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This Act may be cited as the Civil Obligations (Continuity and Domestic Development) Act.

(1) Sections 1 to 4 and 21 to 31 come into force on publication of this Act in the Gazette.

(2) The remaining provisions come into force at the beginning of the one hundred and eightieth day after that publication.

(3) The Attorney General shall, within fourteen days after publication, publish in the Gazette and on the official legislation website a notice stating the calendar date and local time of commencement under subsection (2).

(4) The notice records the operation of subsection (2); its omission or an error in it does not alter commencement. An error shall be corrected promptly in the same manner.

The objects of this Act are to—

(a) maintain continuity of the law actually applicable in Saint Lucia through the specified reception provisions;

(b) require domestic legal authority for subsequent changes to that law;

(c) distinguish the ascertainment and publication of existing law from the adoption of new law;

(d) preserve the mixed structure and express provisions of the Civil Code pending deliberate substantive reform; and

(e) establish a proportionate and continuing programme of public explanation and legislative review.

In this Act—

“Code” means the Civil Code of Saint Lucia, Cap. 4.01;

“cut-off” means the commencement under section 2(2);

“domestic enactment” means an enactment having force in Saint Lucia otherwise than solely through a specified reception provision, and includes this Act;

“foreign development” means the making, amendment, repeal or commencement of a foreign enactment or instrument, or a decision or legal rule of a foreign court, occurring after the cut-off;

“received law” means a rule or provision, whether derived from an enactment, common law or equity, having force as part of the law of Saint Lucia immediately before the cut-off by operation of one or more specified reception provisions, to the extent and subject to the conditions with which it then had that force;

“register” means the research register maintained under section 22;

“retained law” means received law continued by section 6, as subsequently interpreted, developed, amended or replaced under the law of Saint Lucia;

“source version” means the version of an English provision or rule relevant to its reception, including its amendments, commencement, territorial operation and temporal conditions;

“specified reception provisions” means Article 917A, the reference to the law of England in Article 920(2), the exception referring to the law of England in Article 944, Article 974A and Article 1127A of the Code as they stood immediately before the cut-off;

“working day” means a day other than a Saturday, Sunday or public holiday in Saint Lucia.

(1) This Act applies to reception through the specified reception provisions and does not enlarge their former subject matter, territorial application or legal effect.

(2) It does not make a rule applicable merely because that rule exists in England or concerns contracts, quasi-contracts or torts.

(3) An independently applicable domestic enactment remains applicable according to its own terms.

(4) Except as expressly provided in this Act, reception through another provision, including Article 916A or Article 1137 of the Code, is neither terminated nor enlarged.

(5) Continuation of received law under this Act does not itself create an offence, a criminal penalty, a public regulatory power or a right to impose a tax which did not previously exist under the law of Saint Lucia.

(6) This Act binds the Crown, but does not enlarge the substantive liability of the Crown or remove an immunity merely by continuing a received rule.

(1) Received law continues after the cut-off as part of the law of Saint Lucia by authority of this Act, subject to this Act and other domestic law.

(2) Continuity does not depend on whether the rule or provision—

(a) was previously pleaded or applied in a reported or unreported proceeding in Saint Lucia;

(b) has been entered in the register; or

(c) has previously been identified by a public authority.

(3) This section does not validate a rule or provision which was not legally applicable immediately before the cut-off.

(4) For the purposes of this Act, a court or other decision-maker shall determine whether a rule forms part of retained law as a question of the law of Saint Lucia. Its English origin does not, of itself, require it to be proved as foreign law.

(1) Whether and to what extent a rule or provision was received shall be determined by applying the specified reception provisions as they stood immediately before the cut-off, the Constitution, applicable domestic enactments and the rules of judicial authority binding on the court or decision-maker.

(2) That determination shall take account of—

(a) the relevant source version and whether it had come into force in England;

(b) the subject matter of the particular rule or provision;

(c) express exceptions, exclusions and domestic conflicts;

(d) the adaptations legally necessary for its operation in Saint Lucia; and

(e) the rules governing its application to the transaction, act, omission, event or proceeding in question.

(3) A judicial decision made after the cut-off may establish that a rule was, or was not, part of the baseline. The date of that decision does not by itself make the decision an adoption of new foreign law.

(4) Neither the existence of uncertainty nor the absence of a prior decision creates a presumption for or against reception.

(1) A foreign development does not, solely by operation of a specified reception provision or this Act, create, alter or extinguish a rule of the law of Saint Lucia.

(2) An English enactment passed before the cut-off but not yet in force in England at the cut-off is not received merely because it later comes into force.

