Force majeure and the Coronavirus

 I. Introduction

As at the time of writing this article, the coronavirus has infected more than 90,000 people. Today 22 March 2020 more than 267,000 people are infected and it caused more than 11,000 deaths. In the UAE, 140 cases have been reported.

The virus is spreading quickly, and companies are taking precautions to prevent the spread of the disease. Some companies may invoke a force majeure event in order to obtain relief of contractual obligations. The main events that are being identified as force majeure events are flight suspension, a ban on foreign tourism, and a delay in operations.

The question arises as to whether these measures give rise to a force majeure event, relieving one or both parties of performing their contractual obligations. In this article, we will discuss what constitutes a force majeure event, what actions companies are taking, and what measures the UAE has taken to combat this virus.

II. Force Majeure in the UAE

Force majeure is an event beyond a party’s control, which prevents the party from fulfilling its obligations under a contract. A law providing for force majeure through doctrine or contractual provisions can relieve a party from liability for its non-performance.

In the UAE, we will consider the laws of the mainland, the DIFC, and the Abu Dhabi International Financial Centre (ADGM).

1. Force Majeure Under the UAE Civil Code

Article 267 of Federal Law No. 5/1985 on the Civil Transactions Law (the “Civil Code”) states:

“If a contract is valid and binding, none of the contracting parties may revoke, modify or rescind it except by mutual consent, order of the court, or law.”

The Civil Code consequently enable the parties to cease the contract upon mutual consent. However, such a clause must be drafted in line with the UAE law.

Article 247 of the Civil Code states:

“In bilateral contracts, where the reciprocal obligations are due, each of the contracting parties shall have the right to abstain from executing his obligation where the other party does not honour his obligation.”

A party has the right to withhold performance of its contractual obligations in the event the other party fails to perform its contractual obligations. In this case, neither party has the obligation to deliver

Article 271 of the Civil Code states:

“The parties may agree that in case of non-performance of the obligations deriving from the contract, the contract will be deemed to have been ipso facto without need to obtain a court order. Such an agreement does not release the parties from the obligation of serving a formal notification, unless the parties agree that such notification is dispensed with.”

Alternatively, under article 273 of the Civil Code, an event beyond the control of the parties or that is unforeseeable and that renders the contract impossible to perform may excuse the parties from performance.

“1. In bilateral contracts, if a force majeure arises that makes the performance of the obligation impossible, the corresponding obligation shall be extinguished, and the contract ipso facto rescinded.

“2. If the impossibility is partial, the consideration for the impossible part shall be extinguished. This shall also apply on the provisional impossibility in continuous contracts. In both instances the creditor may rescind the contract provided the debtor has knowledge thereof.”

Furthermore, any situation of a public nature, such as a government advising a travel ban, may also empower the parties to terminate the contract. However, the party terminating the contract may have the burden of proving that the circumstances were (1) unforeseeable and (2) prevented that party from reasonably fulfilling its obligations in the contract.

Many companies have opted to shut down their operations as the coronavirus spreads. The question of whether the spread of coronavirus was foreseeable and whether a party could have taken alternative measures to carry out its obligations under a contract will depend greatly on how the spread of the virus unfolds and the parties’ ability to perform within reason. See Part 4. below for list of businesses that have been affected by the coronavirus.  There is an important question which arises and that is, to what extent is a party expected to go out of its way to perform its obligation.

Article 287 of the Civil Code states:

“In the absence of a provision in the law or an agreement to the contrary, a person is not liable for reparation if he proves that the prejudice resulted from a cause beyond his control, such as a heavenly blight, unforeseen circumstances, force majeure, the fault of others or of the victim.”

It is clear that in the UAE mainland, in the absence of other law or agreement, a person will not be held liable for contractual obligations if the circumstances beyond its control prevent performance.

  2. Force Majeure in the DIFC

Article 82(1) of DIFC Law No. 6/2004 states:

“Except with respect to a mere obligation to pay, non-performance by a party is excused if that party proves that the non-performance was due to an impediment beyond its control and that it could not reasonably be expected to have taken the impediment into account at the time of the conclusion of the contract or to have avoided or overcome it or its consequences.”

