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The Market Misconduct Tribunal (MMT) has submitted its report to the Financial Secretary in respect of its proceedings in relation to dealings in the listed securities of Mirabell International Holdings Limited (Mirabell) on and between February 18, 2008 and February 22, 2008.
The Tribunal, chaired by the Honourable Mr Justice Lunn, sitting with Mrs Grace Chow and Ms Stephanie Wong as members, determined that Ms Liu Yan Yan had engaged in insider dealing. Ms Liu, being a person connected with Mirabell, and knowing it to be relevant information in connection with insider dealing in the Securities and Futures Ordinance (the Ordinance), disclosed to Mr Zhang Bi Jia that Belle International Holdings Limited (Belle) was to make a general cash offer for the shares of Mirabell above the last traded market price, prior to Mr Zhang's purchases of Mirabell shares commencing on February 21, 2008, knowing that he would make use of the information for the purpose of dealing in Mirabell shares, contrary to section 270(1)(c) of the Ordinance.
The Tribunal also determined that Mr Zhang had engaged in insider dealing in that he dealt in the shares of Mirabell on February 21 and 22, 2008 knowing that he had relevant information in relation to Mirabell. Mr Zhang had received the relevant information from Ms Liu, whom he knew to be connected with Mirabell and whom he knew to hold that information by reason of being so connected, contrary to section 270(1)(e) of the Ordinance.
The Tribunal determined that the profit gained as a result of the market misconduct was $74,473.55 and made the following orders against the above-named parties:
Ms Liu Yan Yan:
(i) pursuant to section 257(1)(e) of the Ordinance, that she pay the Government $1,021,493.16 in respect of its costs and expenses;
(ii) pursuant to section 257(1)(f) of the Ordinance, that she pay the Securities and Futures Commission (SFC) $137,184.93 in respect of its costs and expenses; and
(iii) pursuant to section 257(1)(g) of the Ordinance, that the Law Society of Hong Kong be recommended to take disciplinary action against Ms Liu.
Mr Zhang Bi Jia:
(i) pursuant to section 257(1)(d) of the Ordinance, that he pay the Government $74,473.55, being his profit gained by the market misconduct;
(ii) pursuant to section 257(1)(e) of the Ordinance, that he pay the Government $534,783.60 in respect of its costs and expenses;
(iii) pursuant to section 257(1)(f) of the Ordinance, that he pay SFC $107,401.13 in respect of its costs and expenses;
(iv) pursuant to section 257(1)(g) of the Ordinance, that SFC be recommended to take disciplinary action against Mr Zhang; and
(v) pursuant to section 259 of the Ordinance, that he pay the Government compound interest on the sum of $74,473.55 calculated at one yearly rests from March 4, 2008, at the rate from time to time applicable to judgement debts under section 49 of the High Court Ordinance, Cap 4.
The MMT proceedings in respect of Mirabell involved two "Specified Persons" and the receipt of oral testimony from four witnesses. ¡@The Tribunal sat on 12 hearing days.
A summary of the Tribunal's report is at the Annex.
Ends/Friday, November 5, 2010
Issued at HKT 16:35
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