(3) Repeal or amendment in England after the cut-off does not of itself repeal or amend retained law.

(4) This section applies to all matters determined after the cut-off, including matters described in sections 16 and 17, subject to section 19.

(1) An English enactment continued as retained law is continued only in the source version legally applicable at the cut-off, subject to the earlier temporal application required by sections 16 and 17.

(2) A definition, cross-reference, subordinate instrument, saving or other connected provision is continued only so far as it was itself legally operative in Saint Lucia as part of, or necessary to give effect to, the received rule immediately before the cut-off.

(3) This section neither determines that every instrument made under a received English Act was itself received nor confers on a foreign person or body a new power to make law for Saint Lucia.

(4) A reference in retained law to another English enactment or instrument does not select a version amended or commenced after the cut-off.

(5) A formula which was legally operative before the cut-off may continue to operate on changing facts or numerical data in the manner already required by that formula. A foreign change to the legal formula, its prescribed inputs or its legal consequences has no effect solely under this subsection.

(6) Subsection (5) does not continue a power of a foreign authority to prescribe or revise a legal monetary limit, damages award, penalty or class of person entitled to a remedy. A published market rate, exchange rate or statistical index used by an existing formula is to be distinguished from such a prescription. Whether a changed series or methodology remains the input selected by the existing formula is determined under that formula and applicable domestic law; this Act does not authorise an administrator to select a substitute input.

(1) The Constitution prevails over retained law.

(2) An express provision of the Code or another domestic enactment prevails over inconsistent retained law.

(3) A provision of this Act concerning the specified reception provisions prevails over an inconsistent provision of the Code to that extent.

(4) Retained law supplements a domestic enactment only to the extent permitted by that enactment and does not displace a special statutory regime merely because a general rule offers a different result.

(5) A later domestic enactment may amend or replace retained law according to its terms and the ordinary rules of statutory interpretation. This Act does not require a future Parliament to use a particular form of words.

(1) The courts administering the law of Saint Lucia may interpret and develop retained common law and equitable principles in accordance with their jurisdiction, the Constitution, domestic enactments and the applicable rules of precedent.

(2) Continuation under section 6 does not convert a common-law or equitable rule into an unalterable statutory rule.

(3) An English statutory provision continued as retained law remains subject to ordinary statutory interpretation; this section does not confer a power to amend its legislative substance by treating it as a common-law rule.

(4) This Act does not enlarge the power of a lower court to depart from a binding decision or alter the jurisdiction or authority of an appellate court.

(1) A foreign judgment or other comparative material may be considered to the extent permitted by the ordinary law of Saint Lucia.

(2) A later English judgment may assist in determining the meaning of a source version or the content of common law before the cut-off, but is not conclusive merely because it is a decision of an English court.

(3) When a later foreign judgment changes a common-law rule, a court in Saint Lucia may consider its reasoning in the exercise of the domestic power described in section 11; the foreign change does not operate automatically.

(4) A court relying on a later foreign decision to resolve a disputed question under this Act shall identify whether it is ascertaining earlier law or developing domestic common law.

(5) A judgment delivered in an appeal from Saint Lucia is not treated as a foreign judgment merely because the appellate court sits outside Saint Lucia. Its authority is governed by the law applicable to that court and appeal.

(1) The replacement of Article 917A does not introduce the English doctrine of consideration into contracts governed by the law of Saint Lucia.

(2) Cause or consideration, gratuitous obligations and the rights of third persons remain governed by the Code, including Article 917A as substituted by this Act, and other applicable domestic law.

(3) Nothing in this section removes a requirement concerning lawful cause, capacity, consent, form or publicity imposed by other applicable law.

(1) In construing Articles 918 to 989 and 991 to 1132 of the Code, a court shall continue to take account of retained law so far as practicable and consistent with domestic enactments.

(2) The substitution of Article 917A does not restore an obligation to construe those articles in accordance with the law of Lower Canada or the Coutume de Paris.

(3) Comparative consideration of those or other legal traditions remains permissible; their foreign origin neither gives nor denies them binding force.

(4) The protections formerly contained in Article 917A(2) continue through Article 917A as substituted. In particular, this Act does not replace the Code's rules of proof or its special contractual regimes with general English law.

(1) This Act governs reception into the domestic law of Saint Lucia. It does not of itself change the rules which determine the law applicable to a contract or another international private-law dispute.

(2) Where the rules of Saint Lucia validly select English law as the governing foreign law, this Act does not substitute retained law for that foreign law or freeze that foreign law at the cut-off.

