UniCredit 对 Celestial 诉英国制裁对贸易融资的影响

Implications forTrade Finance Under UK Sanctions 26 March 2026 On 25 March 2026, the UK’s Supreme Court delivered a unanimous judgment inUniCredit BankGmbH v Celestial Aviation Services Ltd,holding that UK sanctions against the Russian Federation(Russia) prohibited a confirming bank from making payments under standby letters of credit The ruling, which upheld the Court of Appeal and reversed the High Court, resolves a question of acute commercial significancefor trade finance, aviation leasing and the broader financial services industry. By affirming that the phrase “in connection with”,an arrangement requires only a factual nexus, not a causal link, to prohibited activity, the Court has confirmed that UK sanctions The Court’s Reasoning Legal Development The case arose from 12 standby letters of credit issuedbetween 2017 and 2020 by Sberbank, a Russian state-ownedbank, and confirmed by the London branch of UniCredit BankGmbH, a German institution. The letters of credit securedlease obligations owed by Russian carriers, including AirBridgeCargo and Aurora Airlines, to three Irish-incorporated aircraftlessors: Celestial Aviation Services Ltd (a subsidiary of AerCapHoldings NV, the world’s largest aircraft leasing company) andtwo entities within the Aircastle group, including ConstitutionAircraft Leasing (Ireland) 3 Ltd. (Constitution). The leasesthemselves had been entered into between 2005 and 2014.The principal sums at issue were approximately US$45.8million for Celestial, and US$23.5 million for Constitution.Following Russia’s invasion of Ukraine, the UK governmentamended Regulation 28(3)(c) of the Russia (Sanctions) (EU The Supreme Court addressed two issues. The first waswhether regulation 28(3)(c) prohibited UniCredit from payingunder the letters of credit. The appellants contended that theprohibition required a causal connection between the provisionof funds and the prohibited supply of aircraft, and that no suchconnection existed: the aircraft remained in Russia solelybecause of the Russian airlines’ breach of the terminatedleases, not because of any act of the bank. Lord Stephens,giving the sole judgment, rejected that interpretation. Thestatutory language, he held, requires only a factual connection The Court also rejected three subsidiary arguments advancedby the appellants: that the leases were not “arrangements”within the regulation because they predated the sanctions;that termination of the leases extinguished their status asrelevant arrangements and that there must be temporal The second issue analysed was section 44 of the Sanctionsand Anti-Money Laundering Act 2018 (SAMLA), whichprovides that a person is not liable to civil proceedingsin respect of an act or omission done in the reasonablebelief that it is in compliance with sanctions.6Although notnecessary to the outcome, the Court addressed the point This has direct consequences for the structuring of tradefinance facilities, aircraft leases, energy supply contracts and The ruling fundamentally alters the risk allocation in letter ofcredit transactions. Standby letters of credit are traditionallyprocured precisely to mitigate credit default risk; the SupremeCourt has now confirmed that sanctions-related defaultrisk, the very contingency the instrument was designed toaddress, may render the instrument itself unenforceable Commercial and Compliance Implications The practical consequences of this judgment are substantialand extend well beyond the aviation leasing sector. First,the ruling confirms that UK sanctions legislation will beconstrued expansively, and that the phrase “in connectionwith” an arrangement will be read to capture any factual linkbetween a financial payment and a prohibited arrangement,regardless of causation. Financial institutions cannot rely ona narrow, purposive interpretation to avoid the sanctions’reach, nor can they argue that a payment that does not itself The Court’s interpretation of SAMLA’s section 44 providesbanks with an additional layer of protection. Where a bankwithholds payment in the reasonable belief that sanctionsprohibit it, the bank is shielded from claims for debt, interestand costs incurred during the period of non-payment. This is Finally, the judgment underscores the importance of pursuinglicensing across all relevant jurisdictions with equal diligence.The Court of Appeal had found that UniCredit could not relyon US sanctions for a six-week period during which it hadfailed to make reasonable efforts to obtain a license from the More broadly, the Regulations contain several other impreciseformulations (e.g. “making available” and “related to”), whichthe Supreme Court did not directly address. Nevertheless,the interpretive approach adopted by the Court, favouringbreadth over specificity, treating the sanctions regime as adeliberately wide net and relying on the licensing system as How We Can Help As a global law firm with a dedicated international trade andsanctions compliance practi