A collective decision in a simplified joint stock company requires an arithmetical majority of the votes expressed, any contrary clause in the articles of association being deemed unwritten
The plenary assembly of the French Supreme Court (Cour de cassation) has ruled on the validity of statutory clauses governing the conditions for the adoption of ordinary resolutions in simplified joint stock companies (SAS). In the case at hand, the shareholders of a simplified joint stock company (SAS) had passed a resolution to increase the […]
The French Supreme Court (Cour de cassation) rules on the liquidator’s intervention not granted exequatur in France
On 6 November 2024, the French Supreme Court (Cour de cassation) confirmed the inadmissibility of the liquidator’s intervention in proceedings for the exequatur of an ICC arbitral award in Devas v. Antrix, thus confirming the position of the Paris Court of Appeal as set out in its rulings dated 22 March 2022 and 28 June […]
Lack of impartiality of a national judge in assessing the independence of an arbitral tribunal: the case of NDI SOPOT S.A. v. Northern Macedonia
On 26 November 2024, the European Court of Human Rights (ECHR) ruled against North Macedonia on the basis of article 6§1 of the European Convention on Human Rights (ECHR). NDI SOPOT S.A., a Polish civil engineering company, applied in Northern Macedonia for theexequatur of an ICC arbitration award handed down in Paris. The award settled […]
The warranty for hidden defects passed on to the sub-purchaser of the item sold can be invoked against the original seller, even if the sub-purchaser was aware of the defect
In a decision dated 16 October 2024, the French Supreme Court (Cour de cassation) ruled on the scope of the warranty for hidden defects in a chain of contracts (Articles 1641 and 1642 of the French Civil Code). Under the terms of these articles, “[t]he seller is bound by the warranty for latent defects in the thing […]
The arbitral tribunal has discretionary power in the choice of methods for assessing damages
In a ruling handed down on 9 October 2024, the French Supreme Court (Cour de cassation) reiterated the arbitrators’ discretionary power to choose the methods for assessing damages, in compliance with the principle of contradiction. In this case, the dispute was between Swiss Re Direct Investments and several Ivorian parties, including Manzima Holding and Manzi Finances. It […]
The stay of execution of an arbitral award resulting from the violation of the principle of equality of unsecured creditors
In a ruling dated 3 October 2024, the Paris Court of Appeal ordered a stay of execution of an arbitration award, due to the risk of serious prejudice to the rights of the parties (article 1526 paragraph 2 of the French Civil Procedure Code). The case involved an Italian construction company (Astaris) and the Georgian Road Authority. […]
Notification procedures in arbitration proceedings and respect for the adversarial principle
In a ruling dated 1st October 2024, the Paris Court of Appeal ruled on the conditions for compliance with the adversarial principle in the enforcement of an arbitration award against Libya. In this case, the dispute was between the Tunisian company Siba Plast and the Libyan state. Siba Plast had obtained an arbitration award on 28 November 2014, condemning […]
The option of territorial jurisdiction for investigative in futurum measures applies even when the expertise concerns an immovable asset
In a ruling handed down on 24 October 2024, the Paris Court of Appeal reaffirmed the option of territorial jurisdiction for in futurum investigative measures concerning real estate. In the case at hand, the President of the Paris Judicial Court had declined jurisdiction to order an expert appointment of an immovable asset located outside his […]
The Micula case: payment of damages in execution of an arbitration award does constitute State aid
The judgment of the Court of the European Union (“TEU”) of 2 October 2024 in the Micula case concerns the compatibility with EU law of compensation awarded following an arbitration award against Romania. The dispute stems from Romania’s repeal in 2005 of a tax incentive scheme for investors in certain disadvantaged regions. Several companies in […]
The necessity of directing claims against the absorbing company, intervening in proceedings initially involving the absorbed company
In a ruling handed down on September 18, 2024, the French Supreme Court reiterated that, while the intervention of the absorbing company in the course of proceedings, in the event of a merger-absorption, makes it possible to set aside the plea of inadmissibility based on the disappearance of the absorbed company, it does not exonerate […]