CACV 101/2023, [2025] HKCA 595

On Appeal From [2023] HKCFI 796

IN THE HIGH COURT OF THE

HONG KONG SPECIAL ADMINISTRATIVE REGION

COURT OF APPEAL

CIVIL APPEAL NO 101 OF 2023

(ON APPEAL FROM HCAL NO 366 OF 2022)

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J U D G M E N T

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Hon Chow JA (giving the Judgment of the Court):

INTRODUCTION

1. This is an appeal against the order of Coleman J refusing to grant leave to apply for judicial review of 2 restriction notices issued by the Securities and Futures Commission (“ SFC ”) under ss 204 and 205, on the basis of s 207(e), of the Securities and Futures Ordinance, Cap 571 (“ SFO ”) [1] .

2. The issue which arises for determination is whether the powers of the SFC to impose restrictions under ss 204 and 205 on the basis of s 207(e) do not satisfy the “prescribed by law” and/or “proportionality” requirements, and thus constitute an unlawful interference with the Applicants’ constitutional right to use property under Articles 6 and/or 105 of the Basic Law.

BASIC FACTS

(i) The Applicants

3. The Applicants are Mainland residents, and claim to be seasoned investors in securities:

(1) The 1 ^st and 2 ^nd Applicants each holds a trading account (“ A1 ESL Account ” and “ A2 ESL Account ” respectively, and “ ESL Accounts ” collectively) with a securities firm called Enlighten Securities Limited (“ ESL ”).

(2) The 2 ^nd Applicant also holds a trading account (“ FSI Account ”) with another securities firm called Futu Securities International (Hong Kong) Limited (“ FSI ”).

The ESL Accounts and FSI Account will collectively be referred to as the “ Target Accounts ” in this judgment.

4. ESL and FSI are each a licensed corporation under the SFO.

(ii) The SFC’s investigation of “ramp-and-dump” (唱高散貨) schemes in respect of Skymission and Wei Yuan shares

5. Skymission Group Holdings Limited (“ Skymission ”) is a formwork works subcontractor in Hong Kong, and its shares (with stock code 1429) were listed on the Main Board of The