Exclusive jurisdiction clauses (EJC) are common contractual provisions where parties agree to a specific jurisdiction to resolve their disputes, should they arise out of or in connection with the agreement.  At common law, where a claim is commenced in Singapore in breach of an EJC in favour of another jurisdiction, the Singapore Courts apply a two-step “strong-cause” test to determine if the claim ought to be stayed in favour of that foreign jurisdiction.

This position has now changed, since the promulgation of the Hague Convention on Choice of Court Agreements on 1 October 2005 (Hague Convention), and its ratification by Singapore on 2 June 2016 by way of the Choice of Court Agreements Act 2016 (CCAA). Whereas under the common law the Courts retain a discretion to refuse a stay despite an EJC, under the Hague Convention, the Court is mandated to grant the stay should the requisite conditions be fulfilled. This has significant ramifications on Singapore court proceedings involving EJCs in favour of Hague Convention Contracting States.

The Singapore High Court has, in a recent case of 6DM (S) Pte Ltd v AE Brands Korea Ltd and others and another matter [2021] SGHC 257 (6DM v Asahi) made some important observations on the application of the CCAA.  This note explores the key findings made by Justice Mavis Chionh in 6DM v Asahi.

The Court of Appeal in Sun Electric Power Pte Limited v RCMA Asia Pte Ltd (formerly known as Tong Teik Pte Ltd) [2021] SGCA 60 has recently released a decision that made several important clarifications about the law of insolvency in Singapore.  This case is important because it appears to be a major departure from the rigid cashflow/balance sheet tests which were previously applied.

Read on for the important developments in insolvency law from this game changing case.

The Court of Appeal in Beyonics Asia Pacific Ltd and others v Goh Chan Peng and another and another appeal [2021] SGCA (I) 2 has recently released a decision that underscores the importance of good organisational structure in a multi-jurisdictional business, and how considered planning as to which companies in the group should be the employer of key management personnel can avoid unnecessary pitfalls in litigation.

Read on for the key facts and lessons to be learnt from this case.

Those who make a contract, may unmake it. The clause which forbids a change, may be changed like any other.

– per Cardozo J in Beatty v Guggenheim Exploration Co [1919] 225 NY 380

Are NOM clauses legally effective?  Find out more from this client update which explores the legal effect of a NOM clause, as well as providing practical suggestions on actions to be taken if a NOM clause is to be included in a contract.