A party may be exempted from performing its contractual obligation if it can prove that the nonperformance was due to circumstances beyond its control. This would arguably be the case with the coronavirus in limited circumstances, such as with regards to suspension or cancellation of airlines and shop operations The World Health Organization currently does not encourage border closures and travel bans. However, many countries are proactively taking measures such as banning flights to and from mainland China or imposing a 14-day quarantine on persons arriving from China, Italy or any other deeply infected region . Please see Part 3 of this article for a more detailed list.

Article 82(2) of DIFC Law No. 6/2004 states:

When the impediment is only temporary, the excuse shall have effect for such period as is reasonable, having regard to the effect of the impediment on performance of the contract.

Thus, if an impediment is temporary, the expected performance and/or commitment may be held off for a reasonable time possible to continue such expected performance and/or delivery.

Article 82(3) of DIFC Law No. 6/2004 states:

The party who fails to perform must give notice to the other party of the impediment and its effect on its ability to perform. If the notice is not received by the other party within a reasonable time after the party who fails to perform knew or ought to have known of the impediment, it is liable for damages resulting from such non-receipt.

In relation to the third clause, it is reasonable business behaviour to notify parties that it is unable to complete an obligation as soon as the impediment becomes known to that party.

Article 82(4) states that “Nothing in this article prevents a party from exercising a right to terminate the contract or to withhold performance or request interest on money due.“ Thus, if a party who otherwise has a right to terminate a contract wishes to do so due to the other party invoking  force majeure, it will be permitted to do so. The fact that one party has invoked force majeure does not cancel any contractual right of the other party to terminate the contract, withhold performance or request interest on money due.

DIFC rules are consistent with the UAE mainland rules and go slightly further to provide guidance on the application of force majeure when there is a temporary delay beyond the party’s control. The performance of the obligation affected by the potential force majeure event may also be dependent on how long the parties took to notify the delay. In other words, if there is a known timeframe, e.g., three months’ delay, the party may still be able to perform its obligations rather than cancel performance or delivery, despite the delays.

     3. Force Majeure in the ADGM

The ADGM follows English common law. The guidance in ADGM Market Infrastructure Rulebook, article 2.6.2(d) and (f) is:

“A Recognised Body must have a business continuity plan that is subject to periodic review and scenario testing, which addresses events posing a significant risk of disrupting operations, including events that could cause a widespread or major disruption. The plan should:

… (d) contain appropriate emergency rules for force majeure events; …

(f) outline business continuity procedures in respect of its Members and other users of its facilities following disruptive or force majeure events.”

ADGM’s position is that businesses ought to consider force majeure as part of their business continuity plans. Certainly, the onset of the coronavirus has brought much disruption to businesses. The expectation from ADGM would be that businesses plan their risks accordingly. Part 5 below discusses how businesses might plan for the spread of the coronavirus.

III. Action Taken by the UAE Since WHO Treatment of the Coronavirus as a Public Health Emergency

1. WHO Declarations

On 30 January 2020, the second meeting of the Emergency Committee of the World Health Organization (WHO) convened by the WHO Director General, Dr. Tedros Adhanom Ghebreyesus–under the International Health Regulations (IHR)(2005). The Committee gathered and gave advice to the Director-General, who made the final decision to determine the outbreak of the novel coronavirus (2019-nCov) as a Public Health Emergency of International Concern (PHEIC).

As of 30 January 2020, representatives of the Ministry of Health of the People’s Republic of China reported 7711 confirmed and 12167 suspected cases throughout the country. Of the confirmed cases, 1370 are considered severe, with 170 people having died and 124 people recovering after being discharged from hospital. Moreover, there had been 83 cases in 18 countries.

WHO made clear that it was still possible to stop the virus spreading, provided that countries put measures in place to detect the disease early on, isolate and treat cases, tracing contacts, and promote social distancing measures. The committee also highlighted the role of the multidisciplinary technical mission to China—involving national and local experts—with a view of reviewing and supporting efforts to investigate the animal source of the outbreak, the clinical spectrum of the disease, the severity, human-to-human transmissions, health care facilities, and efforts to control the outbreak.

On 5 February 2020, the WHO and international community launched a USD 675 million preparedness and response plan covering February through April 2020.

