Agrégateur de flux

M. Savvas Papasavvas est réélu vice-président du Tribunal de l’Union européenne

M. Marc van der Woude est réélu président du Tribunal de l’Union européenne

The first view article of the third issue of the ICLQ for 2025 was published yesterday. It contains the following article on conflict of laws:

 

Ardavan Arzandeh, “Anti-Suit Injunctions in Support of Foreign Dispute-Resolution Clauses”

Courts in England ordinarily grant anti-suit injunctions when proceedings are (or will soon be) initiated in a foreign court in breach of clauses which subject disputes to the exclusive jurisdiction of courts, or refer them to arbitration, in England. Would they, however, grant such relief in support of foreign dispute-resolution clauses? In UniCredit Bank v RusChemAlliance, the Supreme Court of the United Kingdom answered this question in the affirmative, thus expanding the English courts’ power to issue anti-suit injunctions. This article seeks to assess the likely extent of this expansion and the future implications it could have for the law on anti-suit injunctions in England. The article also examines the Supreme Court’s pronouncements on the other significant issue in the case concerning the law governing arbitration agreements and their potential effect following the enactment of the Arbitration Act 2025.

Readers of this blog who are keen on the theme of commercial courts might be interested in the recent report ‘An interim assessment during the start-up phase of the Netherlands Commercial Court (NCC)’. This document is authored by T. Geurts, Y.N. Overvelde & M.P.C. Scheepmaker. The authors conducted an empirical study for the Research and Data Centre (WODC), an independent knowledge agency of the Dutch Ministry of Justice and Security.

Along with the full report in Dutch, a summary in English and a helpful accompanying post are available online.

The report provides several insights, including information on the NCC’s caseload in the past years, the countries where the litigating parties were domiciled, and the legal practitioners’ familiarity with the NCC’s work. Furthermore, the authors reflect on the future perspectives of the NCC.

Earlier posts on commercial posts are available here, with further links.

EU Member States may not confer the authority of res judicata on an arbitral award over a sports dispute linked to an economic activity within the territory of the Union, unless the consistency of that award with the principles and provisions of EU law which form part of EU public policy has first been subject […]

Entrée en fonctions de nouveaux membres à la Cour de justice et au Tribunal de l’Union européenne et renouvellement partiel du Tribunal

As already announced on this blog, the next edition of the Winter School of the European Association of Private International Law will take place in Como from 2 to 6 February 2026. The general topic of the upcoming edition is Values in Private International Law. The teaching staff will consist of Laura Carpaneto (University of […]

Isabelle Jäger-Maillet, a family lawyer who also serves as the International Coordinator for the German Institute for Youth Services and Family Law in Heidelberg (DIJuF), kindly provided a presentation of her dissertation titled Fortentwicklung des grenzüberschreitenden Unterhaltsvorschussregresses, on the improvement of maintenance recovery by public bodies, recently published by Wolfgang Metzner Verlag. In European countries, […]

Gina Gioia, Jordi Nieva-Fenoll, and Seyedeh Sajedeh Salehi are inviting submissions for a Special Issue of the Italian-Spanish Journal of Procedural Law, which will be published under the title “From Gavel to Grid: Reimagining Civil Justice in the Digital Era”.

The details can be found in the attached Call for Papers.

We are happy to share the attached Call for Abstracts from the European Yearbook of International Economic Law for its 2026 volume, which will be dedicated on the “Reconstruction of International and European Economic Law”.

Abstracts can be submitted until 30 November 2025.

Aucrinde
Espace de liberté, sécurité et justice
Avocate générale Ćapeta : la Charte n’interdit pas d’établir la paternité par prélèvement génétique post mortem

Bervidi
Politique sociale
Discrimination au travail : la protection des droits des personnes handicapées contre les discriminations indirectes s’étend aux parents d’enfants handicapés

MSIG
Principe ne bis in idem : une personne ne peut être poursuivie dans un État membre pour un acte de terrorisme lui ayant déjà valu une condamnation dans un autre État membre, bien que la qualification de l’infraction y soit différente

Banco Santander (Résolution bancaire Banco Popular III)
Libre circulation des personnes
Banco Popular : les droits découlant des actions en nullité et en responsabilité introduites avant la résolution de cette banque sont opposables à Banco Santander

Autriche / Commission (Centrale nucléaire Paks II)
Aide d'État
La Cour de justice annule la décision de la Commission approuvant l’aide de la Hongrie pour la centrale nucléaire Paks II

Legal Studies, the journal of the Society of Legal Scholars (SLS), has published an interesting article by Jared Foong on a recent case from Singapore concerning the recognition of foreign solvent proceedings under the UNCITRAL Model Law on Cross-Border Insolvency. Although this article concerns a development under Singaporean law, it will be of interest to the […]

I have long argued – in articles, blog posts, and amicus briefs – that it violates due process to invoke a forum selection clause to obtain personal jurisdiction over a defendant who was not a party to the agreement in which the clause appears. This position has not yet achieved universal acceptance. The state courts in New York, in particular, have repeatedly held that forum selection clauses can be used to assert personal jurisdiction over non-party defendants who are “closely related” to the parties or the transaction. In this blog post, I use a recent case—Bandari v. QED Connect Inc.—decided by Magistrate Judge Gary Stein (SDNY) to highlight some of the problems with the “closely related” test.

