International Trade Law

Question 1

Company A signed a contract with Company B on 1 January 2021. It was stated in the contract that the United Nations Convention on Contracts for the International Sale of Goods (CISG) is the governing law of the contract.

Under the contract, Company A, as the seller, would deliver 10,000 tons of coal to Company B at the amount of USD100 per ton. The delivery date, as stipulated in the contract, was on or before 31 December 2021. On 1 June 2021, there was a sudden increase in demand of coal, and thus, the price of coal increased to USD200 per ton.

Company A sought to renegotiate the price with Company B but Company B rejected the request. On 31 December 2021, Company A only delivered 5,000 tons of coal to Company B. Company B sued against Company A for damages.

Advise whether Company A was liable for damages and whether Company A could rely on any defence under the CISG. Use the relevant CISG provisions and case laws (from any jurisdiction) to support your answer.

(40 marks)

Question 2

In the White Paper “Private International Law Aspects of Smart Derivatives Contracts Utilizing Distributed Ledger Technology”, which is published by the Singapore Academy of Law, ISDA, Clifford Chance and R3, it is stated that:

“…where an entirely disintermediated form of securities holding systems or trading platforms is established through the development of a public and permissionless DLT system, such that it is not possible to identify individual platform participants, it may not be possible to establish precisely where participants or assets are located.” (page 30).

In the context of the above statement, examine one legal issue and one social impact that may arise from the use of Smart Derivatives Contracts. You should provide real-life examples to analyse the legal issue and social impact that you have identified.

(40 marks)