A former aviation manager has won over €32,000 after his employer failed to honour a contractual agreement of paying him a severance package, in the event that it fails to renew his contract. This was confirmed by the Civil Court First Hall in the judgement of Adrien Malgonne vs HOSI Malta Limited decided on 31 July 2025.
Adrien Malgonne was employed by HOSI Malta Ltd but seconded to work with Heliconia Aero Solution, a Moroccan aviation company. Mr Malgonne was employed on a fixed-term contract from January 2017 to December 2018. In November 2017, his employment contract was amended to include a “pay-off” clause. This amendments stated that if Heliconia Aero Solutions, that it the company to which Mr Malgonne was seconded, terminated the contract, decided not to renew it or failed to replace it with another contract, then his main employer HOSI Malta Limited would pay Mr Malgonne a lump sum equal to three weeks’ salary for each year of service, calculated from February 2014, which marked the initiation of his employment with the Heliconia Group.
In 2017, HOSI Malta Limited underwent a restructuring process, prompting Mr Malgonne to seek assurances about his future. He was told by HOSI Malta Limited’s chairman, Daniel Sigaud that a new contract would be finalised and presented to him, which contract had to reflect updated responsibilities, work patterns and salary.
Between January and June 2018, Mr Malgonne and his direct manager, Julien Hoff, repeatedly tried to initiate discussions with Heliconia’s leadership about renewing or revising Mr Malgonne’s contract. These efforts were unsuccessful, with CEO Chris Krajewski and HR Director Carlien Arents failing to engage in such discussions.
In May 2018, Mr Malgonne finally had a meeting with the CEO, Mr Krajewski. Mr Krajewski claimed that Mr Malgonne explicitly stated that he did not intend to renew his contract. Mr Malgonne denied this, saying that he merely indicated that he could not continue working under the same working conditions and that he wanted a renegotiation of the terms. No written record of this meeting existed, and Ms Arents, who had allegedly been informed of the conversation, failed to testify.
By mid-2018, Heliconia Aero Solutions hired someone new in Mr Malgonne’s role, with the intent of replacing him when Mr Malgonne’s contract came to an end. Mr Malgonne interpreted this as confirmation that the Company did not actually plan to renew his contract. Therefore, he continued working until his contract expired in December 2018, during which period he provided a handover to the new hire.
Mr Malgonne maintained that the second condition of the “pay-off” clause as indicated in his contract, that is, that he had to be given compensation due to Heliconia’s decision not to renew his contract applied. He argued that despite months of requests to initiate a conversation about renewing his contract, Heliconia’s management ignored him and eventually hired his replacement before his contract had even expired. From his perspective, this clearly amounted to a decision not to renew, thus giving rise to the entitlement of €32,699 as pay-off.
HOSI Malta Limited rejected this view on two main grounds. Their first defence was unenforceability. They claimed the clause was legally void because Heliconia, the entity that would actually decide on the renewal, was not a signatory to the contract, making the conditions outlined in the contract unenforceable. Their second line of defence was that, even if the clause is valid, the clause did not apply because Mr Malgonne himself had told Heliconia’s CEO that he would not renew his contract. According to them, this meant the non-renewal was his initiative, not theirs, and thus outside the clause’s scope. HOSI Malta Limited also argued that the Maltese courts lacked jurisdiction.
The court dismissed the defendant’s preliminary objection that Maltese courts had no jurisdiction since the company was domiciled in Malta. Furthermore, the contract itself contained a jurisdiction clause granting Maltese courts non-exclusive authority over disputes.
The court also disagreed with the defendant’s argument that the “pay-off” clause added in November 2017 was unenforceable because it referred to decisions made by Heliconia, which was not a signatory to the contract. The court noted that the contract explicitly described the secondment arrangement, whereby Mr Malgonne was formally employed by HOSI Malta Limited but seconded to Heliconia Aero Solutions. HOSI Malta Limited had voluntarily assumed liability for situations arising from Heliconia Aero Solution’s actions, including termination or non-renewal.
The court also examined the conflicting accounts of the meeting between Mr Malgonne and the defendant’s CEO. The court emphasised that there was no written record by Mr Krajewski or anyone else confirming Mr Malgonne’s alleged refusal. One the other hand, witnesses including Julien Hoff and Aurelie Giraud confirm that Mr Malgonne made repeated efforts to engage in a conversation with the defendant to renew his contract.
Therefore, court found Mr Malgonne’s version more credible. The court held that even if Mr Malgonne had expressed a reluctance to continue working under the same terms, it was still up to Heliconia Aero Solutions to follow through on the promise to offer a renewed or revised contract, as stated in prior correspondence from the defendant’s chairman. No such offer was ever made.
The defendant further argued that the payment should be calculated solely from 2017, when Mr Malgonne first signed a contract directly with it. The court rejected this, noting that the clause expressly stated the calculation should start from his entry into the Heliconia group on 1st February 2014.
The Court ordered HOSI Malta Limited to pay Mr Malgonne €32,699 plus legal interest from the judgement date, and to bear the costs of the case.
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