The arbitration court of the Slovak Bar Association (SBA) recently adopted new corporate dispute resolution rules. The SBA arbitration court is one of the most prominent arbitral institutions in Slovakia and the first to adopt specific rules for corporate disputes. The new framework aims to pave the way for more effective and specialised resolution of corporate disputes.
Within the framework of commercial relationships, the question has arisen as to whether the COVID-19 pandemic may be considered a force majeure event and, if so, what impact this could have on contractual obligations. Notably, the occurrence of a force majeure event does not automatically relieve the liability to fulfil an obligation.
The High Court recently granted a freezing order over £1.5 million worth of bitcoin and ethereum cryptocurrency against a trading platform and its directors in only the second known example of the court treating cryptocurrency as property. This decision will provide further reassurance of the English courts' willingness to deal with cryptocurrency as property.
In 2019 the Ministry of Finance issued guidelines on procedures for the effective application of rules on the freezing of financial assets of sanctioned persons in Slovakia. The guidelines answer some practical questions but leave many questions open. One such question concerns enforcement of arbitral awards affected by sanctions – in particular, under what conditions can an award creditor enforce such an award in Slovakia?
The European Court of Justice recently ruled that EU member states must require employers to establish an objective, reliable and accessible system for measuring their employees' daily working times. Without such a system, the hours and overtime actually worked cannot be reliably measured and employees' ability to enforce their rights cannot be guaranteed.
A recent Banska Bystrica Regional Court decision is one of many which give a positive outlook for arbitration in Slovakia and can be equated with court decisions in arbitration-friendly jurisdictions. A limited review of arbitral awards, with a focus on the procedural aspects of arbitration proceedings, reflects the aim of the Arbitration Act amendment of 2015; however, other court decisions have interpreted arbitration clauses more restrictively.
Section 17 of the Arbitration Act requires the equal treatment of parties in arbitration proceedings. Over the past year, the extent of this procedural safeguard has been tested before numerous Slovak courts, including the Supreme Court, the Bratislava Regional Court and the Banska Bystrica Regional Court. Notably, the courts seem to have avoided an extensive interpretation of Section 17 when reviewing awards.
In 2018 the Slovak courts addressed a number of issues while upholding arbitral awards, suggesting that the jurisdiction is becoming more arbitration friendly. This article explores two of these issues – namely, whether courts should review the application of substantive law and facts established by tribunals and the use of public policy as grounds for setting aside an award.
The High Court recently used interpretation rather than rectification to fix an unhappily drafted loan agreement for "Seven Million Five Hundred Pounds [sic] (£7,500,000) to be drawn down in Euros". The dispute concerned whether the amount owed was in sterling or euros.
One of the main reasons for choosing arbitration as a method of dispute resolution has always been the finality of arbitral awards. However, in Slovakia, the finality of arbitral awards has often been called into question – even the Constitutional Court has assumed jurisdiction to review arbitral awards. While the country has come a long way in bringing the review of arbitral awards into line with international standards, there is still one stage where reviews of arbitral awards are somewhat unpredictable: enforcement.
A first-instance court recently considered the extent to which a bank's duty of care owed to its customers, co-existing in contract and tort, requires the bank to make inquiries of suspicious transactions in their bank accounts. The court found in favour of the bank on the basis of expiry of the relevant limitation period. This article focuses on the court's discussion, by way of obiter, of the bank's duty of care owed to its customers where suspicious transactions occur.
With respect to employers with a multi-jurisdictional presence in the European Union, where a dispute arises between them and an employee concerning the law applicable to cross-border employment contracts, it is first necessary to assess whether the objectively applicable law was deviated from by way of a choice-of-law clause. If so, it is then necessary to determine whether this affects the objectively applicable law's mandatory provisions and whether these are more favourable to the employee than the law chosen.
In employment contracts with a cross-border reach, it is always necessary to determine the objective law to which the contract is to be subject and to what extent this may be deviated from by way of a choice-of-law clause. While the primary deciding factor in this context is the place in which employees generally perform their work, a number of problems may be encountered when determining where this is.
Foreign companies planning to transfer local business units to a domestic company must first resolve a number of issues. Since the cross-border spin-off is currently not regarded as a feasible option, the transfer of assets and liabilities must be effected by way of an asset deal. In Europe, this generally triggers a business transfer under local law whereby the employment contracts of the staff within the unit in question are transferred to the domestic company.
Many international companies run their domestic operations via a branch of a foreign parent, rather than a locally established company. While cross-border spin-offs are theoretically permitted under European law, they do not represent a feasible option due to inadequate domestic regulations. Whether such reorganisations will affect workers' employment status and works councils' co-determination rights, particularly following a change in operations, must be assessed on a case-by-case basis.
The European Commission recently proposed to implement an internal and external whistleblowing reporting process which gives employees and external persons the opportunity to report breaches of EU law and ensures that such reports will be followed up. The scope of the proposal is broad, but such protection should be reasonable, taking into account the interests of not only the whistleblower, but also the companies in question and the public.
Companies should always clarify which social security laws apply to employees who are deployed in other countries. For such employees, it is often important to know whether they can remain in the social security system of their home country in order to avoid losing their existing social security accruals. Where the cross-border deployment of staff relates to non-EU countries, it is necessary to determine whether a social security treaty with the country in question has been concluded.
A recent decision gave Court of Appeal endorsement to a raft of similar first-instance decisions regarding banks' contractual duties to customers in respect of regulator-mandated reviews. The decision provides helpful comfort for banks when agreeing remedial action with the Financial Conduct Authority that they ought not to be exposing themselves to private actions from customers in respect of their review, provided that third-party rights are excluded.
Sending employees on secondments to company sites in other countries is a major issue in cross-border employment law. It is often a popular way of deepening cross-border cooperation, particularly in terms of transferring know-how and securing closer contact with foreign branches. Employers increasingly wish to fall back on instruments of this kind, especially in preparation for Brexit. In legal terms, particular focus should be placed on drafting contracts.
When drafting employment agreements which relate to several EU jurisdictions, it is advisable to determine the applicable law in advance. The decisive feature in this context is the jurisdiction to which the employment contract objectively belongs. The place of work principle dictates that employment contracts and relationships are primarily subject to the law of the country in which or from which the employee habitually carries out work in the performance of their employment contract.