BUSINESS AND PROPERTY COURTS OF ENGLAND AND WALES
LONDON CIRCUIT COMMERCIAL COURT
Royal Courts of Justice, Rolls Building
Fetter Lane, London, EC4A 1NL
Before :
MR ANDREW HOCHHAUSER KC
(Sitting as a Deputy Judge of the High Court)
Between :
(1) XIONG WEI (2) WENDA CO LTD | Claimant |
- and – | |
WANG JINHONG | Defendant |
Simon Milnes KC and Matthew McGonagle (instructed by Sherrards Solicitors LLP) for the Claimants
Anthony Jones (instructed by Lawdit Solicitors Ltd) for the Defendant
Hearing dates: 17th November (reading) and 18th, 19th, 20th November 2025
Approved Judgment
MR ANDREW HOCHHAUSER KC :
Introduction
This is a claim brought by the Claimants, a Chinese company, the Second Claimant, Wenda Co Ltd (“Wenda”) and its director, the First Claimant, Mr Xiong Wei (“Mr Xiong”) (collectively the “Claimants”), to enforce by action at common law in this jurisdiction a judgment in the sum of US$2,129,116 together with interest (the “Chinese Judgment”) granted against the Defendant, Ms Wang Jinhong, by the first instance court, Intermediate People’s Court of Dalian City, Liaoning Province in the People’s Republic of China (the “Dalian Court”). It is effective and enforceable under the Chinese legal system, having been confirmed on appeal by the Liaoning High Court (the “Liaoning High Court”), and then additionally allowed to stand again by the Liaoning High Court following a retrial application (the “Retrial Judgment”).
The Claimants commenced these proceedings by issuing the claim form on 3 June 2024. It was served on the Defendant c/o Lawdit Solicitors on 24 June 2024 pursuant to the Order of Dias J.
The Defendant denies that the Claimants are entitled to enforce the Chinese Judgment in this jurisdiction because:
the Chinese Judgment is not ‘final and conclusive’ within the meaning of that phrase as part of the test under English law for the enforcement of foreign judgments by action at common law (“Issue 1”); and
the Chinese Judgment is impeachable because the proceedings relating to it were opposed to natural justice, because the relevant Chinese Court failed to give any, or any adequate, consideration to the reports from certain auditors submitted by the Defendant on an application to the Liaoning High Court for a retrial (“Issue 2”).
Background
The Chinese proceedings were a derivative claim, brought by Mr Xiong for the benefit of Wenda. The Chinese Judgment orders the Defendant to pay Wenda US$2,129,116 plus interest calculated in a specified manner. To date nothing has been paid by the Defendant.
Wenda is a Chinese company which manufactures and trades in food ingredient chemicals, with its main export markets being Europe and the Americas. Mr Xiong is its founder and Chairman.
Wenda employed the Defendant in 2004 as its Chief Financial Officer. In 2009, she acquired a shareholding of about 9% in Wenda and became one of its directors. She remained a director and senior employee until 2018.
In 2012, pursuant to proposals put forward by the Defendant, Wenda incorporated a wholly owned English subsidiary company, Syner Ltd (“Syner”), for the purpose of accessing invoice-based financing in the UK financial market at competitive rates to improve Wenda’s cashflow on its overseas sales. In 2012, the Defendant relocated to London to manage the invoice financing arrangement from there. Syner was incorporated in September 2012. The Defendant was its sole director and controlled the invoice financing arrangements.
Wenda’s case is that it capitalised Syner in 2013 with US$2.2 million, namely US$1 million by way of paid-up share capital and US$1.2 million by way of further shareholder funding.
It is common ground that on or about 1 March 2016, Wenda and the Defendant executed a Share Transfer Agreement bearing that date (the “STA”)which provided that the shares in Syner would be transferred from Wenda to the Defendant in return for payment of Syner’s net equity value, with the valuation to be finalised by end of July 2017, although in the event no valuation was carried out by that time.
It is further agreed that in or about late September 2017, the Defendant caused herself to be registered as the sole shareholder of Syner, having not paid Wenda any amount in return for the shares. Whether that was legitimate – i.e. whether the true agreements concluded between Wenda and Ms Wang were such that the Defendant was entitled to obtain the shares in Syner for zero consideration - was the subject matter of the dispute in the Chinese proceedings leading to the Chinese Judgment.
The Defendant’s case is that she lent US$2.2 million to Syner. Instead of recalling the loan, she agreed to convert that loan into equity and take the shares in Syner in exchange, with a transfer price reflecting the net asset value of the company. The net asset value as at the date of transfer was a negative US$70,884 because of its indebtedness to the Defendant, but the Claimants and the Chinese judgment have said that she is bound to pay the net asset value of the company at the point after the loan was waived, when Syner had the benefit of the US$2.2 million loan, but no indebtedness. The Defendant contends that in effect she was therefore being asked to pay twice for the Syner shares transferred under the STA.
The Claimant’s case was that the Defendant’s assertions about having made a loan were
not evidenced in the Chinese litigation; and
a fictitious device created as a pretext to justify her having obtained registration of the shares into her own name without Wenda having received anything for them nor ever been asked to execute a share transfer form.
The Chinese proceedings leading to the Chinese Judgment
The First Instance Hearings
The history of the Chinese proceedings is set out in detail in the second witness statement of Mr Yang Jian (“Mr Yang”) dated 30 June 2025. He was the lawyer who represented the Claimants in those proceedings. As stated above, the claim was a derivative action brought by Mr Xiong for the benefit of Wenda in the Dalian Court. Pursuant to the applicable provisions of Chinese company law, Mr Xiong first requested Wenda’s Board of Supervisors to initiate the claim, and when they did not, he initiated it himself on 27 December 2019.
After several unsuccessful methods to effect service, on 16 January 2020, the Court served the proceedings by public announcement, which service was deemed to take effect after 60 days.
The first hearing took place on 17 April 2020. The Defendant did not appear, the Court noting that the Defendant had been duly summoned but had failed to appear without justifiable reasons. The hearing thus proceeded in her absence.
The first hearing was, however, superseded. In about May or June 2020, the presiding judge, Mr Dong Yingjie, contacted Mr Yang and informed him that Ms Wang wished to participate in the proceedings and was preparing to appoint a lawyer, and that given the extraordinary circumstances of the pandemic, the court planned to reschedule a fresh hearing to allow Ms Wang to participate. Mr Yang agreed to this proposal. The resumed evidentiary hearing was fixed for 16 October 2020.
In January 2020, Ms Wang had become a UK citizen and in order to represent a foreign citizen in a Chinese court, her lawyer was required to present a notarised and legalised power of attorney. Her lawyer, Mr Song Shijun, was recognised as her attorney on 3 September 2020.
In the Dalian Court, despite putting in written submissions and some documentary evidence, Ms Wang did not rely on any payment by her of US$2.2 million to Syner as a basis for asserting that the transfer price for the shares should be zero. Ms Wang’s defence averred that the transfer price for the Syner shares should be zero because Wanda had never capitalised Syner with US$2.2.m.
Among the documents on which Ms Wang relied before the Dalian Court, two were challenged by Wenda on the basis that they were inauthentic (the “Disputed Documents”). These were entitled “About the transfer price of Syner Ltd” and “Agreement on Internal Capital Treatment and Related Accounting Treatment”.
