On 22 May 2026, the UK’s Court of Appeal handed down its judgment in Tonzip Maritime (Singapore) Pte Ltd v. 2 Rivers Pte Ltd (The Catalan Sea) [2026] EWCA Civ 641, allowing the shipowners’ appeal and confirming that a charterparty clause permitting refusal of a voyage order which would “expose” the owners to sanctions is engaged by a reasonable judgment that there is a real risk of sanctions, rather than by proof that a breach is more likely than not. For the trade practitioner, the decision’s significance lies in two dimensions: the threshold it fixes for the “exposure to sanctions” clauses on which owners, charterers and their insurers routinely rely; and the court’s treatment of the ownership-and-control question beneath the refusal, namely the risk that a sanctioned person’s transfer of their interest to a family member shortly after designation is cosmetic rather than genuine. This alert examines the Court of Appeal’s construction of the clause, the line of authority on “exposure” and “real risk” from which it draws, and the practical questions the decision poses for owners and charterers assessing contestable cargo ownership against the EU and UK control rules, including the recognized red flags of circumvention.
We recently published an update on the ruling. Read the full insight here.
