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Scope and basis of right to disclosure of company and trust documents by potential beneficiary against third parties: Chan Laam & Ors v. King & Company (a firm) [2024] HKCFI 543

1 Mar 2024  |  Author: Kerby Lau

An issue that frequently arises in the context of trust and succession disputes is how to obtain documents held in the hands of third parties. Given that such information and documents are often crucial to enforcement of the beneficiary’s rights, being excluded from them entails serious consequences.

The recent case Chan Laam & Ors v. King & Company (a firm) [2024] HKCFI 543 offers clarity and comfort in this regard. There, the Court ordered the Defendant law firm to disclose inter alia (i) documents showing the 1st Plaintiff’s shareholding in a BVI company (“Kingsun”) (the “Company Documents”); and (ii) documents recording any trust under which the Plaintiffs (or any of them) is/are the beneficiary or object (the “Trust Documents”).


The 1st Plaintiff was in a long-standing relationship with the late Mr. Choy (the “Deceased”). The 2nd and 3rd Plaintiffs are their sons. To provide for the Plaintiffs, the Deceased purchased a property in the PRC (the “PRC Property”) and established a company (the “PRC Company”) to hold the PRC Property. The PRC Company was a wholly owned subsidiary of Kingsun,

The Plaintiffs were informed by the Deceased, amongst others, that (i) he had made arrangements to give the Plaintiffs the full beneficial ownership and control of the PRC Company, Kingsun and the PRC Property, (ii) he had signed and executed document(s) to that effect which was/were left with the Defendant; (iii) once the Deceased passed away Mr. Ching, partner of the Defendant, would contact the 1st Plaintiff.

After the Deceased passed away, the Plaintiffs made several attempts to seek the Trust Documents from the Defendant and Company Documents from Kingsun’s registered agent in the BVI, but all were unsuccessful. As a result, the Plaintiffs had no knowledge of the identities of (i) the trustee, if any, of any trust(s) set up by the Deceased in their favour, and (ii) the “authorized contact person” of Kingsun from whom information can be sought. It was under such circumstances that the disclosure application was made.

The Decision

In granting the Plaintiffs’ application, DHCJ Le Pichon approved a substantive right analysis.

Regarding the Company Documents, it was held that a shareholder’s right to inspect and access his company’s documents is an aspect of the shareholder’s proprietary interest in the company. As a matter of principle, this applies to a third party like the Defendant (see paras 28-29, 31).

Regarding the Trust Documents, it was held that the court has wide and flexible jurisdiction to order disclosure of trust documents to beneficiaries and equity should be protective of beneficiaries’ interest (see paras 37, 42). Murphy v Murphy [1999] 1 WLR 282 was recognized as authority for the proposition that a non-trustee may be ordered to disclose the names and addresses of the trustee (see para 40).

Insofar as pre-action discovery and Norwich Pharmacal principles are concerned, DHCJ Le Pichon saw no intrinsic objection to order disclosure on those grounds had it been necessary to consider the same.

Key Takeaway

This case clarifies and confirms the substantive rights of shareholders and beneficiaries (including potential beneficiaries) to obtain access to documents held by third parties, in order to ascertain and protect their rights in the company and trust respectively, which can be enforced against third parties other than the company and trustee in question.

In particular, this case confirms that the application of Murphy is not limited to cases where disclosure was sought against settlors, but extends to non-trustees in general, and the right of potential beneficiaries to access trust documents was affirmed.


Mr Kerby Lau, instructed by King & Wood Mallesons, for the 1st to 3rd Plaintiffs.

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