The Court of Final Appeal (CFA) has dismissed C.L. Management Services Limited (C.L. Management) and its sole owner and director Ms Clarea Au Suet Ming’s application for leave to appeal against their convictions for holding out to provide advisory services on corporate finance without a licence from the Securities and Futures Commission (SFC).
On 29 April 2014, C.L. Management and Au were convicted on three holding out charges and fined $1.5 million. Au was also sentenced to a six months’ imprisonment suspended for 18 months. The Court of First Instance subsequently dismissed their appeals against the convictions (Notes 1 & 2).
C.L. Management and Au argued in their CFA leave application that there was an important question of law regarding whether the offence of holding out as carrying on a business of regulated activity without a licence under the Securities and Futures Ordinance requires proof of mental element.
The CFA held that there was no arguable basis for granting leave to appeal. It found that the question of whether a conviction could be sustained without proof of mental element did not arise on the facts of this case (Notes 3 & 4).
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Notes:
- Under section 114(1)(b) and 114(8) of the Securities and Futures Ordinance, a person commits an offence when the person, without reasonable excuse, holds/held out as carrying on a business in a regulated activity without a licence.
- Please see SFC’s press releases dated 19 May 2014 and 6 June 2016.
- The panel of judges presiding over the CFA hearing comprised The Hon Chief Justice Geoffrey Ma, The Hon Mr Justice Ribeiro, PJ, and The Hon Mr Justice Tang, PJ.
- Please see the judgments (FAMC 34/2016, HCMA 288/2015 and HCMA 382/2014) which are available on the Judiciary’s website (www.judiciary.gov.hk).