Under Chinese procedural law, where a party contests the authenticity of a document, the court will choose an appraisal institution selected by lottery to appraise the documents and their authenticity. Wenda applied for such an appraisal.
Suffice it to say that the Defendant did not comply with the deadlines for submitting the Disputed Documents to the appraisal institution, the final one being 22 January 2021. As a consequence, the Dalian Court ordered that she could not rely on them.
On 19 April 2021, the Dalian Court gave judgment in favour of the Claimants, ordering Ms Wang to pay Wenda US$2,129,116 plus interest calculated in a specified manner.
Appeal to the Liaoning High Court – the second instance hearing
The Defendant exercised her right of appeal to the relevant higher court, the Liaoning High Court, advancing substantially the same case as she had advanced below. The hearing took place on 8 December 2021 with both parties being represented.
On 11 November 2022, the Liaoning High Court gave judgment dismissing the appeal. It is common ground that at this point the Chinese Judgment in Wenda’s favour became final and enforceable under Chinese law.
The Defendant’s application for a retrial to the Liaoning High Court
On 10 May 2023, the Defendant submitted a motion for a retrial before the Liaoning High Court (the “Retrial Application”). Under Chinese law, in contrast to an appeal, a retrial is an extraordinary remedy that is only available in very specific circumstances, which are set out in the various sub-provisions of Article 211 (formerly Article 207 pre-2023) of the Civil Procedure Law of the People’s Republic of China (2023 Amendment) (the “Civil Procedure Law”). The former Article 207 and the current Article 211 are in the same terms. I refer, as the parties and the experts did, to Article 211.
Ms Wang’s Retrial Application was based on Article 211(2) and 211(6) of the Civil Procedure Law (which were at that time numbered 207(2) and 207(6). These provide that the People’s Court shall conduct a retrial if :
“(2) The basic facts found in the original judgment or ruling are not evidenced; …
(6) There is any erroneous application of law in the original judgment or ruling.”
It is to be noted that the Defendant did not rely on Article 211(1) (then numbered 207(1)) which states
“(1) There is any new evidence which suffices to overturn the original judgment or ruling.”
In the Retrial Application, Ms Wang sought for the first time to adduce and rely upon two new pieces of evidence, containing certain materials from auditors. One was a report written in English by a Mr Henry Leapman, a partner in a UK accountancy firm called Leapman Weiss, which firm were the auditors of Syner since the inception of the company. It was dated 5 May 2021 and entitled “Report on Transfer of Shares in Syner Ltd from Wenda Co Ltd (China) to Ms Jinhong Wang in September 2017” (the “Leapman Weiss Report”). The other was a report which was written in Chinese and dated 12 April 2023 from a Chinese accounting firm called Dalian Sanmai United CPA (the “Sanmai Report”), which commented upon the Leapman Weiss Report.
The Claimants objected to the authenticity, validity and relevance of these materials. The Liaoning High Court noted the Claimants’ argument that “according to the audit conducted in the UK by Wang Jinhong, it cannot conclude that the share capital of 2.2 million US dollars in the accounting book of Syner Company on September 30, 2017, was from Wang Jinhong.”
The supervisory division of the Liaoning High Court considered Ms Wang’s retrial application on the papers and concluded that her application did not demonstrate any sufficient grounds for ordering a retrial. It therefore dismissed her application by a ruling dated 13 November 2023.
Thereafter, on 4 March 2025, Wenda complained to the Department of Finances of Liaoning Province (the “Department”) about Sanmai’s purported audit report, leading to an investigation of Sanmai by that Department. On 8 July 2025, Sanmai “cancelled” its audit report. The Department’s investigation concluded that Sanmai had failed to perform necessary audit procedures and did not obtain appropriate audit evidence. In a letter dated 8 July 2025, the Department wrote to Wenda, stating, inter alia:
“…After inspection it was found that the audit report failed to perform the necessary audit procedures and obtain sufficient and appropriate audit evidence. Sanmai Firm and the relevant certified public accountants signed and recognised the inspection conclusion. On July 8 Sanmai Firm reached an agreement with Wang Jinhong, the entrusting party of the audit project and signed the “Agreement on Terminating the Business Agreement and Withdrawing the Audit Report and cancelled “Da San Mai Shen [2023] No 92 Audit Report in the filing system on the same day. According to the feedback from Sanmai Firm, the report has not been accepted as valid evidence.”
Ms Wang’s application to the Liaoning Province People’s Procuratorate
On 1 August 2024, Ms Wang applied to the Liaoning Province People’s Procuratorate (the “Procuratorate”), a supervisory body with authority to recommend a retrial (the “Supervision Application”). On 3 September 2024, the Procuratorate issued a “Notice of Acceptance”, which accepted her complaint for examination.
Both parties’ experts agreed that the finality and effectiveness of the Chinese Judgment is not affected whilst the review is on foot but, were the Procuratorate to find the application well-founded and to submit the suggestion for a retrial to the Liaoning High Court, that court would have three months to decide whether or not to adopt the suggestion and hold a retrial. If it decided to order a retrial, the enforcement process in China would be suspended upon issuance of that ruling and “the validity of the effective judgment will then enter into an uncertain status pending the outcome of the retrial.” (Footnote: 1) During closing arguments, there was some discussion as to how to deal with the position practically were I to conclude that the Chinese Judgment was enforceable, if the Procuratorate’s decision was pending.
In the event, on 10 March 2026, the Procuratorate rejected the Supervision Application. It is common ground therefore that, according to Chinese law, the Chinese Judgment remains final and effective. I was informed of the Procuratorate’s decision by a letter from the Claimants’ solicitors dated 8 April 2026, which included an English translation of the decision. I invited the parties to make further submissions on the consequences of this. These were received on 13 and 14 April 2026. At paragraphs 21-23 of his submissions, Mr Coyle of Lawdit Solicitors, instructed by the Defendant, stated that the Defendant had applied to the Supreme People’s Procuratorate (the “SPP”) for a review of the Procuratorate decision, apparently “pursuant to Article 126(1)(3) of the Supervision Rules.” As the Claimants pointed out in their reply submissions, no evidence was provided of such an application having been brought, nor of the SPP having received or accepted an application by the Defendant. Since 12 April 2026, no evidence whatsoever has been produced. In those circumstances I reject the Defendant’s submission that the Chinese supervisory and judicial process is therefore not exhausted.
The Hearing
The Claimants were represented by Mr Simon Milnes KC, leading Mr Matthew McGonagle. The Defendant was represented by Mr Anthony Jones. I am grateful to all Counsel for their helpful written and oral submissions.
The pleaded Defence
At the outset of the hearing, the Claimants protested that the issues raised in Mr Jones’ opening skeleton went far beyond the pleaded Defence and as a consequence they had served a supplemental skeleton. In essence, they submitted that the Defendant was seeking to relitigate in England the defence which she had lost in China. I therefore was at pains to clarify the position. Mr Jones confirmed that he was not seeking to go beyond the Defence as pleaded. I therefore set out the material passages here.
Paragraph 10.2 of the Defence states:
“10.2.1 The Chinese Judgment is not “final and conclusive” in the relevant sense. The Defendant repeats paragraph 9.1 of this Defence above; and
10.2.2 The proceedings leading to the Chinese Judgment entailed breaches of natural justice. The Defendant repeats paragraphs 4 to 7 of the Defence above.”
