Giving effect to the UNCITRAL Model Law on cross border insolvency in Great Britain, which came into force on 4 April 2006 (SI 2006/1030).

The process by which a dissenting class of creditors/members can be crammed down in a restructuring plan under Part 26A of the Companies Act 2006 if certain conditions are met

This Checklist aims to provide practitioners with a route map through the different cross-border issues that require consideration when dealing with proceedings involving a cross-border element, such as a defendant domiciled outside the jurisdiction or a contractual agreement making provision for the courts of another country to have jurisdiction. In the form of a table, it asks various questions and provides links to underlying content that will answer those questions. The UK's departure from the EU has implications for practitioners dealing with cross border issues involving not only EU Member States but also contracting states of the Lugano Convention 2007 and contracting states of the Hague Convention on Choice of Court Agreements. This Checklist therefore also links through to relevant Brexit content in the cross-border topic under consideration. This Checklist considers various Brexit specific cross-border issues. For guidance in matters in which Brexit is not an issue, see: Cross border considerations—checklist. Brexit—transition/implementation period The UK is no longer an EU Member State, following its departure from the EU at 11 pm on 31 January 2020 (exit day).

This Checklist aims to provide practitioners with a route map through the different cross border issues that require consideration when dealing with proceedings involving a cross border element such as a defendant domiciled outside the jurisdiction or a contractual agreement. In the form of a table it asks various questions and provides links to underlying content that will answer that question. The UK's departure from the EU has implications for practitioners dealing with cross border issues involving not only EU Member States but also contracting states of the Lugano Convention 2007 and potentially contracting states of the Hague Convention on Choice of Court Agreements. For guidance, see: Cross border considerations (Brexit)—checklist. Applicable law—general Question Guidance—Practice Notes What is applicable law? Applicable law—a guide for dispute resolution practitioners Which applicable law regime applies? Applicable law—a guide for dispute resolution practitioners What is an applicable law clause? Applicable law clauses How do I determine the applicable law under UK Rome I, Regulation (EC) 593/2008?(Contract claims only) UK Rome I—application and interpretationUK Rome I—parties fail to choose

A large proportion of over-the-counter (OTC) transactions in financial derivatives are entered into between counterparties in different legal jurisdictions. Derivatives practitioners are therefore required to understand the risks involved in transacting with foreign counterparties. Enforceability of the contract The key consideration is whether the local law of a foreign counterparty to a derivative contract will uphold the terms of an agreement in full. In particular, in the context of financial derivatives, it is important to know that standard contract provisions seen in derivatives markets such as netting, set off or the use of a master agreement to govern multiple transactions will be enforceable in foreign courts. As well as looking at the issue in the context of taking proceedings in a dispute between the parties, it is also important to consider whether the provisions of the agreement could be challenged by a local insolvency practitioner in the event that a counterparty was in financial difficulty. Ultra vires A further important consideration is whether, under local law, a foreign counterparty is acting within its powers in

This Practice Note sets out the deadline/time limit for filing and serving statements of case in cross-border Part 7 claims. It covers the time for serving and filing the following court documents: the claim form, the particulars of claim, the acknowledgment of service, the defence, a counterclaim, a defence to a counterclaim, a reply as well as other statements of case. Guidance is also given on how to vary the timetable for serving statements of case as well as when a claim will be stayed. For claims under CPR 8, see Practice Note: CPR Part 8 claims (alternative procedure for claims). The guidance given in this Practice Note is based on the interpretation and application of the relevant provisions of the CPR. The rules refer to service in or outside the jurisdiction. Note: • ‘jurisdiction’ is defined in CPR 2.3 as being England and Wales; it is not the UK • depending on the court in which the matter is proceeding, there may also be specific requirements set out in

This Practice Note considers both the ability to enforce an English court default judgment in another jurisdiction and the potential difficulties that may be encountered. For guidance on the enforcement of a default judgment between EU Member States, see Practice Note: E&W Brussels I recast—enforcement of default judgments [Archived]. Requirement for service of the claim form/originating document For guidance on obtaining a default judgment under CPR 12, see: Default judgment—overview. Where a claimant has obtained a default judgment and is seeking to enforce it, a key consideration for the enforcing court will be whether the claim form/originating document was brought to the attention of the defendant. This is generally considered by reference to whether there was valid service of the claim form/originating document. In cases in which difficulties were encountered in trying to effect service, it may be possible to effect valid service despite non-compliance with the procedural service requirements in the country in which the proceedings were commenced. An example can be seen in Reeve v Plummer (2014), a case in which a default