The WHO’s advice was as follows:

WHO should continue to use its networks of technical experts to assess how best this outbreak can be contained globally;

“WHO should provide intensified support for preparation and response, especially in vulnerable countries and regions;

Measures to ensure rapid development and access to potential vaccines, diagnostics, antiviral medicines and other therapeutics for low-and middle-income countries should be developed;

WHO should  continue to provide all necessary technical and operational support to respond to this outbreak, including its extensive networks of partners and collaborating institutions, to implement a comprehensive risk communication strategy, and to allow for the advancement of research and scientific developments in relation to the coronavirus.

WHO should continue to explore the advisability of creating an intermediate level of alert between the binary possibilities of PHEIC or no PHEIC, in a way that does not require reopening negotiations on the text of the IHR (2005).

WHO should timely review [sic] the situation with transparency and update its evidence-based recommendations?

The committee does not recommend any travel or trade restriction.”

The WHO’s advice in relation to China:

“Implement a comprehensive risk communication strategy and to inform populations on the development of the outbreak. Undertake preventive and protection measures for the population and response measures for containment.

Enhance public health measures to contain the current outbreak.

Ensure the resilience of the healthcare system and protect the healthcare workforce.

Enhance surveillance and active case finding across China.

Collaborate with the WHO and its partners to conduct investigations to understand the epidemiology and the evolution of this outbreak and measures to contain it.

Share relevant data on human cases.

Continue to identify the zoonotic source of the outbreak, and particularly the potential for circulation with WHO as soon as it becomes available.

Conduct exit screening at international airports and ports, with the aim of early detection of symptomatic travelers for further evaluation and treatment, while minimizing interference with international traffic.”

The WHO advice to the global community:

“In compliance with article 44 of the IHR (2005), to support each other in the identification of the source of this new virus, its full potential for human-to-human transmission, preparedness for potential importation of cases and researching and developing necessary treatment.”

   2. Coronavirus Situation in the UAE

To better understand the situation in the UAE, we have gathered a summary of statements from leading medical practitioners:

Dr Adel Al Sisi, Chief Medical Officer of Prime Hospital:

“Our medical staff is well equipped and is screening all patients with a runny nose, fever, and cough to ensure that no case goes undetected.”

“The emergency department is taking all precautionary measures in detecting a possible case of the coronavirus, especially since there is a potential threat. We are doing a screening on all patients and highly suspect cases—those travelled from the region—are being referred for further screenings from the Central Laboratory. So far, we have had two high susceptible cases, but further tests revealed that those were just Influenza cases.”

Dr. Zia ur Rahman Shah, Senior Director – Administration, Zulekha Hospital, Dubai:

“Any suspected case will be immediately isolated in negative pressure room, following contact and droplet precautions. Staff at triage are provided with N95 masks, eye protection goggles, impermeable aprons and gloves. Suspected cases will be taken to isolation immediately till this condition is ruled out as per the protocol.”

Dr. Arun Goyal, Associate Medical Director and Head of Department, Cardiac Surgery with RAK Hospital:

“We also have separate isolation beds for the suspected and proven cases of coronavirus. And as per the ministry guidelines for all the patients visiting the hospital- we take their last 15-day travel history to ensure preventive measures are in place. The team in our hospital is well prepared to take care of all kinds of cases,”

The Ministry of Health and Prevention (MoHP) advised residents to adhere to general health guidelines. MoHP confirmed that, in coordination with health and all concerned authorities in the country, it has taken “all necessary precautions in accordance with the scientific recommendations, conditions and standards approved by the World Health Organisation.”

Etihad Airlines has made the following statement:

“Extensive measures have been adopted by medical and aviation authorities in China and the United Arab Emirates, and Etihad Aviation Group is fully compliant with the guidance of the Abu Dhabi Health Authority, the World Health Organisation, the Centre for Disease Control and the International Air Transport Association, and stands ready to take more actions based on informed advice”. As of 5 February 2020, MoHP has launched a coronavirus early warning system to identify patients at high risk of contracting the novel coronavirus. The early warning system is designed to be automated with algorithms that identify a patient that is high-risk, through the Wareed system, which is an electronic healthcare information system.