Paragraph 9.1 of the Defence states:
“The Chinese Judgment is not “final and conclusive” in the relevant sense justifying the present enforcement proceedings because the Chinese Judgment is currently subject to review by the Procuratorate and is liable, following such a review, to be set aside, with a retrial ordered.”
Paragraphs 4 to 7 of the Defence state:
“4. The Defendant notes and avers that the Intermediate People’s Court of Dalian City (“the Chinese Court”) failed to give any or any adequate consideration to the evidence provided on behalf of the Defendant by the auditor of Syner regarding the proper valuation of the Syner shares and the provenance of the Defendant’s investment of USD 2.2m. The absence of any reference to the auditor’s evidence is patent on the face of the Chinese Judgment and demonstrates that the fundamental basis of the Defendant’s defence – namely that she was not obliged to make any payment for the transfer of the Syner shares given their value as against her historic investment – was not considered.
5. The audit report from Leapman Weiss Chartered Accountants (UK) and another from China Dalian Sanmai United CPA Firm both confirmed that Syner’s net asset value in September 2017 was negative USD $70,884, which reflected the Defendant’s own USD $2.2m investment.
6. Further, the Defendant notes and avers that the Claimants failed to provide the original agreement concerning the transfer of the Syner shares to the Chinese Court.
7. In the light of the failure of the Chinese Court to consider the evidence upon which the Defendant’s defence was based, the Defendant applied to… the Procuratorate. The Procuratorate has formally accepted to review the case on 3 September 2024. The review process is underway, and the hearing was held on 19 November 2024. In the event that the Procuratorate considers the Defendant’s application to be well founded, then the Procuratorate is entitled to set aside the Chinese Judgment and order a retrial. To the extent that this statement of Chinese law is not agreed, the Defendant will seek permission to rely upon expert evidence regarding Chinese law in this regard. The Defendant notes and avers that, in the circumstances, the proceedings leading to the Chinese Judgment entailed a breach of natural justice.”
I would point out that it was accepted by Mr Jones in closing that the contention in paragraph 4 of the Defence was untenable because it was only in the Liaoning High Court on the Defendant's Retrial Application that the evidence of the auditor of Syner was presented for the first time. That is an important point. He therefore sought to amend that paragraph of his pleading to substitute the reference to the Dalian Court with a reference to the Liaoning High Court in determining the application for a retrial. Given that the arguments of both parties had been directed to the decision of Liaoning High Court in determining the Retrial Application, I granted this application without requiring a formal amendment, given the Claimants were prepared to proceed on this basis. (Footnote: 2) In relation to paragraph 5, in closing Mr Jones acknowledged that the Sanmai report cannot be relied upon in China and therefore accepted it is of no significance in this case. (Footnote: 3)
The Evidence
A great deal of the factual and expert evidence was undisputed. By a consent Order for Directions dated 27 March 2025, each party was limited to one factual witness, and permission had been granted to call one expert witness on Chinese Law, including in relation to the procedural rules and practice relating to the Chinese Courts. Although the Defendant’s Case Management Information Sheet dated 26 March 2025 had indicated that the Defendant and her expert in Chinese Law, Ruth Qingru Guo (“Ms Guo”), an attorney at Yingke Law Firm in Beijing, China, both intended to give their evidence remotely from China, by the date of the hearing, her solicitors had failed to obtain the requisite permissions from the Chinese judicial authorities to enable such evidence to be given lawfully from there. Neither attended the hearing and I refused permission for the evidence to be given remotely with the application for the requisite permission to be made retrospectively. That appeared to me to be wholly inappropriate. As it transpired, had such a course of action been taken, from the evidence subsequently adduced by the Claimants, it could have caused considerable difficulties.
As a consequence, I only heard live evidence from the Claimants. Mr Yang Jian (“Mr Yang”) was their factual witness. He is a lawyer and a partner in the firm of Liaoning Wuyu Law Firm in Liaoning Province in China. He had conduct of the Chinese legal proceedings on behalf of the Claimants, giving rise to the Chinese Judgment. He gave evidence through an interpreter. I found him to be a reliable witness, who did his best to assist the Court. At the hearing he put in evidence his second and third witness statements. By consent, the Claimants also adduced a fourth witness statement from him dated 10 November 2025 and an exhibit YJ4 to verify the interest rate source data, backing up the Claimants’ interest calculation based on the rate as ordered in the Chinese Judgment. As at 22 May 2024, the interest stood at US$ 810,305.09.
The Claimants’ expert was Dihuang Song (“Mr Song”). His evidence was principally given in English, although he called upon the assistance of an interpreter from time to time. I found him to be a careful, reliable witness.
The Defendant’s Evidence
Since no oral evidence was to be given, Mr Jones applied for two paragraphs only of the third witness statement of Ms Wang, namely paragraphs 9 and 22 to be adduced in evidence, with such weight being given to them as I thought appropriate. The Claimants did not oppose such a course, although they sought permission to adduce a witness statement dealing with matters which they said went to the weight to be attached to such evidence. The Claimants contended that Ms Wang was well aware of the need to obtain the necessary approval from the Chinese authorities and the failure to do so was a deliberate attempt to avoid being cross-examined on her evidence and that of her expert.
In support of that submission, the Claimants served a witness statement dated 18 November 2025 from Brent D. Tinkham (“Mr Tinkham”), an Illinois attorney and a partner in the law firm of Taylor Miller LLC, which represents the Claimants and other parties in related proceedings in that jurisdiction, initially brought by Ms Wang individually and derivatively on behalf of Wenda and a company called Effs Global Investment Co. Ltd (“Effs”). Ms Wang is the main witness for Effs and Mr Xiong is the main witness for the Defendant. The essence of Mr Tinkham’s evidence was that because of the events relating to the deposition of Mr Xiong in September 2025 at which Ms Wang was to be in attendance, Effs’ US attorney, Mr Kummer became aware that it is not possible to obtain permission from the Chinese authorities to give evidence by video-link from China to a court in another jurisdiction. The Claimants therefore sought to infer that Ms Wang would have been made aware of this. In reply, Ms Wang served a sixth witness statement dated 19 November 2025, stating that she could not “recall exactly whether my US lawyer explained to me the full details of the Hague Convention and specific legal requirements of giving remote evidence from China.” She went on to state that there was no discussion with her US attorneys about the legal position or requirements for giving remote evidence from China to a UK court and she was unaware of such a requirement until informed by her English solicitors on 17 November 2025.
Given the statement by Mr Coyle, Ms Wang’s solicitor, to the court on 17 November 2025 that the omission to seek permission (or indeed the failure to discover that such permission was unlikely to be granted) was due to an oversight on his part because he was dealing with a family bereavement, I accept the evidence in Ms Wang’s sixth witness statement. I do not find that this was a deliberate attempt by her to avoid being cross-examined on her part. This does not therefore impact adversely on my assessment of the limited extracts of her evidence which have been permitted to be adduced. I will address that evidence when addressing Issue 2.
The expert evidence
The ambit of the dispute between the parties’ experts was not great, as their Joint Report dated 9 September 2025 makes clear. Ms Guo was not a wholly independent expert because her law firm represented the Defendant in the retrial proceedings in the Liaoning High Court. In her first report, however, she ignored the point that the Defendant had not relied on Article 211(1) when seeking a retrial. In her second report, she explained at paragraph 13 that “… it should be noted that Mr Song’s analysis rests on Ms. Wang’s application to the court. That document was not disclosed to me by Lawdit, nor was it exhibited in Mr Song’s first report.”.