This Practice Note sets out guidance on obtaining evidence in cross border disputes involving civil and commercial matters using the Convention of 18 March 1970 on the Taking of Evidence Abroad in Civil or Commercial Matters—more commonly referred to as the Hague Evidence Convention. The Hague Evidence Convention sets out various requirements and processes in relation to the obtaining of evidence either testimony or documentary. Evidence for use in proceedings is obtained either by using a Letter of Request (also known as letters rogatory) or by evidence being taken by a diplomatic officer, consul or commissioner (which may be the judge in charge of the proceedings). The convention, which accommodates the different legal traditions of the contracting states, is widely used and facilitates thousands of requests each year for assistance with obtaining evidence. The convention does not address the actual request for and the taking of the evidence requested, these are provided for in the domestic rules of the relevant state. The domestic rules apply when seeking to obtain evidence: • from a foreign jurisdiction for use

This Practice Note considers letters of request received from foreign courts to obtain evidence in cross border disputes in their jurisdictions. Such requests will be dealt with when a foreign legal team or party instructs solicitors in England to act on their behalf when making such a request. This Practice Note considers the issues that may arise in the foreign jurisdiction as well as before the English courts. The power of the English courts to assist with requests for assistance is set out in Evidence (Proceedings in Other Jurisdictions) Act 1975 (E(POJ)A 1975) with the procedure to be followed set out in Section II of CPR 34 at CPR 34.16 onwards. The guidance in this Practice Note applies whether or not the state of the foreign court is a party to the Hague Evidence Convention. For guidance on: • issues of privilege or confidentiality, see Practice Note: Cross border evidence—privilege and confidentiality • obtaining evidence in a foreign country for use in proceedings in the Courts of England and Wales, see Practice Note:

This Practice Note considers issues of witness privilege and confidentiality applicable when dealing with applications by a foreign court requesting assistance from the courts of England and Wales (English courts) to obtain evidence for use in the foreign court proceedings. The provisions for privilege are set out in the Evidence (Proceedings in Other Jurisdictions) Act 1975 (E(POJ)A 1975). This Practice Note should be read in conjunction with Practice Note: Cross border evidence—foreign court request for assistance. For guidance on some of the privilege and confidentiality issues that may arise in proceedings in the English courts in respect of the use of evidence that was obtained in proceedings in a different jurisdiction (which are outside the scope of this Practice Note), see Practice Note: Legal professional privilege in civil proceedings—Legal advice privilege—whose law determines? Privilege—general considerations The term ‘evidence’, as used in the Act, has a broad meaning. This is set out in E(POJ)A 1975, s 3(4): ‘...references to giving evidence include references to answering any question and to producing any document.’ Under E(POJ)A 1975,

This Practice Note considers applications for a letter of request to obtain deposition evidence from a witness located in a foreign country. An application can be made in civil or commercial proceedings to the courts of England and Wales. The relevant procedure is set out in CPR 34.13 and applies whether or not the country, in which the evidence is to be sought, is a contracting state of the Hague Evidence Convention. While the courts can make an order for a Letter of Request for evidence, it is always for the foreign court receiving the request to ultimately determine whether and what evidence must be provided. For guidance on: • dealing with a request received from a foreign court, see Practice Note: Cross border evidence—foreign court request for assistance. • bilateral treaties, see Practice Note: Obtaining evidence—bilateral treaties Requests under the Hague Evidence Convention For guidance on Hague Evidence Convention, see Practice Note: Cross border evidence—Hague Evidence Convention. A letter of request under the Hague Evidence Convention is a request

NOTE: This archived Practice Note summarises the European regime governing mergers between companies based in at least two different member states of the EEA as it applied up to the end of the Brexit implementation period. Brexit impact The ability of UK companies to participate in mergers under the EU cross-border merger regime has been affected by Brexit. In particular, following the end of the Brexit implementation period, the Companies (Cross–Border Mergers) Regulations 2007 (Regulations) were revoked by the Companies, Limited Liability Partnerships and Partnerships (Amendment etc.) (EU Exit) Regulations 2019, SI 2019/348. For further details, see Proposed revocation of the Regulations following Brexit below. For further details of the impact of Brexit on the UK takeover regime generally, see Practice Note: Brexit—UK takeover regime. Background The European regime governing mergers between companies in different member states of the EEA derives from Directive 2005/56/EC, the Directive on Cross-Border Mergers of Limited Liability Companies (Directive), which was consolidated with five other EU directives in the area of company law in 2017 by Directive (EU) 2017/1132 relating