   3. Issues Facing Companies

Businesses need to carefully investigate their supply chains where dealings involve China or other countries where there is a risk that the coronavirus may spread, so that they can assess whether and to what extent their operations may be disrupted.

At this time, there are internal and external policies from China and other countries with travel bans, travel restrictions and imposed 14 detentions to minimize the risk of the virus spreading.  At the time of writing, other countries like Iran, Italy and South Korea have been significantly affected and there is a question of how competent and capable countries are able to continue doing business as the impact of the coronavirus is seen globally.  For example, currently schools are closing for a number of weeks and a number of significant conferences are being either cancelled or shifted to later in the year, which presumably is disrupting the concept of ‘business as usual’.  The impact of coronavirus fears on Middle

Eastern markets has, however, been severe. The Saudi Stock Exchange’s (Tadawul) headline index the TASI ended trading Monday, 3 January 2020 down 1.78%, while Dubai’s main index fell 1.16%. Other regional markets followed the trend, with Kuwait’s market down 0.97%, and the Bahraini market down 0.13 %.

One of the most important steps companies should take is to review their contracts to determine what force majeure conditions might apply. Force majeure provisions are quite broad; therefore, parties must really understand what events could be deemed “force majeure” under the contractual terms to determine whether such events could have an influence on suppliers and customers. For instance, the virus itself could be deemed as an epidemic, but what about the measures taken by the government? Would the sudden involvement of the State be relevant?

A party seeking to refer to the force majeure provisions in its contract has the burden of proving that there is no other reasonable means for the party to perform its obligations under the contract. The force majeure clause must be broad enough to identify what events will be considered as a preventing performance..

1. Impact on Businesses

While it is still too soon to assess the economic impact and disruption to businesses, what we can observe is that businesses can already feel the impact of the coronavirus. Below is a summary of some of the affected sectors.  We have selected companies that have experienced the impact of the onset of the coronavirus in context of UAE-China trade.

Finance

Chinese markets dropped sharply after the extended new year and the Shanghai Composite closed down 7.7.% wiping out nearly USD 400 billion value (WSJ).

Shipping

Shipping companies carrying goods from China to the rest of the world are reducing their vessels, causing an impact on the demand for services and disruption of global supply chains. According to the United Nations Conference on Trade and Development, about 80% of world’s trade in goods by volume is carried by sea and China has seven of the world’s ten businesses container ports; hence, the impact could be significant. According to Peter Sand, Chief shipping analyst at BIMCO, “a closure of the world’s manufacturing hub impacts container shipping at large, as it is a vital facilitator of the intra-Asian and global supply chains…and this will affect many industries and limit demand for containerized goods transport”.

Floating quarantine

According to Guy Platter, Secretary General of the International Chamber of Shipping, the shutdown means that some ships cannot get into Chinese ports, slowing down loading and discharging of goods (CNN)  Such vessels are considered idling in “floating quarantined zones” and countries like Australia and Singapore are refusing to allow ships that have called to Chinese ports to enter their own ports until the crew has declared them virus-free. Shipping companies like Maersk, MSC Mediterranean Shipping, Hapag-Lloyd and CMA-CGM have said that they have reduced the number of vessels on routes connecting China and Hong Kong with India, Canada, the United States and West Africa.

From cars to machinery, apparel to consumer goods, industries will be affected far beyond China’s economy and the longer the health crisis lasts, the harder it will be to ship goods around the world.

Cruise lines:

• Royal Caribbean Cruises cancelled three trips of its China-based cruise liner and warning of further hit if travel curbs continued to the end of February 2020;
• At least 135 people on board the Diamond Prince cruise ship in Yokohama, Japan have been tested positive for the virus. There are 3,700 people on the vessel;
• Cruise Ship World Dream anchored in Hong Kong’s port with 3,600 people on board were cleared to leave the ship on 9 February 2020 after five days in quarantine;
• Westerdam has 2,000 people and denied entry to ports in Japan, Taiwan and the Philippines. It will dock in Thailand on 13 February 2020 and currently there are no confirmed cases.
• Anthem of the Seas docked in New Jersey for an extra two days after four returning passengers were sent to the hospital to be tested for coronavirus (CNN).

Airlines

In the Gulf, at the time of writing this article, Qatar Airways, Emirates, Etihad Saudi Arabian Airlines and others have suspended flights to and from China.

