On 3 October 2008, the 1st accused, the 2nd accused and a person called Barry Fraser signed a commission sharing agreement in respect of the sale of the CraFarms in New Zealand. The agreement provided that all commission received through dairy farm purchases with CraFarms Group would be shared equally between the said three parties.
In April 2009, the then chairman of 462, Ms Katherine Chan, PW1 in this case, was approached by the 1st accused, during which the acquisition of the New Zealand dairy farms was raised. At that time, 462 was in very bad financial situation, and PW1 had been looking for opportunities to have new business and to earn revenue for the company.
After PW1 had shown interest in the farm acquisition, the 1st accused later introduced her to the 2nd accused. After the meeting, the 2nd accused did not respond to PW1. PW1 turned to the 1st accused for assistance. The 1st accused said maybe the 2nd accused “did not know you well” and said the 2nd accused only trusted him. So PW1 asked him to join 462 to help her negotiate for this acquisition.
As a result, on 7 May 2009, the 1st accused had been appointed as an executive director, the joint chair and the chief executive officer of 462 so that he could represent 462 to negotiate with the 2nd accused for the acquisition of the farms.
On 18 May 2009, the 2nd accused used one of her companies, UBFM, entered into six farm agreements with six farm companies of the CraFarms Group to purchase the farms for a total of 259 million New Zealand dollars.
On 22 May 2009, the board of directors at 462 approved the acquisition after a presentation made by the 1st accused at the directors’ meeting. On the same day, 462 entered into an agreement with the 2nd accused’s company, UBTL, for the purchase of the shares of UBAH for 500 million New Zealand dollars.
Given that the proposed acquisition of 462 was a very substantial acquisition, approval had to be obtained from the Hong Kong Stock Exchange before making the publication of the announcement and the circular. The announcement and the circular were issued on the stock exchange website on 4 June 2009 and 8 September 2009 respectively. Contained in both the announcement and the circular were statements to the effect that the 1st accused and the 2nd accused were independent third parties in respect of the acquisition. Also contained in the circular was an appendix listing out the financial information of the target assets.
After the approval of the acquisition by 462’s shareholders and in order to raise funds for the purchase of the farms, convertible notes and optional bonds were issued, and money started coming into 462. Before the end of 2009, the CraFarms went into receivership and the Hong Kong Stock Exchange received complaints that the 1st accused and the 2nd accused were on the acquisition together.
Before the deal was completed, the injection of the farms into the 2nd accused’s company was changed from a condition precedent to a condition subsequent. Money raised for the acquisition was sent to New Zealand to be held in escrow, yet out of the money raised, a sum of 51.6 million New Zealand dollars of the CN-C money was transferred from the escrow account to the 2nd accused’s company account. There was the conversion of the convertible notes into shares. Eventually, the New Zealand Overseas Investment Office refused to give approval for the purchase of the CraFarms.
In essence, the prosecution’s case was that the 1st accused and the 2nd accused were working together on the same side of the acquisition secretly, that they had concealed from 462 and the Hong Kong Stock Exchange of their working relationship, and they had also concealed the existence of the commission sharing agreement.
In addition, it was said that the three accused had conspired together to falsely represent that the gross profit of the CraFarms Group target assets for the year ended 31 May 2009 was approximately HK$92,520,000.
I will now come to the background of the 1st accused, Mr Jack Chen. The 1st accused was born in Fujian, China, and is now 56 years of age. He had received two years of secondary school education in China. He is married with three children and two grandchildren. He came from an impoverished background, leaving school to work at the age of 14 and joining the army at the age of 16. He then started his own business and eventually became the owner of the Shenlong Group.
He moved to New Zealand in year 2003 and he became the founder and chairman of the New Zealand Chinese Business Roundtable Council to facilitate the business cooperation between New Zealand and China. It was said that he became a leading figure in the Chinese community of New Zealand. In year 2010, the 1st accused was appointed as a trade and investment representative by the Prime Minister of Samoa, and in 2011 he was appointed as a special trade envoy by the Polynesian Island of the Government of Niue.
He has no previous criminal conviction but had been subject of a disciplinary sanction imposed by the Shanghai authorities and he was disqualified from directorship for three years because of that.
I have also been provided with a number of testimonies about the 1st accused’s good character, written by government officials including the Prime Minister of Samoa, representatives of various charitable organisations, members of Hong Kong Legislative Council and District Council, as well as his family members, friends and former colleagues in respect of the constructive contribution and donations he had made in Hong Kong, the Mainland, New Zealand and Samoa over the years.
