Eternity Sky Investments Ltd v Zhang [2024] EWCA Civ 630 (10 June 2024)

Eternity Sky Investments Ltd v Zhang [2024] EWCA Civ 630 (10 June 2024)

Mrs Zhang was not a consumer for the purposes of the Consumer Rights Act 2015 in relation to the personal guarantee, as the transaction was objectively of a business nature and she had a functional link to the company. The personal guarantee did not have a close connection with the United Kingdom. Clause 2 of the guarantee was transparent and prominent to the relevant average consumer. Even if the CRA applied, clause 2 was not unfair. Enforcement of the Hong Kong arbitration award was not contrary to public policy.

Citation
[2024] EWCA Civ 630
Parties
Respondent/claimant: Eternity Sky Investments Ltd; Appellant/defendant: Xiaomin Zhang; Intervener: Competition & Markets Authority
Jurisdiction
England and Wales
Judgment Date
10 June 2024
Procedural Posture
Appeal / Court of Appeal Judgment
Outcome
Appeal dismissed
Legal Topics
Enforcement of Foreign Arbitration Awards, Consumer Status Under Consumer Rights Act 2015, Public Policy Exception, Transparency and Fairness of Contract Terms, Choice of Law and Jurisdiction
Arbitration Consumer Protection Contract Law International Private Law Enforcement of Foreign Arbitration Awards Consumer Status Under Consumer Rights Act 2015 Public Policy Exception Transparency and Fairness of Contract Terms +1 more

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Parties

Eternity Sky Investments Ltd

Respondent/claimant

Xiaomin Zhang

Appellant/defendant

Competition & Markets Authority

Intervener

Procedural Posture

Appeal / Court of Appeal Judgment

Legal Issues

  1. 1 Whether Mrs Zhang was a consumer under the Consumer Rights Act 2015
  2. 2 Whether the personal guarantee had a close connection with the United Kingdom for CRA purposes
  3. 3 Whether clause 2 of the guarantee was transparent and prominent

Ratio Decidendi

Mrs Zhang was not a consumer for the purposes of the Consumer Rights Act 2015 in relation to the personal guarantee, as the transaction was objectively of a business nature and she had a functional link to the company. The personal guarantee did not have a close connection with the United Kingdom. Clause 2 of the guarantee was transparent and prominent to the relevant average consumer. Even if the CRA applied, clause 2 was not unfair. Enforcement of the Hong Kong arbitration award was not contrary to public policy.

Court Disposition

Appeal dismissed

Orders

  • Hong Kong arbitration award enforced
  • No refusal of enforcement on public policy grounds