(3) The temporal and substantive effect of such a selection remains subject to the applicable rules of private international law, mandatory domestic law and the terms and effect of any valid agreement.

(1) Subject to this Part and subsequent domestic legislation, this Act does not extinguish or enlarge a right, obligation, liability, defence or remedy arising from a transaction, act, omission or event before the cut-off merely because its source was a specified reception provision.

(2) For a matter arising before the cut-off and determined afterwards, the former reception provisions shall be applied for the purpose of identifying the law relevant to that matter, with the following limits—

(a) the selected body of English law shall be no later than that in force immediately before the cut-off;

(b) an earlier source version shall be used where the rules applicable before the cut-off, including applicable rules protecting accrued rights or restricting retrospective operation, require that earlier version; and

(c) a foreign development after the cut-off shall not acquire domestic force through the saving of a former reception provision.

(3) This section does not declare that every English provision in force at the cut-off applies retrospectively to earlier conduct. That question shall be determined under paragraph (2)(b).

(4) Unless subsequent domestic legislation provides otherwise, obligations under a contract concluded before the cut-off continue under the applicable domestic law, including retained law and its lawful domestic development.

(5) Where the law applicable before the cut-off preserves the effect of an earlier provision for an earlier transaction, right, obligation or liability, that provision may continue to be applied to the extent required for that preserved effect although it was no longer generally operative at the cut-off. This is preservation of its historical application, not a restoration of its general operation or a means of receiving a foreign development after the cut-off.

(1) Section 16 applies to a proceeding pending at the cut-off and to a proceeding subsequently commenced concerning an earlier matter.

(2) Commencing proceedings before the cut-off does not preserve an entitlement to automatic reception of foreign developments after the cut-off.

(3) Where a judgment or order made before the cut-off is appealed, its correctness shall be assessed by reference to the law applicable to the decision when made, subject to the ordinary powers of the appellate court and any expressly applicable subsequent domestic enactment.

(4) On a retrial or rehearing after the cut-off, sections 7 and 16 apply, subject to a binding determination or direction made in the appeal. The review of a former decision under subsection (3) and the determination of a matter afresh are distinct for this purpose.

(5) No hearing, appeal or retrial may select an English source version later than the cut-off through a specified reception provision or a saving of that provision.

(6) This Act does not alter rules governing permission to appeal, admissibility of new arguments, issue estoppel, res judicata, limitation or the reopening of a judgment.

(1) Continuation of a rule under this Act does not prevent its replacement by a domestic enactment governing contract performance and remedies or another subject.

(2) A substantive replacement enactment governs the transactions, events and proceedings to which its own application and transition provisions extend; retained law continues only to the extent not displaced for those matters.

(3) The general savings in this Act shall not be construed to nullify an express application or transition provision in such an enactment.

(4) Unless the substantive replacement enactment provides otherwise, its enactment alone does not make every existing contract a new contract or alter every pre-existing contractual right.

(1) This Act does not, by reason only of the substitution of a reception provision, reopen a final judgment, undo performance under a final order or invalidate a settlement concluded before the cut-off.

(2) This section does not bar a challenge available under a ground of domestic law independently of this Act.

(3) No entry, omission or correction in the register reopens a judgment or settlement.

(1) Sections 27 and 28 of the Interpretation Act continue to apply except to the extent that a provision of this Act expressly provides a different rule.

(2) A saving of the former operation of a specified reception provision, or the construction of a reference to that provision under section 28 of the Interpretation Act, shall be read subject to sections 8, 16 and 17 of this Act.

(3) Such a saving or reference does not continue the automatic reception of a foreign development after the cut-off.

(4) Subject to the historical application preserved by section 16(5), the replacement of the specified reception provisions does not revive a repealed enactment, a displaced source-selection rule or a legal rule which had ceased to apply before the cut-off.

(1) The Attorney General shall arrange for the performance of the information and review functions in this Part through the Attorney General's Chambers.

(2) Assignment of research or publication work to another person does not transfer legal authority to determine the content of retained law or amend it.

(3) The Attorney General shall publish the office responsible, its contact arrangements and the procedure for submitting sources and suggested corrections.

(1) The Attorney General shall establish and maintain a publicly accessible register of identified and candidate retained-law sources.

(2) The register shall contain the information specified in Schedule 2, so far as established, and shall identify missing information and disputed conclusions.

(3) The register is a research and explanation service. Inclusion, exclusion, classification or correction of an entry does not itself create, alter, extinguish, validate or conclusively establish any rule, right, obligation or liability.