In mitigation, counsel for the 1st accused, Mr Owen, KC, emphasised on the absence of aggravating features. For example, the 1st accused did not create any false documentation to further the conspiracies; he himself played no part in the false accounting; he did not hold any shares in 462; no bribery was involved; this is not a case of multiple frauds on a series of victims over a prolonged period of time; and no widespread public impact.
Mr Owen stressed that real farms were to be acquired and no actual economic loss was caused to 462. The Court was asked to take into account the fact that the very substantial acquisition was re-negotiated in good faith after the Overseas Investment Office’s refusal; that all the condition precedents to the acquisition have been fulfilled by September 2015; that the vendor has injected HK$314 million worth of intangible assets into the target group; and the fact that the 51.6 million New Zealand dollars’ financial assistance had been repaid by the 2nd accused’s company in 2011.
Mr Owen said a lighter sentence is warranted in light of the striking-out of the concealment allegation which was said to be the most serious allegation in Counts 2 and 4. Also, the jury’s decision to acquit the 1st accused on Count 5, money laundering, which shows that the 1st accused had never dealt with any proceeds of crime.
Mr Owen also prayed in aid the reasonable conduct of the case by the 1st accused, the extraordinary delay since the 1st accused’s arrest 13 years ago in December 2010 which resulted in significant stress for the 1st accused and adverse impact on his family, and also the positive good character of the 1st accused. Mr Owen urged this court to impose a sentence no longer than 4 years, so that the 1st accused would not be subject to any further lengthy period in custody.
In respect of the 2nd accused, Ms May Wang, she was born in Zhongshan, China, and is now 61 years of age. She is divorced with an adopted daughter who now lives in Shanghai. She moved to New Zealand in 1988 and became a New Zealand citizen in 1990. She was a moderately successful businesswoman in New Zealand until her property company collapsed during the financial crisis in 2008.
The 2nd accused has no criminal conviction in Hong Kong. She was convicted in New Zealand with one count of “refusing to give blood specimen to a doctor or medical officer” in 2006, and one count of “company director left New Zealand to avoid examination” in 2008 in respect of her failure to attend a bankruptcy hearing. Counsel submitted that those convictions are irrelevant to the present case and should be disregarded in sentencing.
A letter was submitted to show that the 2nd accused had made generous donation to a Buddhist temple in New Zealand and that she had also donated some trees to the temple.
In mitigation, Mr Winter, KC, emphasised that the 1st accused’s acquittal of Count 5 means that the payment of the 51.6 million New Zealand dollars to the 2nd accused was lawful, such that the payment of 26 million New Zealand dollars to the 1st accused was also lawful because the 2nd accused could spend the money as she liked; she was legitimately entitled to that money; she did not pocket any ill-gotten gains from 462.
Mr Winter submitted that on the jury’s verdict, the 2nd accused had conspired with the 1st accused to hide the fact that they were working together on the same side such that the 1st accused might receive profits. For the 51.6 million, it was said the 2nd accused used the money to pay for the farms and the remaining $26 million which was her legitimate profit was paid over to the 1st accused. The 51.6 million had been repaid to 462 so the 2nd accused did not receive any benefit ultimately.
In respect of Counts 2 and 4, Mr Winter submitted that the 2nd accused’s criminality lay in the permitting or failing to object to the presentation of the financial information in appendix 2 of the circular, knowing that it contained assumed figures in circumstances where that had been approved by an independent firm of accountants.
Counsel said since her arrest, the 2nd accused had been forced to stay in Hong Kong for the last 13 years and that amounted to, in effect, to a form of imprisonment in Hong Kong. The misery of her life in Hong Kong should be regarded as exceptional mitigation which should reduce her sentence significantly.
Counsel said the 2nd accused had already served 32 months of the sentence imposed on her in the first trial in 2016, which is equivalent to two-third of a 4-year sentence. So Mr Winter urged this court to adopt a starting point of no more than 5 years and reduce it to 4 years to enable the 2nd accused’s immediate release.
In respect of the disqualification order sought by the prosecution, it was submitted that the 2nd accused had already been disqualified from being a director for 12 years.
Counsel for both the 1st and 2nd accused also relied upon the case of R v Chung Kam Fai [1993] 1 HKCLR 178, to submit that this Court is required to sentence on the factual basis which is most favourable to the accused, and urged this court to accept that the jury must have found the 2nd and the 1st accused guilty of Counts 1 and 3 on the basis of the concealment or failure to declare the commission sharing agreement in particular C of those two counts in circumstances that involved no commission being paid or payable in the acquisition of the farm agreements.
