Gravelor Shipping Limited v GTLK Asia M5 Limited & Anor

Gravelor Shipping Limited v GTLK Asia M5 Limited & Anor

Gravelor is entitled to specific performance for transfer of the vessels upon payment of the Clause 18.3 sum, subject to provision of a satisfactory clawback opinion under clause 19.3, and payment may be made in Euros into a sanctions-compliant account as required by clause 8.10, given that payment in USD into the nominated account is not possible due to sanctions. Damages are not an adequate remedy due to enforcement risks and vessel deterioration.

Parties
Claimant: Gravelor Shipping Limited; Defendant: GTLK Asia M5 Limited; Defendant: GTLK Asia M6 Limited
Jurisdiction
England and Wales
Judgment Date
27 January 2023
Procedural Posture
Commercial Contractual Dispute (bareboat Charterparties) / Summary Judgment Application and Application for Specific Performance
Outcome
Summary judgment granted in part for the claimant; specific performance ordered subject to provision of a satisfactory clawback opinion and payment into a sanctions-compliant account.
Legal Topics
Summary Judgment, Specific Performance, Sanctions Compliance, Payment Obligations, Interpretation of Charterparties
Commercial Law Contract Law Shipping Law Sanctions Law Summary Judgment Specific Performance Sanctions Compliance Payment Obligations +1 more

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Parties

Gravelor Shipping Limited

Claimant

GTLK Asia M5 Limited

Defendant

GTLK Asia M6 Limited

Defendant

Procedural Posture

Commercial Contractual Dispute (bareboat Charterparties) / Summary Judgment Application and Application for Specific Performance

Legal Issues

  1. 1 Whether Gravelor is entitled to specific performance for transfer of vessels under clause 18.3 of the charterparties upon payment of the required sums
  2. 2 Whether payment can be made in Euros into a nominated account in light of sanctions
  3. 3 Whether clause 19.3 (clawback opinion) is a condition precedent to transfer

Ratio Decidendi

Gravelor is entitled to specific performance for transfer of the vessels upon payment of the Clause 18.3 sum, subject to provision of a satisfactory clawback opinion under clause 19.3, and payment may be made in Euros into a sanctions-compliant account as required by clause 8.10, given that payment in USD into the nominated account is not possible due to sanctions. Damages are not an adequate remedy due to enforcement risks and vessel deterioration.

Court Disposition

Summary judgment granted in part for the claimant; specific performance ordered subject to provision of a satisfactory clawback opinion and payment into a sanctions-compliant account.

Orders

  • Owners to transfer title to the vessels to Gravelor upon payment of the Clause 18.3 sum in Euros into a sanctions-compliant account, subject to provision of a satisfactory clause 19.3 clawback opinion.
  • If there is a dispute as to the adequacy of the clawback opinion, the court will convene a short hearing.