(4) A description of a judicial holding shall identify its court, date, relevant issue, source version and any known appellate history. It shall not represent a provisional or lower-court conclusion as a final determination binding in every case.

(5) A proposal for new law shall be displayed separately from information about existing law.

(1) The register shall be available without charge on an official website in searchable and downloadable form and for inspection at a public location designated by the Attorney General.

(2) The Attorney General shall preserve dated versions, underlying public source records so far as lawfully reproducible, and a record of substantive corrections.

(3) Where a complete source cannot lawfully or practically be reproduced, the entry shall identify the source precisely, explain the access limitation and state how the public may obtain access so far as known.

(4) Explanations in ordinary language and accessible formats shall accompany priority entries, without purporting to replace their legal sources.

(5) The initial register shall be published no later than the cut-off. Incompleteness shall be disclosed and does not postpone the cut-off or remove continuity under section 6.

(1) A person may submit a correction or competing interpretation with supporting sources.

(2) The responsible office shall acknowledge the submission within twenty working days and, within sixty working days, publish a response or state the additional work required and an expected response date.

(3) Where a substantial legal dispute remains unresolved, the entry shall identify that dispute and the principal sources supporting the competing interpretations.

(4) A material correction shall be dated and explained; the prior version shall remain accessible with an appropriate correction notice.

(5) A response under this section is not a binding determination of private rights and does not replace access to a court or the ordinary law of judicial review.

(1) A court may consult the register as a research aid but shall determine questions of law by reference to the relevant legal authorities.

(2) An official copy of a source may be used in the manner permitted by the ordinary law of evidence and procedure; the register's classification of that source is not conclusive evidence of legal applicability.

(3) A person shall not lose a civil right, defence or remedy solely because the source supporting it was absent from the register or had not been officially identified.

(4) This section does not prevent a court from managing the fair presentation of an unfamiliar authority, including allowing an opportunity to respond under its existing procedural powers.

(1) Within twelve months after publication of this Act, and annually thereafter, the Attorney General shall publish a maintenance programme and report.

(2) The report shall state—

(a) the fields examined, the search methods and the limits of coverage;

(b) significant unresolved questions and newly identified baseline sources;

(c) foreign developments considered and the reasons for recommending domestic action or no action;

(d) proposed priorities, responsible offices, available resources and anticipated completion dates; and

(e) progress against the previous programme.

(3) The report shall be laid before each House of Parliament within twenty sitting days of that House after publication.

(4) Failure to complete a review does not cause retained law to expire or a foreign development to become law.

(1) The Attorney General may prepare proposals to retain, clarify, consolidate, amend or replace retained law.

(2) A proposal shall distinguish an assertion about existing law from a proposed substantive change and shall identify any uncertainty concerning the existing position.

(3) No proposal, report, register entry, executive direction or regulation under this Act has the effect of adopting a new substantive rule.

(4) Legislative adoption under the process established by this Act shall be by an Act of Parliament. Nothing in this subsection removes an independently conferred legislative power under another domestic enactment or prevents lawful domestic judicial development under section 11.

(1) Before recommending government legislation principally to consolidate or change retained law, the Attorney General shall publish proposed text and an explanatory statement for public comment for at least sixty days, unless subsection (4) applies.

(2) The explanatory statement shall address the matters in Schedule 3 and provide representative examples of the proposed operation of the text.

(3) A response report shall identify material issues raised, resulting changes, unresolved disagreements and the reasons for the recommendation.

(4) Where an earlier recommendation is necessary to address a specifically identified urgent problem, the Attorney General may shorten the period and shall publish the reasons, the period allowed and arrangements for receiving and responding to further comments.

(5) This section imposes duties on the Attorney General. It does not regulate the internal proceedings of Parliament, restrict the constitutional initiative of a member or make the validity of an Act dependent on compliance with this section.

(1) The Attorney General may arrange research, translation, training and publication cooperation with regional institutions and other jurisdictions within powers otherwise conferred by law.

(2) A regional recommendation or model does not acquire force in Saint Lucia through such an arrangement.

(3) Expenditure and procurement remain subject to the applicable law and appropriations. This section does not itself authorise a charge on the Consolidated Fund.

(1) The Minister responsible for legal affairs may make regulations concerning only—

(a) file formats, public inspection arrangements and preservation of register versions;

(b) the method for submitting and acknowledging corrections; and

(c) administrative coordination of reports required by this Act.

(2) Regulations shall not amend this Act or a Schedule, determine the substantive applicability of a source, alter a right or remedy, impose a fee for the access required by section 23, change a statutory deadline or authorise automatic incorporation of a foreign development.