In respect of the 3rd accused, Mr Eric Yee, he is a Singaporean and he is now 52 years of age. He has no criminal record in Hong Kong but he was convicted and put on probation in Singapore for the offence of “assault or use of criminal force to a person with intent to outrage modesty” in 1989. Mr Khosa pointed out that the 3rd accused was then 18 years of age and it was unrelated to the present case, and invited the Court to take into account the age of that matter and to treat the 3rd accused as a first offender.
The 3rd accused attended university in New Zealand and he stayed in New Zealand thereafter. After working in various financial institutions, he set up his own sole proprietor business as a loan advisor. He was divorced with no children. Originally, he planned to get married again but he had to postpone the plan due to his arrest in July 2011. His girlfriend suffered a miscarriage in 2014.
In mitigation, it was said the 3rd accused’s role was confined to the preparation of the accounts and sending them to ShineWing witnesses from 29 June 2009 to the middle of August that year; he was employed by the 2nd accused on 6 June 2009 to assist in the due diligence and to prepare the assumed accounts; his role was limited and minor, says counsel; he was not involved in any of the negotiations with 462 for the farm project; he merely followed instructions given by the 2nd accused and he was not involved in any decision making; and there was no evidence that he had received any benefits.
Further, it was submitted on his behalf that the accounts were not entirely fictitious; the figures were either based on tab 11 figures or from the national statistics; the 3rd accused had honestly and transparently told everyone how the figures were achieved. Mr Khosa submitted that the strike-out particular in respect of the concealment of tab 11 was the more serious of the two particulars in Counts 2 and 4, therefore a lower starting point than that of 5 years should be adopted.
Further, he said that the fact that the 3rd accused was confined in Hong Kong since his arrest in July 2011 would entitle the court to grant a discount for the stress resulting from the long delay. Also, I have been given a letter written by the parents of the 3rd accused with some medical documents to show that the parents are now suffering from some health problems.
Mr Khosa urged this Court to adopt a starting point in the region of 3 years for the lesser role played by the 3rd accused and then further reduce it for the stress caused by the delay.
Now, I must state at the outset that I do not accept the defence submission that this Court must sentence the accused on the factual basis which is most favourable to the accused. The case of Chung Kam Fai relates only to the sentencing in the situation of a Newton enquiry being held.
When a defendant pleads guilty to an offence but advances a version of the facts of the offence that is substantially different from the version put forward by the prosecution, the court must determine which version of the facts is to be adopted as the basis of sentence, and in that situation, the court will hold a Newton enquiry to hear evidence on the matter in issue or adopt the version put forward by the defendant as the basis of the sentence. Unless a version is advanced which is clearly implausible or which makes no practical difference to sentence, then the court is not bound to hear evidence in a Newton enquiry.
However, like in the present case, when an offender is convicted by the jury, the court must adopt the factual implications of the verdict as the basis of the sentence, provided it is clear that the verdict could have been reached only on one basis. If, however, the verdict may have been reached on a number of different bases, the court may form its own view of the facts, provided it is consistent with the verdict and supported by evidence (see the case of HKSAR v Yee Yiu Sam, reported at [2002] 3 HKC 21).
In any event, I am of the view that the different particulars in the charges are of equal degree of seriousness in this case. I reject the defence’s submission that the concealment in particular C of Counts 1 and 3 was less serious. And also I reject the submission that the strike-out concealment in particular B of Counts 2 and 4 was more serious than the false representation in particular A of those two counts.
I do not consider that one category of false representation or concealment was more serious than the other category. The criminality involved is similar.
In respect of Counts 1 and 3, both the false representation and the concealment related to important matters needed to be fully and honestly disclosed to 462 and its existing shareholders, as well as the Stock Exchange. Both had a significant impact on the decision taken by the Stock Exchange and by the 462 and its existing shareholders. The same applies to particular A and the strike-off particular B in Counts 2 and 4.
Now, for the offence of conspiracy to defraud, section 159C(6) of the Crimes Ordinance, Chapter 200, stipulates that any person convicted of this offence shall be liable to imprisonment for 14 years’ imprisonment. There is no guideline sentence because no two cases are the same, much depends on the particular facts of the case and also the particular background of the accused involved.