Since the Defendant’s case on natural justice concerned the ignoring of the Leapman Weiss Report, and that report was only submitted at the Retrial Application stage, the Defendant’s Retrial Application was central to the issues she was asked to consider. It is therefore surprising that she did not consider the basis of the Retrial Application, in relation to which her firm acted for the Defendant, and it had not been provided to her by the Defendant’s solicitors, being part of the Claimants’ disclosure. Furthermore, for the reasons explained above, she did not attend for cross-examination. Consequently, insofar as there was a difference between the written evidence of the Defendant’s expert, Ms Guo, and Mr Song’s evidence, I preferred his evidence, it having been tested by cross-examination.
Issue 1 – is the Chinese Judgment “final and conclusive”?
In my judgment, after the Procuratorate’s dismissal on 10 March 2026 of the Defendant’s Supervision Application, it is plain that the Chinese Judgment is “final and conclusive” within the meaning of English law. I refer to paragraph 33 above. That disposes of the point made in paragraph 9.1 of the Defence.
Although it is not necessary for me to determine the matter before the outcome of the Supervision Application, because it was fully argued, I will now consider whether the possibility that the Procuratorate might have recommended a retrial detracted from the status of the Chinese Judgment as being “final and conclusive” at the date of the hearing before me.
The Defendant’s submissions
Mr Jones realistically acknowledged at paragraph 10 of his closing written submissions that his case on the first issue was “more challenging”. He submitted:
The observation in Rule 46 of Dicey that a judgment ‘may be final and conclusive, though it is subject to an appeal, and though an appeal against it is actually pending’ goes no further than facilitating a finding of finality and conclusiveness despite an appeal, rather than mandating such a finding; and
The case of Nouvion v Freeman(1889) 15 App Cas 1 (HL) provides that the hallmark of finality and conclusiveness is where a Court has ‘entertained all the controversies between the parties which they could and chose to raise’ and has ‘come to a conclusion, which is presumed to be accurate:’ He contended that this was not the case here.
He also relied on the decision of Diplock J (as he then was) in Blohn v Desser [1962] 2 QB 116, where he held that an Austrian judgment against an unincorporated partnership was not final and conclusive for the purposes of enforcement in England because the defendant still retained arguments to deny her own liability which had not been addressed in the Austrian proceedings. He relied upon the following passages in the judgment at p125:
‘It is irrelevant that the first defendant has not sought, in the present action on the judgment, to raise the only kinds of defences which would have been available to her had she been sued personally in Austria after the judgment against the partnership firm had been given. The question is not whether she could have successfully defended an action in Austria, but whether the judgment against the partnership firm on which she is sued in England falls within the category of a final and conclusive judgment against her – a category of judgment which alone the English courts will enforce.
Interesting questions might have arisen had the plaintiff, instead of suing on the judgment, sought to rely upon it as an estoppel by res judicata by way of reply to the defence to the cause of action on the bill of exchange that it was accepted without authority, but this has not been pleaded and fortunately I need not consider it.’
Here, he submitted:
The Chinese proceedings have not addressed the Defendant’s main argument that, according to Syner’s financial records, the value of Syner at the time of the share transfer (at which point Syner’s indebtedness to the Defendant was US$2.2 million) was zero. The key controversy raised by the Defendant has not been entertained and the Chinese Courts have not reached a conclusion on it;
The Procuratorate application has the potential to result in an order for retrial and the removal entirely of the Chinese Judgment;
The Defendant’s application is one of a very small number of applications accepted by provincial-level procuratorates across China: only just over 3% of procuratorate petitions accepted are challenges to provincial-level courts. Mr Yang confirmed that ‘only a very, very small number of cases will be referred to the Liaoning Province Procuratorate:’;
The Procuratorate could have terminated the application at any time in the 14 months since acceptance, but has not done so;
All these factors support an inference that the application is meritorious, otherwise it would have been one of the vast majority of applications against a province-level court never taken up, or would have been dismissed during the 14 months which have elapsed; and
As a result, the Chinese Judgment is – as a matter of substance – not a final and conclusive judgment in English law, and, for good measure, its disruption appears only a matter of time in China.
The Claimants submitted that:
Whether the Chinese Judgment is “final and conclusive” is a question of English law, i.e. of application of the English law concept of “final and conclusive” to the nature of the Chinese Judgment as this Court finds it to be in the light of the Chinese law materials adduced by the parties;
The experts are agreed that the Chinese judgment is final, binding and enforceable: §3 of the Experts’ Joint Report. It clearly has the status of a res judicata under the Chinese system;
It is plain that the Chinese Judgment is “final and conclusive” within the meaning of English law. The possibility that the Procuratorate might recommend a retrial does not detract from the status of the Chinese Judgment now as a res judicata between the parties;
The decisions of Nouvion v Freeman and Blohn v Desser do not assist the Defendant. Properly analysed, each involved a situation where the foreign judgment did not give rise to a res judicata between the relevant parties.
In Nouvion, the judgment was of a special – indeed “peculiar” (Footnote: 4) – kind, a ‘remate’ judgment issued after ‘remate’ proceedings (also referred to as ‘executive’ proceedings), in which only certain defences, such as waiver or payment, could be raised; in the ‘remate’ proceedings the defendant could not challenge the existence of the contract said to contain the relevant obligation. But the ‘remate’ judgment left each party free to commence ‘ordinary’ (also called ‘plenary’) proceedings, before which all defences could be taken, and in those ordinary proceedings the remate judgment would have no preclusive effect. It is plain that the remate judgment did not give rise to a res judicata and did not preclude the defendant from having the question of his liability decided afresh by the same court as had issued the ‘remate’ judgment;
In Blohn, the relevant Austrian judgment had been given against a partnership, not against the individual partner, the defendant in the English enforcement proceedings. Under Austrian law, the judgment against the partnership was not given against the individual partners personally. It was not enforceable in Austria against the assets of individual partners (as opposed to against the assets of the partnership): [see p120 of the judgment]. To hold an individual partner personally liable, a further action would need to have been brought. In such a further action against the individual partner, the individual partner would have been free to raise various defences which would not have been available to the partnership. It appears that no further action had been brought in Austria against the defendant. In those circumstances, the judgment obtained against the partnership was not “final and conclusive” against the individual partner. It would be surprising if an enforcement action in England could permit enforcement of a judgment against a partner as an individual which was not even enforceable against the individual partner in its original forum. Blohn is thus fully in line with the proposition stated in Dicey §14-027. The Austrian judgment was not “final and conclusive” against the individual partner because it did not give rise to a res judicata against the individual partner. The individual partner was not yet liable, and she remained free to contest liability in the same court, if she were to be sued individually;
Insofar as it is suggested on behalf of the Defendant that these decisions are authority for the proposition that a judgment is not “final and conclusive” if the court had missed one of the arguments which a party had raised, it is without foundation. It is not supported by Nouvion, where the special ‘remate’ proceedings per se excluded certain defences but allowed the whole question of liability to be reopened in ‘ordinary’ proceedings in the same court, nor by Blohn, where the foreign judgment was itself not effective or binding against the individual partner.