(3) Regulations shall be published in the Gazette before coming into force and laid before each House within twenty sitting days of that House after publication.

(4) This section confers no power to create an offence or impose a civil penalty.

(1) Within three years after the cut-off, the Attorney General shall obtain and publish a review of the operation of this Act by persons who did not have primary responsibility for administering the register.

(2) The review shall consider access to law, unresolved source questions, the burden of maintaining the system, the operation of the transition provisions and progress toward substantive codification.

(3) The review shall distinguish measured effects from expectations and shall identify the evidence and resources required for further reform.

(4) The published review shall state the reviewers' relevant experience, review method and any material interests connected with the subject of the review.

(5) Within ninety days after publication of the review, the Attorney General shall publish a response. The review and response shall be laid before each House within twenty sitting days of that House after publication of the response.

(6) Neither delay in the review nor an adverse finding terminates retained law or restores automatic reception.

The Code is amended as specified in Schedule 1.

1. Article 917A

For Article 917A substitute—

“917A. (1) The law formerly received through this article continues and develops only as provided by the Civil Obligations (Continuity and Domestic Development) Act and other applicable domestic law.

(2) The English doctrine of consideration does not apply to contracts governed by the law of Saint Lucia. In relation to contracts, consideration means the cause or reason for entering into a contract or incurring an obligation and may be onerous or gratuitous.

(3) Third persons continue to have and exercise the rights concerning contracts conferred by Article 962 or other applicable law.

(4) Paragraph (1) does not replace the provisions of the Ninth Chapter of this Book concerning proof of obligations, or the provisions of the Fifth to Sixteenth Books of this Part or any other statute concerning specific contracts, except to the extent that general contractual rules are applicable to those contracts.

(5) The construction of the articles formerly subject to this article and the priority of domestic enactments are governed by sections 10 and 14 of the Civil Obligations (Continuity and Domestic Development) Act.”

2. Article 920(2)

In Article 920(2), for “is determined according to the law of England” substitute “is determined according to the applicable retained law under the Civil Obligations (Continuity and Domestic Development) Act and any subsequent domestic law governing that capacity”.

3. Article 944

In Article 944, for “except where relief would be granted by the law of England” substitute “except where relief is available under the applicable retained law continued by the Civil Obligations (Continuity and Domestic Development) Act or under subsequent domestic law”.

4. Article 974A

For Article 974A substitute—

“974A. Without limiting the succeeding articles of this Chapter, a quasi-contractual action is maintainable in the cases recognised by the applicable retained law under the Civil Obligations (Continuity and Domestic Development) Act or by subsequent domestic law.”

5. Article 1127A

For Article 1127A substitute—

“1127A. In addition to the cases provided by the preceding articles, set-off may be pleaded in the cases recognised by the applicable retained law under the Civil Obligations (Continuity and Domestic Development) Act or by subsequent domestic law.”

For each entry the register shall record, so far as established—

1. A stable identifier, subject and ordinary-language description. 2. The asserted reception route and the precise legal proposition examined. 3. The source enactment, provision, judgment or other authority and a retrievable source reference. 4. The relevant source version, amendment history, foreign commencement and territorial application. 5. The asserted domestic application, any temporal limit, and the adaptations considered necessary. 6. Connected definitions, instruments, commencement provisions and other dependencies requiring examination. 7. Applicable domestic provisions, possible conflicts and the status of the analysis. 8. Relevant judicial decisions, their level, date, precise holding and known appellate history. 9. Whether the entry concerns an established holding, a reasoned interpretation, a candidate source, an unresolved issue or a rejected reception claim; more than one classification may be needed for different propositions. 10. The search and review date, reviewer, missing sources and limitations. 11. Any enacted domestic replacement and its commencement and transition rules. 12. The version history, corrections and links to previous entries.

1. The problem and persons affected. 2. The present legal position, sources and material uncertainties. 3. Whether each proposed provision principally retains, clarifies or reforms that position. 4. The proposed text and a correspondence table identifying affected Code articles and other enactments. 5. Alternatives considered, reasons for selection and comparative sources. 6. Effects on rights, duties, defences, remedies and mandatory protections, including equality implications. 7. Temporal application, existing transactions, accrued rights, pending proceedings and finality. 8. Implementation duties, staffing, publication, training, estimated resource requirements and the basis and limits of any estimate. 9. Representative cases or hypothetical disputes illustrating retained outcomes, changed outcomes and unresolved difficulties. 10. Proposed review measures, responsible institutions and a reporting date.