In the case of AG v Dominic Cheung Kai Man, reported in [1987] HKLR 788, it was suggested that within the broad band of fraud of the worst kind would be a case that involved a breach of trust in multi-million dollar range by a person in a senior and responsible position with an element of public impact. In such a case, it will be appropriate for the court to start from a point at or near the statutory maximum.
In the case of HKSAR v Fu Chu Kan and Others, CACC 104/2007, the Court of Appeal further observed that other aggravating features are the period over which the fraud has been perpetuated and the number of persons, both within the company and outside it, which the prime mover has drawn into the dishonest activity.
In the case of SJ v Lo King Fat and Others, reported in [2016] 2 HKC 230, the Court of Appeal was asked to review the sentences passed on the three respondents in respect of the offences of conspiracy to defraud and bribery. In the course of review, cases including Dominic Cheung Kai Man, Fu Chu Kan and Chu Chick Kei and Another were examined and factors said to have made frauds of the worst kind were
identified, namely, a breach of trust in multi-million dollar range by persons of senior and responsible position and with an element of public impact in addition to the period of conspiracy and the scale of the scheme were also identified as aggravating factors.
I also bear in mind that the sentence to be imposed must reflect the seriousness of the offences and also must deter those who are thinking of using similar schemes to manipulate the system in order to get listed or to cheat other people or to cheat the Stock Exchange and the investors.
Now, in this particular case, the evidence revealed that at the time when the 1st accused approached PW1 about this farm project, she had indeed told the 1st accused and then later the 2nd accused that 462 had no money to buy the farms. Clearly at that time, 462 was in a vulnerable position because of its weak financial situation and that the 1st and the 2nd accused made use of the opportunity to deceive 462 and its existing shareholders into making ill-informed decision.
In this particular case, two of the charges involved the defraud on the Hong Kong Stock Exchange by the 1st and the 2nd accused and also by the 3rd accused in respect of Count 2 and all of them, they are not Hong Kong citizens, they are foreigners.
It is clear from the evidence that they aimed to take advantage of the well-developed stock market of Hong Kong and to take advantage of 462’s status as a Hong Kong listed company, and eventually they succeeded in raising a significant amount of money through carrying out their criminal plan.
Under section 21 of the Securities and Futures Ordinance, Chapter 571, it is the duty of the Stock Exchange to ensure, so far as reasonably practicable, an orderly, informed, and fair market. And in discharging its duties, the Stock Exchange shall act in the interest of the public, having particular regard to the interest of the investing public in particular.
In this particular case, we have the evidence of the witnesses from the Stock Exchange, Mr William Wong, who gave evidence as a mixed factual and expert witness, and also the evidence of Ms Cindy Ngai of the Stock Exchange. Both of them told us that the Stock Exchange relied heavily, indeed relied completely on the full and honest disclosure by
the listed companies and their officers in order to carry out the duty of the Stock Exchange. They do not have any investigation power and they would not be able to come to a correct decision or indeed to come to any decision if disclosure was not made to the Stock Exchange.
So it is obvious that this type of fraud against the Stock Exchange and a listed company is a serious criminal offence because documents like the announcement and circular which are published on the website of the Stock Exchange do have an impact on the integrity of our stock market, and they can destroy the potential investors’ and the general public’s confidence in the stock market.
Such criminal conduct is one which should be deterred. Hong Kong is a well-renowned international financial centre. Those who conspire together to defraud the Stock Exchange by supplying false information or by concealing important information may well destroy the confidence of potential investors and that of the general public. And obviously, the provision of false information relating to a listed company could mislead the investing public, and would impact on the integrity and proper functioning of the Hong Kong stock market.
In respect of the 1st accused, there is a gross breach of trust towards 462 as a director of 462 at the time. Not only was he obliged to make full and honest disclosure to the Stock Exchange, also he was under a fiduciary duty to act for the best interest of 462 and to avoid conflict of interest or potential conflict of interest.
In respect of the 2nd accused, I bear in mind that she owed no duty to make any disclosure but her participation in the conspiracy and her culpability cannot be said to be less than that of the 1st accused because of her participation in this agreement to defraud the stock exchange and 462. However, I would differentiate in detail as to the part that she actually played when I come to individual sentencing in this matter.
Now, in this case, counsel submitted there is a lack of evidence concerning any actual economic loss suffered by 462 and its existing shareholders. However, this is only just one of the factors to be considered. By the verdict of the jury, the approval of the acquisition must have been the result of the conspiracy carried out on 462 and its existing shareholders.