Discussion and conclusion on Issue 1
For the reason given below, I have reached the conclusion that the Chinese Judgment was final and conclusive, despite the pending decision of the Procuratorate on the Supervision Application. The possibility that the Procuratorate might have recommended a retrial, in my judgment, does not detract from the status of the Chinese Judgment as a res judicata between the parties at the date of the hearing before me.
A foreign judgment is enforceable by action at common law, provided it was issued by a court with jurisdiction over the defendant and is not a judgment for a tax or penalty (which matters are not in issue here), and is final and conclusive: see Dicey, Morris and Collins on the Conflict of Laws (16th Ed) (“Dicey”), Rule 46.
It is well established that a judgment can be “final and conclusive” notwithstanding that it remains subject to an appeal. See Dicey, Rule 46(2), Colt v Sarlie (No. 2) [1966] 1 WLR 1287 at 1291B per Lord Denning MR) and, Transworld Payment Solutions UK Limited and others v First Curacao International Bank NV [2025] EWHC 2480 (Ch). If the foreign judgment is set aside on appeal in the foreign forum, the English court can set aside the enforcing judgment under CPR 3.1(7): see Motorola v Hytera [2025] EWHC 257.
I prefer the analysis of the Claimants in relation to the Nouvion and Blohn decisions. Those authorities, properly considered, do not support a proposition that a judgment is not “final and conclusive” if the court had missed one of the arguments which a party had raised.
The Defence therefore fails on the first issue, and I find it would have failed even before the outcome of the Supervision Application was known.
Issue 2 – Has there been a breach of natural justice which prevents enforcement of the Chinese Judgment?
The Law
There was little controversy as to the applicable legal principles and relevant authorities, although the parties each emphasised different aspects.
The Court may refuse to enforce a foreign judgment where the proceedings in which it was obtained were contrary to natural justice: Dicey, Rule 55. The “breach of natural justice” exception is a restrictive one: see Pemberton v Hughes [1899] 1 Ch 781 (CA), where Lord Lindley held (at p790) that “English Courts [would] never investigate the propriety of the proceedings in [a] foreign Court, unless they offend against English views of substantial justice. Where no substantial justice, according to English notions, is offended, all that English courts look to is” the finality of the judgment and the competence of the foreign court to make it.
The relevant principles were summarised by Simon J (as he then was) in JSC VTB Bank v Skurikhin [2014] EWHC 271 (Comm) at [34]-[36] where he stated:
‘34. The Court’s view of what may be inconsistent with natural justice, and the related concept of ‘substantial justice’ emerges clearly in the judgment of Sir Nathaniel Lindley MR in Pemberton v Hughes [1899] 1 Ch 781, 790:
“If a judgment is pronounced by a foreign court over persons within its jurisdiction and in a matter with which it is competent to deal, English courts never investigate the propriety of the proceedings in the foreign court, unless they offend against English views of substantial justice.”
35. The focus is likely to be on the regularity of proceedings, since it is clear that a foreign judgment cannot be impeached on the basis of the English court’s view of the overall merits of the claim which led to the order …
36. The Court’s view of natural and substantial justice will now take into account the right to a fair trial. It was in this context that Mr Dunning referred to Merchant International v Natsionalna [2011] EWHC 1820 (Comm), where it was contended that a default judgment of the Ukraine courts should not be recognised because it involved a breach of the claimant’s rights under article 6 of the ECHR; and that consequently its enforcement would be in breach of English law rules of public policy. At [31] David Steel J accepted the principle.
“It is well established that a foreign judgment is impeachable on the ground that its recognition would be contrary to public policy … Accordingly, if the recognition of a foreign judgment would be contrary to the Convention, recognition will in principle be refused. Indeed, this outcome is not so much driven by considerations of public policy as by the terms of Section 6 of the [Human Rights Act 1998].”’
Mr Milnes drew my attention to the decision of Cockerill J (as she then was) in SAS Institute Inc v World Programming Limited [2018] EWHC 3452 (Comm) at [205], where she said:
“It is for this reason that the authorities tend to suggest that the Court’s primary concern is with procedural fairness. So long as a claimant or defendant has a fair opportunity to put its case the Court will not generally take the view that another court's proceedings offend against English views of substantial justice.”:
Mr Jones relied upon two decisions of the European Court. The first is Perez v France [2004] ECHR 72; (2005) 40 EHRR 39 at [80], where the Grand Chamber stated:
“…The purpose of the Convention being to guarantee not rights that are theoretical or illusory but rights that are practical and effective…, this right can only be seen to be effective if the observations are actually “heard,” that is duly considered by the trial court. In other words, the effect of Article 6 is, among others, to place the “tribunal” under a duty to conduct a proper examination of the submissions, arguments and evidence adduced by the parties, without prejudice to its assessment of whether they are relevant.”
The second is Suominen v Finland [2003] ECHR 330 at [36]-[37]:
“36. The Court notes that, even though a domestic court has a certain margin of appreciation when choosing arguments in a particular case and admitting evidence in support of the parties’ submissions, an authority is obliged to justify its activities by giving reasons for its decisions …
37. The Court emphasises that a further function of a reasoned decision is to demonstrate to the parties that they have been heard. Moreover, a reasoned decision affords a party the possibility to appeal against it, as well as the possibility of having the decision reviewed by an appellate body. It is only by giving a reasoned decision that there can be public scrutiny of the administration of justice …”
He also referred to the observations of Lord Hoffmann in R v Jones [2003] 1 AC 1at [20] noting that the question of a breach of fair hearing rights is ‘whether on the particular facts of the case the proceedings, taken as a whole and including the appellate process, satisfied the requirements of the Convention.’
Mr Milnes in response, relied on the decision of the House of Lords in Government of USA v Montgomery(No 2) [2004] 1 WLR 2241 at [26]-[28], where Lord Carswell, giving the only reasoned speech, with which all the other members of the court agreed, in which he held that a claim to enforce a judgment issued by a non-party to the ECHR, enforcement can only be refused based on an ECHR standard (such as Art. 6, ECHR) if the deviation from what the ECHR would require is “flagrant” or a virtually complete denial of Article 6 rights.
The Chinese Procedural Law, their Rules and their hierarchy
Although it was common ground that an English court should not enforce a foreign judgment if there is a patent error, which “‘offend[s] against English views of substantial justice:’ JSC VTB Bank v Skurikhin [2014] EWHC 271 (Comm) at [34], quoting Pemberton v Hughes [1899] 1 Ch 781, 790 and the Defendant emphasised “compliance with Chinese procedure is not determinative” (Footnote: 5), a great deal of time was spent at the hearing on the Chinese procedural law and various Chinese procedural rules and their hierarchy.
I attach to this judgment an agreed table setting out the main provisions of Chinese law referenced in the proceedings. In relation to the hierarchy of laws, the material statute is the Civil Procedure Law, below that is the Supreme People’s Court Interpretation on the Application of the Civil Procedure Law (the “Interpretation”), the judicial guidance, and below that the Notice of the Supreme People's Court on Issuing Several Opinions on Accepting and Examining the Petitions for Retrial of Civil Cases (the “Notice of the Supreme People’s Court”), which is further judicial guidance of lesser status.