In the rest of the world, the following airlines have suspended flights to and from China:

• On 5 February 2020, Cathay Pacific asked 27,000 staff members to take three weeks of unpaid leave to cope with the impact of the coronavirus (BBC).
• United, Delta and American Airlines have suspended flights.
• One of the first major Chinese career to suspend flights between China and the United States was China Eastern.
• British Airways, Virgin Atlantic, Lufthansa, KLM, and Air France, among others.

Air Cargo

Several air cargo companies have either suspended or cancelled their services to and from mainland China, until further notice. These include IAG Cargo, the arm cargo arm of British Airways parent IAC (ICAGY) and German logistics group DHL. While UPS (UPS) and FedEX Express (FDX) continue to fly in and out of China, UPS has seen reduced demand for its services as a result closures to businesses.

Automobile Manufacturers

According to Forbes, many have suspended production and limited travel within China, for example, VW Group, the largest foreign automaker in China asked about 3,500 employees in Beijing to work from home through to 17 February 2020.

• Carmaker Hyundai (HYMTF) has suspended production at its plants in South Korea;
• Jaguar and Land Rover parent Tata Motors anticipates the outbreak to hamper production in China and hit profits;
• Tesla warned a one to 1.5-week delay in production of its Shanghai built Model 3 cars and could hurt March quarter profit after China ordered a shutdown of the factory;
• Ferrari can offset weakness in China if it is for a few months only and is more concerned about Hong Kong;
• Toyota Motor shut factories through 9 February 2020;
• According to Bloomberg, Robert Bosch GmbH, shut two factories employing a total of 800 people in Wuhan;
• Airbus closed its Tianjin assembly line;
• Crude oil price falls to its lowest level in 12 months (BBC).

Restaurants

• McDonalds closed several hundred of approximately 3,300 outlets in China;
• Starbucks have closed more than half of its approximately 4,300 stores in china and delayed a plan to update its 2020 forecast;
• Burger King closed some of their restaurants;
• Haidilao shut restaurants.

Technology firms:

• Employing 10,000 people in China, Apple closed all their corporate offices, stores and contact centres in China through 9 February (Forbes, WSJ);
• Google and Deere temporarily closed facilities in China;
• Baidu postponed the announcement of its fourth-quarter results;
• Foxconn’s shipments to customers, which includes Apples could be disrupted if Chinese factory halt extends for a second week;
• LG Display did not close any of its’ factories in China but warned the outbreak caused uncertainty for suppliers;
• Samsung Electronics extended closure over holidays for some factories though declined on comment on the impact;
• Samsung affiliate and batter maker Samsung SDI, which includes Volvo amongst their customers, warned of a hit to its March quarter earnings;
• SK Hynix, a chop plant in the eastern city of Wuxi- outbreak had not disrupt production but that could change if situation is prolonged.
• AT&S cut its revenue forecast to approximately 7% for year to 31 March.

Hotels

• International chains like The Peninsula Hotels, Hilton, Marriott International, InterContinental Hotels, and others are reportedly to offer free reservation changes or cancellations in China through 8 February 2020;
• Ctrip which is China’s largest online booking platform, Ctrip, said more than 300,000 hotels on its platform had agreed to refund bookings between 22 January and 8 February 2020.

      2. Longer term

It is currently difficult to assess how long the outbreak of the coronavirus is going to last.  What is perhaps clearer is that businesses are having longer term impacts on their operations and because of the uncertainty from day-to-day operations there are many questions as to how the supply chain is impacted not just in China but globally.

Moreover, given that China-UAE trade was worth USD 11.2 billion in 2019 Q1, the current coronavirus is likely to make its’ impact felt in Q1 of 2020 with rippling effects and implications for the year (Khaleej Times).

IV. What Should Companies Do?

It is currently difficult to assess how long the outbreak of the coronavirus will last. What is clear is that businesses are experiencing longer term impacts on their operations and because of the uncertainty in day-to-day operations, there are many questions as to how the supply chain will be impacted not just in China but globally.