As soon as the money became available, about 10 million New Zealand dollars was used to purchase two New Zealand properties under the name of a company held by the 1st accused, and then another sum of HK$73.7 million was paid into the bank account controlled by the 1st accused. According to the prosecution, between April 2010 and January 2011 the 2nd accused obtained HK$25 million CN-A money and a quantity of 462 shares converted from CN-A and CN-B respectively. At the time of her arrest on 16 December 2010, a quantity of 323,509,199 shares of 462 were found in the 2nd accused’s residence.
But in any event, the offence of conspiracy to defraud targets not only at actual economic loss, but also putting others’ economic interest at risk, which the culprits intended or realised.
In sentencing all the accused, I bear in mind the seriousness of the offences and also the need to deter others from following suit. I have taken into account the respective roles played by them as well as all the circumstances including the duration of the criminal scheme, the scale of the scheme, the implication of the 1st accused’s acquittal in Count 5 and the fact that $51.6 million was repaid. I also take into account the personal background of individual accused. So those are matters that I take into account in respect of each of the accused at the time of sentencing.
For the purpose of sentencing, I would ignore the previous conviction or disciplinary sanctions of all the accused. That alone would not entitle them from any further discount given the serious nature of the offences.
I would also bear in mind the impact of delay on the accused as an act of mercy. Delay, per se, is not a mitigating factor, and I do not accept that there was any fault on the part of the prosecution that has caused the delay in this particular case. Nonetheless, I am prepared to exercise mercy and to grant a slight reduction for the distress suffered by the accused over the years.
Now, in respect of the role played by the 1st accused in this case and also the 2nd accused, I am satisfied that the two of them must have been the prime mover and the mastermind of the conspiracies. Both of them are party to the commission sharing agreement that was signed in October 2008. At the material time, they intended to share commission as a result of the farm purchase by investors or purchasers.
In respect of the 1st accused, he approached PW1 in the first place and he also presented to the Board on 22 May 2009 as to the prospect of the acquisition. As a result, approval of all the directors was obtained before the company signed the sale and purchase agreement on the very same day.
The 1st accused also negotiated the deal with the 2nd accused on behalf of 462. After his resignation, he still actively engaged in getting investors for the acquisition. He also asked PW1 to step down and he invited PW15, Mr Yip Kean-mun, to join 462 as chairman to implement the acquisition. He also introduced his friends to join the Board, including Mr Graham Chin and Mr Luo Ji. When Mr Yip enquired about the transfer of the $51.6 million in May 2010, the 1st accused was the one who said that the transfer was in order with proper authorisation.
Even though he did not give any active response, he was also copied into all of the critical e-mail communications between the 2nd accused and the 3rd accused about the adjustments and manipulation of the accounts that later appeared in appendix 2. Also, the 1st accused received about $26 million out of the 51.6 million CN-C money.
As a director of 462, he has failed to declare his relationship with the 2nd accused, and also he had made false representations on various occasions, including the representations in the director’s declaration and the declarations in the announcement and the circular, as well as the declaration as a director when he joined the Board meeting on 22 May 2009.
On the other hand, he also failed in his duties to declare about the interest with respect to the commission sharing agreement. By their verdict, it may be the case that the jury find that the commission sharing agreement was one that was with respect to the acquisition and he had failed in his duty, both fiduciary duty and also public...also his duty to the stock exchange to make the declaration.
Having taken into account the 1st accused’s conduct throughout the period, I am satisfied that he was there from the beginning to the end to oversee how things were developed so that the acquisition could go through.
In respect of the 2nd accused, again, she was there to oversee the progress of the acquisition from the very beginning to the very end. She was at the centre of the conspiracy together with the 1st accused. In early 2008, she was the one who asked Barry Fraser to look for dairy farms available for purchase. She instigated and drafted the commission sharing agreement, Exhibit P515. She signed the farm agreements with the six farm companies on 18 May 2009, just a few days before signing the sale and purchase agreement with 462 on 22 May. She also actively participated in the fundraising exercise, including the roadshow in Singapore, intending to get as many investors as possible for the acquisition.
And that in respect of the financial information of the CraFarms assets, the information was either provided to 462 and/or ShineWing by the 2nd accused directly or by the 3rd accused directly and, at that time, the 3rd accused was acting as her agent.
