Lloyd's Law Reporter
UNITED ANTWERP MARITIME AGENCIES (UNAMAR) NV V NAVIGATION MARITIME BULGARE
[2013] EUECJ C-184/12, Court of Justice of the European Union, 17 October 2013
Commercial agency - Choice of law - Whether court could disregard choice of another law - Rome Convention on Applicable Law 1980 - Commercial Agents Directive, Council Directive 86/653/EEC
In
2005, Unamar agreed to act as commercial agent for the operation of NMB's
container liner shipping service. It was stated to be governed by Bulgarian law
and any disputes were to be resolved by arbitration in Sofia, Bulgaria. In 2008
NMB gave notice of termination of the agreement, and Unamar brought an action
on 25 February 2009 in Antwerp for the payment of the various forms of
compensation provided for under the Commercial Agents Directive. NMB asserted
that the Antwerp could did not possess jurisdiction by reason of the
arbitration clause. The first instance court dismissed the argument and further
held that article 27 of the Directive did not permit the parties to choose a
foreign law. On appeal, the Antwerp Court of Appeal held that the arbitration
clause was binding, and that the choice of Bulgarian law was permissible as
long as Unamar remained entitled to the benefits of the Commercial Agents
Directive. The CJEU ruled, on a reference for a preliminary ruling, that the
law of an EU member state which met the minimum protection requirements of the
Commercial Agents Directive and which had been chosen by the parties could be
rejected by the law of the court of another EU member state in favour of the
law of the forum only if the court found that the law of the forum regarded it
as crucial to grant the commercial agent protection going beyond that provided
for by the Directive.