Professor Roy Goode once observed that “Novation need not be left to ad hoc agreement; it is open to the parties to provide for it in advance and in particular to establish a contractual mechanism by which novation takes place automatically on the occurrence of a designated act or event”. This deceptively straightforward proposition is examined in the present seminar. We will explore the risks in adopting a pristine version of the proposition in the law of novation – “advance consent” clauses are now frequently found in banking, shareholder and other corporate documentation – and also consider possible legal and equitable safeguards that may be incorporated within the process of scrutiny, if in any case there arises concern over the effectiveness of a novation that is undertaken pursuant to consent given in advance.
About the Speaker:
Lau Kwan Ho is an Assistant Professor of Law at the Singapore Management University, and presently also the Deputy Director of the Centre for Commercial Law in Asia. His teaching and research interests are in contract law and private law. His work, published in journals including the Cambridge Law Journal, the Law Quarterly Review and the Modern Law Review, is cited by courts in Hong Kong and Singapore, in extra-judicial speeches by English and Singapore judges, by regulatory bodies, and in academic treatises and articles regularly. He has given expert evidence in US court proceedings. Kwan Ho previously practised in the M&A department of Allen & Gledhill LLP and was a Justices’ Law Clerk with the Supreme Court of Singapore.
The Law Society of Hong Kong has awarded this seminar 1 Continuing Professional Development (CPD) point.