The dispute in Bandari grew out of a stock purchase agreement. The plaintiff, Jalandher Bandari, was a resident of Texas. He agreed to purchase shares in QED Connect, Inc., a New York holding company, from David Rumbold, a resident of Illinois. The sale was orchestrated by Nanny Katharina Bahnsen, the chief executive officer of QED and a resident of Colombia. There were three parties to the stock purchase agreement: Bandari, Rumbold, and QED. (Bahnsen signed the contract on behalf of QED.) The agreement contained an exclusive forum selection clause choosing the state and federal courts sitting in New York City.

Although Bandari tendered the purchase price (approximately $150,000), he never received the shares he was promised. When Bandari asked for his money back, Bahnsen made excuses and eventually stopped responding to his emails. Bandari subsequently brought a lawsuit in federal court in New York against QED, Rumbold, and Bahnsen. After none of the defendants appeared to defend the suit, Bandari moved for a default judgment.

The federal courts in New York will not grant a default judgment until they determine that personal jurisdiction exists. The court quickly concluded that it had personal jurisdiction over Rumbold and QED because they had signed the contract containing the New York forum selection clause. The court then went on to conclude—wrongly, in my view—that Bahnsen was also subject to personal jurisdiction in New York because she had negotiated the sale and signed the contract on behalf of QED:

A party to a contract with a forum-selection clause may invoke that clause to establish personal jurisdiction over a defendant that is not party to the contract but that is “closely aligned” with a party, or “closely related” to the contract dispute itself, such as corporate executive officers. As the CEO of QED and the individual who negotiated the transaction with Bandari and signed the Agreement on behalf of QED, Bahnsen is “closely related” to both a party to the Agreement and to the dispute. Thus, she is also bound by the forum selection clause.

This conclusion is inconsistent with basic principles of agency law; an agent is not a party to a contract that the agent signs on behalf of a disclosed principal. It is inconsistent with basic principles of contract law; a person may not be bound by an agreement without their express consent. And it is inconsistent with basic principles of personal jurisdiction; a person who lacks minimum contacts with the forum is not subject to personal jurisdiction unless she consents. Nevertheless, the court concluded that Bahnsen was subject to personal jurisdiction in New York because she was “closely related” to the parties and the transaction.

This conclusion is made all the more jarring by that fact that the court also held that Bandari had failed to state a valid claim for breach of contract against Bahnsen because she was not a party to the agreement. In the court’s words:

[A]lthough Bandari’s breach of contract claim is asserted against all three Defendants, there is no basis for a finding of contract liability as to Bahnsen. Bahnsen is not a party to the Agreement and she signed the Agreement solely on behalf of QED. It is well established that a corporate officer who signs a contract on behalf of the corporation cannot be held personally liable for the corporation’s breach, absent a showing that the officer was the alter ego of the corporation. The Complaint does not adequately plead an alter ego theory of liability against Bahnsen and hence it does not state a viable breach of contract claim against her.

The court held, in other words, that Bahnsen (1) was subject to personal jurisdiction in New York by operation of the forum selection clause, but (2) could not be held liable for breach of contract because she was not a party to the agreement containing the forum selection clause. The hand that authored the personal jurisdiction section of the opinion was seemingly unaware of what the hand that authored the breach of contract section of the opinion was doing.

One can, of course, reconcile these conflicting statements by taking the position that forum selection clauses are not subject to the usual rules of agency law, contract law, and personal jurisdiction. There are, however, constitutional problems with such an approach. Under this line of reasoning, a person residing in a foreign country (Colombia) is subject to personal jurisdiction in New York when she negotiates and signs a contract that contains a New York forum selection clause on behalf of the entity that employs her even though she is not the alter ego of the company and is not herself a party to the agreement. These actions are, in my view, insufficient to subject her to personal jurisdiction in New York.

Although the court declined to enter a default judgment against Bahnsen on the claim for breach of contract, it did enter a default judgment against her on the plaintiff’s claims for securities fraud and common law fraud. A contract to which she was not a party, therefore, paved the way for the assertion of jurisdiction and the imposition of liability. New York has long sought to attract litigation business from around the world. It has been largely successful in those efforts. If that state continues to assert personal jurisdiction over foreign executives merely because they negotiate and sign contracts in their corporate capacity, however, one wonders whether these executives may start directing the company’s attorneys to choose another jurisdiction.

[This post is cross-posted at Transnational Litigation Blog.]

Positive Group / Conseil
Politique étrangère et de sécurité commune
Guerre en Ukraine : le Tribunal confirme les mesures restrictives contre Positive Group PAO, une entité active dans le secteur russe des technologies de l’information et titulaire d’une licence délivrée par les services de renseignement intérieurs russes

Meta Platforms Ireland / Commission
Rapprochement des législations
Règlement sur les services numériques : le Tribunal annule les décisions de la Commission fixant la redevance de surveillance applicable à Facebook, Instagram et TikTok

Autriche / Commission
Le recours de l’Autriche contre l’inclusion de l’énergie nucléaire et du gaz fossile dans le régime des investissements durables est rejeté