We work worldwide

We have over 2,500 lawyers worldwide who work wherever our clients need us. We can put together tailored, multi-skilled, international teams at very short notice. Our relationships with leading local firms enables us to deliver a truly seamless service. This means you get an unbeatable combination of international experience and understanding, tailored advice, and reliable local knowledge and contacts – whenever and wherever you need it. Find out more about our global network by choosing a country or region

Contact us

To find out more about our global network please contact us

Offices

  • banner3
    •  

      Your contracts

       

      Current state of play

      The Rome I Regulation sets out the rules that the English courts apply to determine which law applies to your contractual obligations. Under this Regulation, a contract is normally governed by the law chosen by the parties.

      However, your agreed choice of law can be displaced in the following situations:

      • where there are mandatory legal rules in the place where the dispute is being heard, or in a country connected to the dispute (one example here would be laws on employee rights); and
      • where some provisions of the law chosen by the parties are clearly incompatible with public policy in the country where the dispute is being heard (for example, where performance of an act would be illegal).

      Where the parties to an agreement have not expressed a choice, the Rome I Regulation sets out specific rules to determine the governing law for certain types of contract. In general, this will be the law of the country where the party who is to carry out the contract is habitually resident.

      Other obligations 

      • The Rome II Regulation sets out the rules that the English courts apply to determine which law applies to your non-contractual obligations. 
      • Under this Regulation, the law that applies to non-contractual obligations is normally the law of the country where the damage occurs. 
      • You are also entitled to specify in your contracts the law that will govern non-contractual obligations. 

       

      What should I be thinking about now?

      • What rules on the governing law might apply in the event of a Brexit? Will the choice of English law to govern my contracts still be valid? What about contractual provisions that say English law will govern non-contractual obligations as well?
      • Will a choice of English law in an agreement still incorporate EU law following a Brexit? If not, will the choice of English law remain valid if a key provision of the contract derives from EU law?
      • If I do business from or with the EU, what should I do if I still wish EU-derived law to govern my contractual obligations? Should I consider adopting a governing law of a continuing member state of the EU?

       

      What could the position be following a Brexit?

      The answers to many of the above questions would depend on the nature of a post-Brexit UK/EU relationship

      To give an idea of the range of possible outcomes, we have considered what the position would be under the ‘Norwegian option’ and the ‘World Trade Organisation (WTO) option’ – on the basis that these are at opposite ends of the spectrum of existing models for an alternative relationship with the EU.

      What if the UK leaves the EU but joins the European Free Trade Association and remains part of the European Economic (EEA)? (the Norwegian option)

      • A choice of English law to govern contractual relationships should still be recognised by courts in both the UK and EU member states. The relevant English law rules would be those set out in the Rome Convention. This is similar to the Rome I Regulation, which does not bind EEA countries but would continue to be applied by the courts of EU member states.
      • A choice of English law to govern non-contractual obligations will continue to be upheld by the courts of EU member states. In this scenario, the Rome II Regulation would apply. However, the position would be less clear under English law as, before the Rome II Regulation regime came into effect, parties did not have an express right to choose which law applied to non-contractual relations between them. (The Rome II Regulation does not bind EEA member states either.)
      • The UK’s obligations under the EEA Agreement would ensure that EU legislation would continue to be incorporated into English law, but only as regards those matters covered by the EEA Agreement.

      What if the UK leaves the EU without any form of free trade agreement? (the WTO option)

      The same position as for the Norwegian option would apply here, except that the UK would not have to incorporate EU legislation into English law.