In respect of the 3rd accused, I accept that he played a lesser role for a shorter period of time. He did not come into the picture until June 2009, and his degree of involvement was not as extensive as the 1st and the 2nd accused. However, he is instrumental to the commission of the offences in Counts 2 and 4. He manipulated the figures, not only aware that the false figures he provided to ShineWing were being used in the statement made in the circular, but also responded to enquiries from ShineWing, giving explanations. He was the front man dealing with the accounts and handling the ShineWing people, and he was a willing participant to the conspiracies.
In respect of the sentencing for Counts 1 and 3, I accept that the role being played by the 1st accused - even though both of them are prime movers - the role of the 1st accused was slightly more serious than that of the 2nd accused. The evidence revealed that the 2nd accused had made false representations in the sale and purchase agreement and again in her reply to the complaint letter to the stock exchange. Nonetheless, most of the false representations in respect of those two counts were made by the 1st accused, in particular in his role as a director of 462.
In respect of the concealment or the failure to declare the commission sharing agreement, I accept that it is the 1st accused’s duty as a director, either his fiduciary duty or his duty to the stock exchange, to make full and honest disclosure. However, the 2nd accused did not have such a duty, and her role in this particular regard is that she had entered into an agreement with the 1st accused with intent for that object to be carried out. But in the case of the 1st accused, this is a breach of trust situation because of his duty as a director.
Having taken into account all the circumstances and the matters I mentioned earlier, in respect of the 1st accused, for each of Count 1 and Count 3, I adopt a starting point of 8 years. I take into account his positive good character and I am prepared to give him a reduction of 6 months. And I am also prepared to give him a further reduction of 3 months for the impact of the delay suffered by him as an act of mercy. So, in respect of the 1st accused for Counts 1 and 3, he is sentenced to 7 years and 3 months’ imprisonment for each of Count 1 and Count 3.
In respect of the 2nd accused, I take into account the difference in the role or in the conduct that I just mentioned between her and the 1st accused, and that in that regard, I will adopt a starting point of 7 years in respect of Counts 1 and 3 against her. I do not consider her contribution to the temple is of such a nature that would warrant her to have any positive good character. However, I am willing to give her a further reduction of 3 months for the delay that she suffered over the years as an act of mercy. So for each of Count 1 and Count 3, she is sentenced to 6 years and 9 months’ imprisonment.
In respect of Count 2 and Count 4, the 2nd accused and the 3rd accused played a more serious role in that the 3rd accused manoeuvred the accounts under the 2nd accused’s close supervision and instructions. The 1st accused was in the know, and no doubt he was part of the conspiracy to defraud 462 and the stock exchange by using the false accounts. On the other hand, on the evidence adduced in this trial, he was not directly involved in the making of those false accounts, or he was not directly involved in the communication with 462 or ShineWing in respect of those accounts.
Taking into account all their conduct and the matters that I mentioned earlier, in respect of the 1st accused, for Counts 2 and 4 I will adopt a starting point of 7 years’ imprisonment. I will give him a further reduction of 6 months for his positive good character, and another three months for the delay that is suffered by him over the years as an act of mercy. So for each of Count 2 and Count 4, the 1st accused is sentenced to 6 years and 3 months’ imprisonment.
In respect of the 2nd accused, taking into account her leading role in Counts 2 and 4, I will adopt a starting point of 8 years, and I will give her a further reduction of 3 months in respect of the delay suffered over the years. So for the 2nd accused, for each of Count 2 and Count 4, she is sentenced to 7 years and 9 months’ imprisonment.
I accept that the 3rd accused played a lesser role but he was instrumental to the effective execution of the conspiracies. So in respect of Counts 2 and 4, I will adopt a starting point of 5 years against the 3rd accused, and I will give him a reduction of 3 months for the delay suffered over the years. So for each Counts 2 and 4, I will sentence the 3rd accused to 4 years and 9 months’ imprisonment.
Bearing in mind the principle of totality, I order that all the sentences on all counts to be served concurrently. So as a result, the 1st accused is sentenced to a total of 7 years and 3 months’ imprisonment. The 2nd accused is sentenced to a total of 7 years and 9 months’ imprisonment. The 3rd accused is sentenced to a total of 4 years and 9 months’ imprisonment.
The prosecution seeks a disqualification order under section 168E of the Companies Ordinance, Chapter 32. Having considered the facts of this case and all the circumstances, including the fact that the accused had already served 3 years and 3 months of the disqualification order, I direct that the 1st accused and the 2nd accused be disqualified from the management, etc, of a company or in any way directly or indirectly concerned with the management, etc, of a company for a period of 6 years and 9 months.
So these are the sentences I impose.