Buyers’ best defence against M&A fraud requires rigorous, pre-closing due diligence — when fraud is suspected, deal teams should seek legal advice and proceed with caution.
Recent high-profile fraud cases gravely...more
10/29/2019
/ Accounting Fraud ,
Acquisitions ,
Auditors ,
Contract Terms ,
Due Diligence ,
Forensic Accounting ,
Fraud ,
Limitation of Liability Clause ,
Mergers ,
Publicly-Traded Companies ,
Representations and Warranties ,
Risk Management ,
UK
English Supreme Court rules that there is no reasonable diligence requirement barring a fresh action to set aside a judgment obtained by fraud.
Introduction -
In Takhar v Gracefield Developments Limited and others...more
4/17/2019
/ Abuse of Process ,
Appeals ,
Beneficial Owner ,
Estoppel ,
Evidence ,
Final Judgment ,
Fraud ,
Res Judicata ,
Rules of Civil Procedure ,
Set-Asides ,
UK ,
UK Supreme Court
A rare example of the English High Court varying an arbitral award.
In Dakshu Patel v. Kesha Patel [2019] EWHC 298 (Ch), the English High Court upheld an appeal under section 69 of the Arbitration Act 1996 (the Act)...more
Applicants challenging jurisdiction must satisfy a single three-limbed test, rather than establish a ‘good arguable case’ and ‘better of the argument’.
The English Court of Appeal has clarified the correct test to be...more
Courts of England are some of the most established fora for dealing with complex commercial litigation. The Civil Procedure Rules (CPR) that govern litigation are robust and provide a clear framework for the cost-effective...more
1/10/2019
/ Arbitration ,
Breach of Contract ,
Business Litigation ,
Commercial Contracts ,
Commercial Court ,
Contract Disputes ,
Contract Interpretation ,
Contract Terms ,
Good Faith ,
Rules of Civil Procedure ,
Statutory Remedies ,
UK
Third-party assets controlled (de facto or de jure) by the respondent are ordinarily outside the scope of a freezing injunction unless exceptional circumstances can be established.
In the recent case of FM Capital Partners...more
English High Court confirms that without notice applicants are under an onerous duty to satisfy the requirement of full and frank disclosure.
In the recent cases of Fundo Soberano de Angola & ors v. Jose Filomeno dos...more
Judgment clarifies the exceptional circumstances in which anti-arbitration injunctions against foreign-seated arbitrations might be granted.
In Sabbagh v Khoury, Justice Knowles in the High Court issued an anti-arbitration...more
Judgement clarifies that the Brussels Recast Regulation does not reverse the West Tankers decision.
In Nori Holdings v Bank Otkritie, Justice Males in the High Court issued an anti-suit injunction to restrain court...more
England may become an increasingly attractive forum for follow on damages claims, particularly those involving indirect cartelised product purchases initially acquired outside EEA the in wake of iiyama decisions.
Summary -...more
Judgment confirms the effectiveness of contractual provisions that prevent the parties from varying their contract orally.
The Supreme Court of the United Kingdom recently held that an oral variation of a contract was...more
The decision confirms that UNCITRAL Rules do not impose a higher procedural fairness burden than the Arbitration Act and that the foreign act of state doctrine applies in arbitrations.
The Commercial Court considered...more
Decision encourages a deferential approach to enforcing foreign awards in England and confirms narrow interpretation of the public policy exception under the New York Convention.
The English Court of Appeal has confirmed...more
Arbitrators should disclose subsequent appointments to related arbitration proceedings, particularly if cases materially overlap.
In the Halliburton v Chubb ruling, the Court of Appeal held that an arbitrator who did not...more
Although there remains no widely accepted definition of good faith under English law, and English law has committed itself to no overriding principle of good faith, English law has developed piecemeal solutions in response to...more
Given ongoing competition between buyers in a strong sellers’ market, the resilience of seller break fees as a feature of the European M&A market is surprising. According to the Latham & Watkins 2017 European Private M&A...more
The English High Court recently dismissed a challenge to an arbitral award, holding that the tribunal’s alleged failure to take account of evidence did not amount to a serious irregularity under section 68 of the Arbitration...more
In very broad terms, parties to English litigation disclose documents that they or their opponents may want to rely upon — even if the disclosed documents are adverse to the disclosing party. Parties may seek orders for...more
On 6 June 2017, the High Court held that there was sufficient evidence that an award of over US$500 million in damages against the Republic of Kazakhstan may be tainted by fraud and that this should be examined at trial...more
Following Three Rivers (No 5) [2003] EWCA Civ 474, the High Court has held that notes of interviews of employees, prepared as part of certain internal investigations by a bank’s solicitors, for the purpose of enabling the...more
Anyone engaged or interested in the electronic disclosure process should pay close attention to the landmark decision handed down earlier this year by the English High Court in Pyrrho Investments Ltd v MWB Property Ltd...more
A recent English High Court decision suggests that some such awards may be enforceable notwithstanding the rule against penalties.
In Pencil Hill Limited v US Citta di Palermo S.p.A., the English High Court enforced an...more
One of the relatively unsung success stories of the European Union (and its predecessors) is its experiment in judicial co-operation. The first major component of this experiment was the 1968 Brussels Convention on...more
Introduction -
Regulation 44/2001 (the “Original Brussels Regulation”), which aimed to harmonise the approach to jurisdiction and the recognition and enforcement of judgments across European Union Member States’...more
Monde Petroleum SA v Westernzagros Ltd [2015] EWHC 67 (Comm) -
In 2006, WesternZagros Ltd (WZL), an oil and gas company incorporated in Cyprus, entered into a consultancy agreement with Monde Petroleum SA (Monde), a...more