Partner
Sam Yip
Biography
Sam Yip is a Hong Kong‑based litigation partner with extensive experience in complex commercial disputes, regulatory matters and cross‑border litigation. He focuses on shareholders’ and directors’ disputes, financial and securities litigation, SFC investigations, employment and restrictive covenant disputes, and high‑value contractual claims. Sam regularly acts for listed companies, financial institutions, private equity funds and high‑net‑worth individuals in contentious matters before the Hong Kong courts and arbitral tribunals. He is particularly experienced in matters involving regulatory compliance under the SFO, urgent injunctive relief, and cross‑border enforcement involving Mainland China and offshore jurisdictions. Sam is known for his strategic, detail‑driven approach and for delivering commercially focused, court‑ready solutions to complex disputes.
Experience
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Acted for the defendant in High Court proceedings seeking a stay of execution pending appeal following judgment enforcing an alleged contractual promise under an MOU. The application raised issues of contract formation and consideration, including whether any alleged obligation existed to support the promise and whether unpleaded forbearance to sue could constitute valid consideration. The matter involved appellate strategy and the principles governing stays pending appeal in Hong Kong. And act for the appellant appeals against a judgment ordering him to pay approximately HK$900 million, arguing that the MOU was wrongly held to be supported by consideration, and contends that there was neither any contractual obligation on the Plaintiffs to transfer fund interests nor any valid forbearance to sue, and that the trial judge erred in law and construction of the MOU.
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Acted for the Company concerns a winding‑up petition presented against it, which applies for a validation order on the basis that it is solvent and profitable, with assets substantially exceeding the alleged debt, and that no valid event of default or insolvency has arisen.
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Acted for Cayman SPC defendant in High Court commercial dispute defending US$5m claim involving alleged Quistclose trust, constructive trust and unjust enrichment arising from cross‑border fund subscription arrangements.
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Acted for the majority shareholder of a Hong Kong Main Board–listed company in contested High Court proceedings concerning the directors’ repeated adjournment of requisitioned extraordinary general meetings intended to remove the incumbent board. The case raised novel issues of corporate governance and statutory interpretation, including the proper construction of the company’s articles and whether directors may rely on adjournment powers to prevent shareholders from exercising voting rights. The matter involved allegations of ultra vires conduct, breach of fiduciary duties, and applications for injunctive and supervisory relief to secure the holding of shareholder meetings.
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Acted for the majority shareholder and its subsidiary in High Court proceedings arising from a large‑scale alleged conspiracy and misappropriation involving PRC operating subsidiaries. The matter concerned challenges to Hong Kong jurisdiction, service out of the jurisdiction, and forum non conveniens, with the defendants contending that the alleged wrongdoing, evidence, witnesses and governing law were overwhelmingly connected to Mainland China and that the claims should be stayed or dismissed in favour of proceedings before the Jiangsu courts.
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Acted for judgment creditor in High Court proceedings
- Secured full suite of enforcement measures, including ex parte Mareva injunction, charging order absolute over Hong Kong real property
- Obtaining summary judgment for US$5.48m under loan and guarantee arrangements, successfully resisting appeal on alleged sham/trust defence
- Obtained reciprocal cross-border enforcement order to support recovery against assets in Mainland China.
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Acted for a Mainland arbitration award creditor in presenting a winding-up petition in Hong Kong and assisting the court-appointed liquidator in seizing and realising the Company’s assets in Mainland China.
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Acted for judgment creditor in District Court enforcement proceedings obtaining an order for sale of residential property pursuant to a charging order absolute, to enforce an outstanding judgment debt exceeding HK$1.8m plus interest and costs.
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Acted for borrower in High Court mortgage enforcement proceedings
- Resisting lender’s claims exceeding HK$28m+ and advancing defences based on alleged agreement to withdraw proceedings and promissory estoppel.
- Advised on appellate strategy, including opposing security for costs application and pursuing appeal against summary judgment in the Court of Appeal, raising issues on estoppel and procedural fairness in loan enforcement.
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Acted for plaintiff in High Court proceedings concerning misdirected cross‑border payment (USD109k+), securing declaration that funds received by an intermediary were held on trust and obtaining order for release of monies paid into Court.
- Advised on intervention and recovery strategy in complex multi‑party dispute involving erroneous transfer via third‑party payer and tracing of funds, including interlocutory applications and evidential development for proprietary claims.
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Acted for multiple defendants in high‑value Hong Kong High Court fraud/misappropriation proceedings involving multi‑jurisdictional trading structure and alleged layered fund transfers, advancing defences based on absence of knowledge and bona fide receipt.
- Advised on complex unjust enrichment and constructive trust issues, including arguments that receipts were made in the ordinary course of business and held on trust for underlying principal, and resisting tracing-based claims.
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Company Restoration & Cross-Border Asset Recovery
- Acted for shareholder/director in company restoration application securing reinstatement of a dissolved Hong Kong company under ss.765–767 Companies Ordinance to enable pursuit of high‑value PRC claims arising from alleged forged loan/authorisation and misappropriation of factory assets and land use rights.
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Acted for defendant in Hong Kong District Court proceedings concerning a US$186k+ trade debt claim arising from alleged supply of electronic goods under purchase order arrangements.
- Defended claim involving issues of contractual formation and liability, including disputing enforceability of purchase orders and receipt‑based claims in delivered‑goods context.
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Acted in High Court proceedings under s.42 Companies Ordinance (Cap. 622), seeking rectification/removal of Companies Registry filings arising from unauthorised and factually inaccurate appointments of company secretary and authorised representative.
- Advised on contentious strategy concerning rectification vs removal of registry records, including arguments on material damage and statutory compliance implications arising from inaccurate corporate filings.
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Acted for 92 plaintiffs. this case arose from a fraudulent bullion‑trading scheme in which multiple plaintiffs claimed their funds were misappropriated through wrongful transactions conducted via the defendant’s platform, and they sought to maintain a proprietary and Mareva injunction over the defendant’s assets.
title
Partner
languages
English
Cantonese
Mandarin
education
LL.B., Renmin University of China
J.D., City University of Hong Kong
P.C.LL., City University of Hong Kong
jurisdiction
Hong Kong
professional qualifications
Member, The Law Society of Hong Kong – 2018
National Judicial Examination of the People’s Republic of China -2011