; Mr Jimmy Muk Wang Lit, former executive director and chief executive officer; Mr Peter Wan Kam To, Mr Alexander Leung Ho Yin and Mr Wong Shiu Hoi, former independent non-executive directors; and one other former executive director.
The legal action arises from the SFC’s investigation into Nerico Brothers Limited’s (NBL) failure to repay more than US$150 million (Funds) that the main operating subsidiary of Target Holdings, Target Insurance Company Limited (Target Insurance), had placed with NBL in between June 2020 and October 2021 for the purported purpose of algorithmic trading in foreign currencies (Notes 3 and 4).
The SFC alleges that Ng was a party to a fraudulent scheme intended to misappropriate all or part of the Funds, as the Funds were further transferred to a Cayman-incorporated fund managed by Amber Hill Capital Limited (AHCL) and controlled by Ng. But for Ng’s misconduct, trading in Target Holdings’ shares would not have been suspended and ultimately delisted, and the company’s shareholders would have been able to sell their shares on the open market to recover the value of their investments. As a result, the SFC seeks an order requiring Ng to buy out the shares of Target Holdings held by the investing public (Note 5).
The other respondents, most of whom were directors of Target Insurance at the material time, are alleged to have been negligent in allowing the Funds to be deposited with NBL despite the significant concentration risk involved. They are also alleged to have failed to take reasonable steps to put in place sufficient safeguards and oversight mechanisms to prevent the loss of the Funds.
To ensure that funds would be available to meet any future buy-out order by the Court, the SFC issued restriction notices in April 2024 to Futu Securities International (Hong Kong) Limited and Interactive Brokers Hong Kong Limited, prohibiting both firms from dealing with or processing assets held in certain client accounts owned by Ng (Note 6).
In separate SFC disciplinary actions, NBL’s and AHCL’s SFC licences were revoked and their respective senior management, including Ng who was a director of AHCL, were also banned from the industry for life (Note 7).
Notes:
- The shares of Target Holdings were listed on the Main Board of The Stock Exchange of Hong Kong Limited from 15 January 2015 till 6 December 2023 (stock code: 6161) prior to being delisted, trading of the shares was suspended on 5 January 2022.
- The SFC filed the Petition under section 214 of the SFO on 10 October 2024. The proceedings against Ng were adjourned pending completion of service on him in the Chinese Mainland. Service of the Petition was later effected on Ng with the assistance of the Mainland authorities, and at the case management conference on 17 June 2026, the Court ordered that the proceedings against Ng be restored.
- NBL was licensed under the SFO to carry on Type 1 (dealing in securities), Type 2 (dealing in futures contracts), Type 3 (leveraged foreign exchange trading), and Type 9 (asset management) regulated activities.
- Target Insurance was an authorised insurer under the Insurance Ordinance and primarily engaged in providing motor insurance for taxis and public light buses. It was also one of the largest insurers providing compulsory third-party insurance coverage for taxis in Hong Kong before being wound up on 26 September 2022.
- AHCL was licensed under the SFO to carry on Type 4 (advising on securities) and Type 9 (asset management) regulated activities. Ng was a director of AHCL from 1 March 2019 to 1 November 2021.
- For further details, please refer to the SFC’s press release dated 25 April 2024.
- For further details, please refer to the SFC’s press releases dated 28 August 2025, 28 August 2025 and 26 May 2026.