The Defendant’s submissions
By closing, the focus of the Defendant's case was on the treatment of the Leapman Weiss report by the Liaoning High Court in relation to the Retrial Application, Mr Jones having accepted that he could not rely on the Sanmai report – see paragraph 39 above.
Although paragraph 6 of the Defence referred to the Claimants’ failure to provide the original agreement concerning the transfer of the Syner shares to the Dalian Court, no reliance was placed on this by the Defendant. In my view, he was correct not to do so. The criticism there is not of the court, but the Claimants. It appears that the original of the STA was put into evidence by the Claimants in the Dalian Court. Furthermore, the document in question is one of the two Disputed Documents, which the Defendant herself sought to put into evidence [see paragraph 19 above] and which the Dalian Court ordered that she could not rely on, because the Defendant did not comply with the deadlines for submitting the Disputed Documents to the appraisal institution. There is nothing in this point.
In essence, the Defendant relied upon the following key points when submitting that the conduct of the Chinese Courts in affirming the trial judgment was opposed to natural justice:
A judicial process which asks the Defendant to pay twice for the same shares is patently unfair. The Chinese Courts could have been put right if the snapshot of the company seen in the net asset value table in the 30 September 2017 accounts had been understood, together with an explanation of the Defendant’s 2015/2016 loan of US$2.2 million and subsequent forgiveness of that loan. The Leapman Weiss report explained this. The conduct of the Liaoning High Court in dismissing the retrial application without any reference to the Leapman Weiss report meant the Chinese Courts did not have the opportunity to rectify this patent unfairness. There was no ‘proper examination of the submissions, arguments and evidence adduced’ by the Defendant as required;
The Liaoning High Court failed to comply even with Chinese procedure:
The Court was obliged to examine whether the Defendant’s application for retrial was meritorious, on any relevant ground. That is the obligation imposed by Article 211 of the Civil Procedure Law. However, the Liaoning High Court failed to consider the Leapman Weiss report at all, failing to consider that report as new evidence (satisfying Article 211(1)) and/or as evidence of a patent error in the decision at first and second instance (satisfying Article 211(2));
Further, the Court was obliged to provide reasons for its ruling under Article 157 of the Civil Procedure Law. The Liaoning High Court failed to give any reason for dismissing the Leapman Weiss report or the explanation of the 2017 accounts it provided;
To the extent that it is said by the Claimants that Chinese procedure did not require a full examination because the Defendant did not, in her retrial petition, specifically state her reliance on Article 211(1) as well as 211(2) and 211(6), the Defendant submits:
There is nothing to suggest the Liaoning High Court considered itself so bound to ignore the existence of new evidence: the ruling makes absolutely no reference to the failure on the part of the Defendant to plead expressly Article 211(1) (or its equivalent in the previous numbering of the Civil Procedure Law). On the contrary, the concluding paragraph of the ruling refers to the article generally (numbered as Article 207), without reference to any subsections at all;
Neither the Civil Procedure Law nor the Interpretation prevented the Court from considering grounds not expressly pleaded;
The provision in Article 11 of the Notice of the Supreme People’s Court, which directs courts on a retrial application not to examine grounds not expressly pleaded is lower in the hierarchy of laws than the Civil Procedure Law or the Interpretation, as Mr Song clarified (Footnote: 6). As a subordinate law purporting to contradict or constrain the Court’s general obligation to examine whether the retrial application satisfies the Article 211 grounds, it does not apply;
Even if it were absolutely required that the Defendant should identify to the Court that the Leapman Weiss report was ‘new evidence’ she was relying upon (i.e. the Article 211(1) ground), the Defendant expressly did so at a preliminary hearing on 17 July 2023; and
Whatever the other provisions of the law, the Liaoning High Court always retained what Mr Song called ‘sole discretion’ to admit and consider any evidence on a retrial application (Footnote: 7).
The Claimants’ submissions
The Claimants submitted that one has to look at the history of the Chinese proceedings. The Defendant did not adduce her auditor materials before the Dalian Court, nor did she seek to adduce them on appeal before the Liaoning High Court. It was only in May 2023 when she applied to the supervisory division of the Liaoning High Court seeking a retrial of the case that she sought to adduce them.
Even before considering the conduct and decision of the Liaoning High Court in relation to the Retrial Application, there is something fundamentally wrong if a judgment debtor under a foreign judgment can:
advance no pleaded criticism of the first instance judicial process, where she lost;
advance no pleaded criticism of the second instance judicial process, where she again lost; and
rely only on a criticism concerning the retrial procedure, in circumstances where the retrial procedure is a form of extraordinary recourse, a safety net for where something has gone seriously wrong at first or second instance.Where the Defendant has not pleaded that the first to second instances were opposed to natural justice, there is no breach of natural justice in her being held to the outcome of the first to second instances.
In relation to the conduct and decision of the Liaoning High Court in relation to the Retrial Application, there were three grounds advanced for the submission that there had been no breach of natural justice:-
the Leapman Weiss Report was not relevant to the Retrial Application which the Defendant was making. She invoked Article 211(2), which required the Liaoning High Court to consider the sufficiency of the original evidence presented at first instance; and Article 211(6) which required the Liaoning High Court to consider if the first instance court had made an error of law. In relation to Article 211(6), the Defendant had never articulated what legal proposition the Dalian Court is supposed to have adopted which is said to be erroneous. As far as Chinese law is concerned, Mr Song’s evidence was clear and cogent. The Liaoning High Court was required to consider only the Article 211(2) and (6) grounds which the Defendant had raised and was not permitted to open up a wider inquiry, sua sponte, into whether the new evidence called for a retrial. Applying English law’s standard of substantial justice (taking into account Article 6 of the ECHR ), there is no injustice in the fact that the Liaoning High Court dealt with the application before it. China did not deprive the Defendant of the ability to have new evidence considered when seeking a retrial. It was she who decided not to utilise the Article 211(1) route which China made available to her for that very purpose. The fact that Ms Wang could have used Article 211(1), but chose not to do so, means that the proceedings where, due to her own choice, her new evidence was legally irrelevant, cannot be seen as opposed to natural justice.
it is of crucial importance to the justice of this case to keep clearly in mind that the Defendant had had the Leapman Weiss Report in her hands well in advance of the appeal to the Liaoning High Court. She could easily have adduced it as evidence before the Liaoning High Court at second instance, but she chose not to. For the Defendant now to assert that the Chinese judicial system treated her in a manner opposed to natural justice, when (a) she had the Leapman Weiss Report in hand, and had every opportunity to adduce it during the second instance hearing when it was straightforwardly admissible as additional factual evidence, yet chose not to do so; and (b) introduced it only about two years after she had obtained it, on a retrial application where she had not invoked the ‘new evidence’ ground (Article 211(1)), is grotesque.
the fact that the Defendant had the Leapman Weiss Report in her hands and decided not to submit it at second instance, despite having ample time and opportunity to do so, would in all probability have completely doomed her retrial application even if she had invoked Article 211(1), because an applicant in her position needs to show reasonable grounds for having the new evidence available to deploy only at the retrial stage rather than earlier: see Article 385 of the Interpretation which requires a reason for any delay to be provided and Article 386 of the Interpretation, which:
“limits the circumstances under which a valid reason for late submission of evidence is recognized to cases where the party was unable to submit evidence due to objective reasons.”