Actions companies can take:

1. Be aware that some force majeure provisions have time constraints for reporting a force majeure event, and make sure the notice period requirement is met.
2. Analyse contractual and statutory force majeure conditions to ascertain whether there has been a force majeure event that allows for non-performance of the contractual obligation.
3. In the event of a force majeure claim, the affected party should provide as many details as possible to support its claim, including the timing, the number of parties affected, how the supply chain has been affected, and other evidence as deemed appropriate. For instance, in the case of impediments in the supply chain, a party should indicate what reasonable checks were put in place to make sure their facilities were affected in the least way possible.
4. Termination clauses should be read and understood accurately. If a supplier has the right to terminate the contract due to recent events, the buyer should be aware of this right and have back-up arrangements for an alternative supplier who is able to undertake the work. Moreover, buyers should also inform the companies and customers accordingly if material or products that have been ordered in bulk may be delayed or halted.
5. Follow appropriate contingency plans and if not, then create one.

Restricted travel

The following countries have implemented major constraints on travelers or China travel.  The reason these countries are listed is because the Middle East is a hub for global business and certainly many goods are also imported into the UAE.  Should the situation in the below countries amongst others deteriorate we may find that the UAE or possibly the Gulf at large be financially and socially impacted.   These constraints are likely to see an indirect impact in the global economy:

UAE: 

There have been major flights such as Etihad and Emirates who have suspended their flights to China due to the outbreak.

Australia:

Foreign nationals in China will not be allowed to enter Australian until 14 days they have left or transited through China. Australian citizens, permanent residences and their families are still able to enter however they are required to isolate themselves for 14 days if they have been to China and currently the Australian Government has advised against any travel to mainland China.

Hong Kong:

The city will quarantine anyone arriving from mainland China, including Hong Kong Residences and visitors for 14 days.

India:

Anyone travelling to China will be quarantined upon their return and exiting visas are no longer valid for any foreign national travelling from China.

Indonesia:

There are no longer direct flights to China and Indonesia has suspended visas on arrival for Chinese citizens.

Japan:

Foreigners who have visited China’s Hubei province in the last 14 days have been denied entry from 1 February 2020.

New Zealand:

There is a ban on anyone travelling from China (3 Feb) and lasts up to 14 days. The New Zealand government has also raised the travel advice of “do not travel” to China to the highest level.

Philippines:

Philippines has imposed a 14-day quarantine for Filipinos coming from China and temporarily barring travel to China, Hong Kong and Macau.

Saudi Arabia:

Citizens of Saudi Arabia and foreigners living in the country are banned from travelling to China.

Singapore:

Singapore has blocked entry and transit of people who have trained to mainland China in the previous 14 days as of 1 February 2020. While visas of Chinese citizens to visit Singapore has been suspended.

South Korea

South Korea has barred the entry of foreigners who have visited or stayed in Hubei in the previous 14 days and suspended its no-visa favour for Chinese tourists to Jeju Island.  South Korea is currently on alert as they are the most impacted country outside of China.

Taiwan:

All Chinese residents, excluding those from Hong Kong and Macau will be banned from entering Taiwan from 6 February 2020. People who have visited Hong Kong and Macau will be quarantined at home for 14 days.

United Kingdom

The UK government has recommended British nations to leave China and advised against all but essential travel to mainland China.

United States

The US has barred entry of foreign nations who have visited China temporarily.

Vietnam

Vietnam has banned all foreigners who have spent time in China in the previous 2 weeks from entering Vietnam. Vietnam has already quarantined about 900 people.

 V. Conclusion

As the situation evolves, the UAE is taking proactive steps like other countries in following the situation in China and globally and undertaking measures as necessary to ensure prevention of further spread of the coronavirus.

We have also seen businesses being affected by the coronavirus and it is currently still too soon to assess the mid to longer term economic and social costs and what legal ramifications may result.

 

The present article was written on 5 of March 2020.

*The article was originally published with LexisNexis MENA magazine.

 

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23. H. Ziady, “Global shipping has been hit by the coronavirus.  Now goods are getting stranded”,  CNN Business, 6 February 2020, https://edition.cnn.com/2020/02/05/business/shipping-coronavirus-impact/index.html..
24. https://www.theguardian.com/world/2020/feb/12/westerdam-cruise-ship-with-2000-onboard-refused-port-by-four-countries-amid-coronavirus-fears

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