Macquarie Bank Ltd v Banque Cantonale Vaudoise [2024] EWHC 114 (Comm) (26 January 2024)

Macquarie Bank Ltd v Banque Cantonale Vaudoise [2024] EWHC 114 (Comm) (26 January 2024)

England and Wales is clearly the most appropriate forum because the SBLCs are governed by English law, the Swiss proceedings are indefinitely stayed, and Swiss procedural law has prevented enforcement of substantive rights under English law. Only the English court can give effect to the parties' choice of law and the autonomous nature of the SBLCs. The links to Switzerland are outweighed by the need to uphold the substantive characteristics of the instruments under their governing law.

Citation
[2024] EWHC 114 (Comm)
Parties
Claimant/respondent: Macquarie Bank Limited; Defendant/applicant: Banque Cantonale Vaudoise
Jurisdiction
England and Wales
Judgment Date
26 January 2024
Procedural Posture
Jurisdiction Challenge in Commercial Claim / Application to Set Aside Service Out of Jurisdiction; Forum Conveniens Determination
Outcome
Jurisdiction challenge dismissed; English proceedings to continue
Legal Topics
Letters of Credit, Jurisdiction, Forum Non Conveniens, Conflict of Laws, Enforcement of Financial Instruments
Commercial Law Banking Law Private International Law Letters of Credit Jurisdiction Forum Non Conveniens Conflict of Laws Enforcement of Financial Instruments

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Parties

Macquarie Bank Limited

Claimant/respondent

Banque Cantonale Vaudoise

Defendant/applicant

Procedural Posture

Jurisdiction Challenge in Commercial Claim / Application to Set Aside Service Out of Jurisdiction; Forum Conveniens Determination

Legal Issues

  1. 1 Whether England and Wales is clearly the most appropriate forum for the dispute regarding enforcement of standby letters of credit governed by English law
  2. 2 Whether the Swiss proceedings justify a stay or dismissal of the English proceedings

Ratio Decidendi

England and Wales is clearly the most appropriate forum because the SBLCs are governed by English law, the Swiss proceedings are indefinitely stayed, and Swiss procedural law has prevented enforcement of substantive rights under English law. Only the English court can give effect to the parties' choice of law and the autonomous nature of the SBLCs. The links to Switzerland are outweighed by the need to uphold the substantive characteristics of the instruments under their governing law.

Court Disposition

Jurisdiction challenge dismissed; English proceedings to continue

Orders

  • BCV's application challenging jurisdiction is dismissed
  • MBL to use best endeavours to discontinue Swiss proceedings