Discussion and conclusion on Issue 2
Applying the approach indicated by the authorities as set out in the judgment of Cockerill J in the SAS case, I have reached the firm conclusion that there has been no breach of natural justice by the Chinese courts towards the Defendant in relation to the Chinese Judgment that has been obtained by the Claimants.
I do so for the following reasons:
There is no complaint by the Defendant that she did not receive a fair trial at first instance from the Dalian Court;
There is no complaint by the Defendant that she did not receive a fair hearing on appeal to the Liaoning High Court. She could have applied to adduce the Leapman Weiss report as new evidence then, but she chose not to do so;
I found paragraphs 9 and 22 of the Defendant’s third witness statement were of little assistance in resolving issue 2. They did not appear to me to go to the issue of whether the Liaoning High Court was in breach of natural justice in relation to the Retrial Application. Paragraph 9 appeared to be an attempt to relitigate the issue on which the Defendant had earlier lost and paragraph 22 had no bearing on the matters relating to the Retrial Application;
When making her further application for a retrial, which is an exceptional remedy, she failed to rely on the “new evidence” ground contained in Article 211(1) and now seeks to criticise the Liaoning High Court for not determining that ground itself. I accept the evidence of Mr Song that there was no obligation on that court under the Civil Procedure Law or the Interpretation to determine the matter sua sponte. Indeed, Article 11 of the Notice of the Supreme People’s Court specifically directs courts on a retrial application not to examine grounds not expressly pleaded. I do not find that this provision is in conflict with the Civil Procedure Law or the Interpretation. The Liaoning High Court is not to be criticised for not dealing with a point that was not pleaded;
Furthermore, had the Defendant sought to rely on Article 211(1), applying Articles 385 and 386 of the Interpretation, I find that on the evidence, she would have had insuperable difficulty in persuading the court that there were reasonable grounds for having the new evidence available to deploy only at the retrial stage, rather than earlier, given its availability at the second instance hearing. During his closing submissions Mr Jones accepted that the Leapman Weiss report was available at the second instance hearing, and he could not speculate as to why it had not been relied upon earlier (Footnote: 8). He accepted the chronology and the primary facts set out at paragraphs 29-34 of the Claimants’ closing submissions and despite being given an opportunity by me to challenge any of them, he did not do so (Footnote: 9).
The wording of Article 386 of the Interpretation, set out above, is not dissimilar to that limb of Ladd v Marshall [1954] 1 WLR 1489 in this jurisdiction which only permits the adduction of new evidence on an appeal to cases where it would have been unobtainable with reasonable diligence at trial;
There is a public interest in there being finality in litigation. As Lewison LJ said in Fage UK Ltd v. Chobani UK Ltd [2014] EWCA Civ 5 at [114] that: “The trial is not a dress rehearsal. It is the first and last night of the show”. The Chinese procedure gave the Defendant a number of “bites of the cherry” and she failed properly to avail herself of those. She cannot now complain;
I find that the Liaoning High Court was entitled to reject the Retrial Application as framed and in doing so was not in breach of natural justice.
Disposal
For the reasons given above, I reject the defences advanced by the Defendant and grant the Claimants the relief sought, enforcing the Chinese Judgment at common law.
I invite the parties’ representatives by 5pm on Thursday 23 July 2026 to agree a draft Order, and insofar as there are any differences between them, to provide their respective positions, track-changed, and to serve written submissions in relation to interest, costs and any other consequential matters arising from this judgment. I end by thanking Counsel again for their assistance in this matter.
Xiong Wei and Wenda Co Ltd v Wang Jinhong
Table of main Chinese law / procedural provisions referenced in evidence
Article | Key text | Bundle ref. | W/S or expert report ref. |
Civil Procedure Law of the People’s Republic of China (2023 Amendment) | Starts at A/21/11 | ||
155 | A written judgment shall state the results of judgment and reasons for entering the judgment. The content of a written judgment includes: (1) the cause of action, claims, facts in dispute, and reasons; (2) the facts found and reasons and the laws applied and reasons in the judgment; (3) the results of judgment and the assumption of litigation expenses; and (4) the time limit for filing an appeal and the appellate court. The judges and court clerk shall affix their signatures and the people's court shall affix its seal to the written judgment. | A/21/63 | Guo 1st §48 & fn.21 (A/22/14) Song 2nd §32-34 (A/26/8) |
157 | The scope of application of a ruling shall include: (1) Refusing to accept an action; (2) Objection to jurisdiction; (3) Dismissing an action; (4) Preservation and advance enforcement; (5) Granting or not granting the withdrawal of an action; (6) Suspension or termination of an action; (7) Correcting typos in a written judgment; (8) Suspension or termination of enforcement; (9) revoking or not enforcing an arbitration award; (10) Refusing to enforce a debt instrument with enforceability legally granted by a notary office; and (11) Other issues to be resolved by a ruling. A ruling in items (1) to (3) of the preceding paragraph is appealable. A written ruling shall state the results of ruling and reasons for issuing the ruling. The judges and court clerk shall affix their signatures and the people's court shall affix its seal to a written ruling. A verbal ruling shall be recorded in transcripts. | A/21/64 | Guo 1st §11 (A/27/4) Song 2nd §33 (A/26/9) |
210 | A party which deems that an effective judgment or ruling is erroneous may file a petition for retrial with the people's court at the next higher level; and if the parties on one side are numerous or the parties on both sides are citizens, the parties may file a petition for retrial with the original trial people's court. Where a party files a petition for retrial, the execution of the judgment or ruling shall not be discontinued. | A/21/82 | Song 1st §42(2) (A/19/12) Song 2nd fn.1 (A/26/7) Guo 1st §43 & fn.18 (A/22/13) |
211 | Where a petition for retrial filed by a party falls under any of the following circumstances, the people's court shall conduct a retrial: (1) There is any new evidence which suffices to overturn the original judgment or ruling. (2) The basic facts found in the original judgment or ruling are not evidenced. … (6) There is any erroneous application of law in the original judgment or ruling. | A/21/82-83 | Song 1st §§63 – 65 (A/19/22-23) Song 2nd §§29 – 30, §§36-38 (A/26/8,10) Guo 1st fn.10 (A/22/11) Guo 2nd §12 (A/27/4) |
Company Law of the People’s Republic of China (2018) | |||
151 | If directors or senior management personnel are in any of the circumstances specified in Article 149 of this Law, shareholders of limited liability companies, or shareholders of joint stock companies who individually or collectively hold one percent or more of the company's shares for 180 consecutive days or more, may in writing request the board of supervisors or, for limited liability companies without a board of supervisors, the supervisor, to file a lawsuit with the people's court; if supervisors are in any of the circumstances specified in Article 149 of this Law, the aforementioned shareholders may in writing request the board of directors or, for limited liability companies without a board of directors, the executive director, to file a lawsuit with the people's court. If the board of supervisors, the supervisor of a limited liability company without a board of supervisors, or the board of directors, or the executive director, refuses to file a lawsuit after receiving a written request from a shareholder as specified in the preceding paragraph, or fails to file a lawsuit within 30 days from the date of receiving the request, or if the situation is urgent and failure to immediately file a lawsuit would cause irreparable damage to the company's interests, the shareholders specified in the preceding paragraph have the right to directly file a lawsuit with the people's court in their own name for the benefit of the company. If others infringe upon the lawful rights and interests of the company and cause losses to the company, the shareholders specified in the first paragraph of this Article may file a lawsuit with the people's court in accordance with the provisions of the preceding two paragraphs. | (A/11/13) | Yang Jian 2nd §§23, 25 (A/10/5) |
Interpretation by the Supreme People’s Court on the Application of the Civil Procedure Law of the People’s Republic of China (2022 Amendment) | Starts at A/21/157 | ||
384 | After accepting a retrial petition case, a people's court shall, in accordance with the provisions of Articles 207, 208 and 211, among others, examine the cause of retrial alleged [pleaded] [主张- zhuzhang] by the party. | A/21/297 | Song 1st fn. 25 (A/19/23) Song 2nd §36 (A/26/9-10) |
385 | Where the new evidence provided by the petitioner can prove that the finding of basic facts in the original judgment or ruling or the result of adjudication is erroneous, the petition for retrial shall be determined to fall under the circumstance as described in subparagraph (1), Article 207 of the Civil Procedure Law. For evidence as described in the preceding paragraph, the people's court shall order the petitioner to explain why the provision of such evidence has been delayed; and if the petitioner refuses to explain or the explanation is unfounded, paragraph 2, Article 68 of the Civil Procedure Law and Article 102 of this Interpretation shall be applied. | A/21/297 | Song 1st §§74-76 & fn.29 (A/19/25-26) |
386 | Where the petitioner proves that the new evidence provided by the petitioner falls under any of the following circumstances, it may be determined that the petitioner's delay in providing the new evidence is well-founded: (1) The new evidence had existed before the end of court hearing in the original trial and was discovered only after the end of court hearing for certain objective reasons. (2) The new evidence had been discovered before the end of court hearing in the original trial but could not be obtained for certain objective reasons or could not be provided during the specified period. (3) The new evidence came into being after the end of court hearing in the original trial, and no separate action is permitted on the basis of such evidence. Where the evidence provided by the petitioner had been provided in the original trial, and the original trial people's court failed to conduct cross-examination of such evidence and did not admit such evidence for its adjudication, the petitioner's delay in providing such evidence is deemed justifiable, except for evidence inadmissible as determined by the original trial people's court in accordance with the provision of Article 68 of the Civil Procedure Law. | A/21/298 | Song 1st §§78-79 (A/19/27-28) |
Supreme People’s Court Provisions on Evidence in Civil Proceedings | |||
97 | The people’s court shall state the reasons why the evidences are accepted or rejected in the written judgment. The reasons for the admission of the evidence which is not in dispute between the parties may not be stated in the written judgment. | A/23/93 | Guo 1st §48 & fn.22 (A/22/14-15) Guo 2nd fn.22 (A/27/4) Song 2nd §§32 – 37 (A/26/9-10) |
Notice of the Supreme People's Court on Issuing Several Opinions on Accepting and Examining the Petitions for Retrial of Civil Cases | Starts at A/21/365 | ||
11 | When examining a retrial petition, a people's court shall focus on whether the cause of retrial petition is tenable, and shall not examine those matters not claimed by the petitioner. | A/21/371 | Song 1st fn. 5 (A/19/23) Song 2nd §36 (A/26/9-10) |
General Principles of Judicial Appraisal Procedure | |||
29 | During the appraisal process, judicial appraisal agencies may terminate the appraisal in any of the following circumstances: (1) If any of the circumstances specified in items (2) to (7) of Article 15 of these Rules are found; (2) If appraisal materials are consumed and the client cannot provide supplementary materials; (3) If the client refuses to fulfil the obligations stipulated in the judicial appraisal entrustment document, the appraisee refuses to cooperate, or the appraisal activities are severely interfered with, making it impossible to continue the appraisal; (4) If the client voluntarily withdraws the appraisal entrustment, or the client or litigation party refuses to pay appraisal fees; (5) If the appraisal cannot be continued due to force majeure; (6) Other circumstances requiring termination of the appraisal. If the appraisal is terminated, the judicial appraisal agency shall notify the client in writing, explain the reasons, and return the appraisal materials. | A/11/94 | Yang Jian 2nd §48 (A/10/11) |
Several Provisions of the Supreme People’s Court on Evidence in Civil Litigation (2019 Revision) | |||
30 | If the People's Court believes that the evidence needs to be proved through the appraisal opinion, it shall be explained to the parties and designate the period of application for appraisal. If the situation stipulated in Article 96, Paragraph 1 of the Supreme People's Court's Interpretation on the Application of the Civil Procedure Law of the People's Republic of China, the People's Court shall entrust the appraisal on its own. | A/11/92 | Yang Jian 2nd §44 (A/10/10) |
31 | The application for appraisal shall be made within the period designated by the People's Court, and the appraisal fee shall be prepaid. If the application is not submitted or the fee is not prepaid, the application shall be deemed to be abandoned. If the party bearing the burden of proof on the facts to be proved that need to be verified within the period designated by the People's Court without justifiable reasons does not submit the application for appraisal, or does not prepay the appraisal fee, or refuses to provide the relevant materials, so that the facts to be proved cannot be ascertained, it shall bear the legal consequences of failure of proof. | A/11/92 | Yang Jian 2nd §44 (A/10/10) |
“The Understanding and Application of the New Judicial Interpretation by the Supreme People’s Court on the Application of the Civil Procedure Law of the People s Republic of China”, compiled by the Office of the Leading Group for the Implementation of the Civil Code of the Supreme People’s Court | A/21/392-393 | ||
First, there is no dispute that failure to provide evidence in the original trial due to reasons not attributable to the parties themselves, or failure to organize a cross-examination of evidence already provided, should be recognized as valid grounds for late submission of evidence. However, there is controversy over whether failure to provide evidence in the original trial due to reasons attributable to the parties themselves should be recognized as valid grounds for late submission of evidence. One view holds that the subject of retrial review is the effective judgment, and a stricter standard should be applied in reviewing evidence; the effective judgment should not be easily overturned due to the parties’ own reasons; the Article 68 of the Civil Procedure Law has already provided a remedy for parties who fail to submit evidence on time due to their own reasons, namely, as long as the parties explain the reasonable grounds for the late submission of evidence or burden reprimands or fines, their evidence can still be accepted. Therefore, after an effective judgment is made, the fact that a party failed to submit evidence in the original trial due to their own subjective reasons should not be considered a valid ground for late submission of evidence. Another view holds that since Article 68 of the Civil Procedure Law establishes the standard for determining whether evidence should be admitted based on the reasons for the party's failure to submit evidence on time, all such cases should be treated as new evidence in a retrial, except where the party failed to submit evidence in a timely manner due to malice or gross negligence. This provision adopts the first view, holding that the purpose of the adjudication supervision procedure is to remedy erroneous rulings that severely imbalance rights and obligations or deviate from the principles of social fairness and justice. While safeguarding the legitimate rights and interests of the parties, it must also consider the res judicata of judgments and judicial costs. In setting the standards for valid reasons for late submission of evidence, it must align with the basic principles of the civil litigation evidence system while also reflecting the principle of urging parties to submit evidence in a timely manner during the first instance and second instance proceedings and to exhaust their litigation rights. Therefore, this provision limits the circumstances under which a valid reason for late submission of evidence is recognized to cases where the party was unable to submit evidence due to objective reasons. | A/21/392-393 | Song 1st §80 (A/19/28) |