Insigma v Alstom: Validity of Arbitration Agreement & Tribunal Constitution Under ICC Rules

In Insigma Technology Co Ltd v Alstom Technology Ltd, the High Court of Singapore addressed an application by Insigma Technology Co Ltd to set aside a decision on jurisdiction made by an arbitral tribunal. The dispute arose from a License Agreement, and the key legal issue was the validity of the arbitration agreement, which stipulated arbitration administered by the Singapore International Arbitration Centre (SIAC) under the Rules of Arbitration of the International Chamber of Commerce (ICC). The court dismissed the application, upholding the validity of the arbitration agreement and the tribunal's constitution.

1. Case Overview

1.1 Court

High Court

1.2 Outcome

Application dismissed with costs to the defendant.

1.3 Case Type

Civil

1.4 Judgment Type

Grounds of Decision

1.5 Jurisdiction

Singapore

1.6 Description

Insigma Technology Co Ltd v Alstom Technology Ltd involves a dispute over the validity of an arbitration agreement. The court upheld the agreement and the tribunal's constitution.

1.7 Decision Date

2. Parties and Outcomes

Party NameRoleTypeOutcomeOutcome TypeCounsels
Insigma Technology Co LtdPlaintiffCorporationApplication DismissedLostGoh Phai Cheng SC
Alstom Technology LtdDefendantCorporationJudgment for DefendantWonAlvin Yeo SC, Nish Shetty, Richway Ponnampalam

3. Judges

Judge NameTitleDelivered Judgment
Judith PrakashJYes

4. Counsels

Counsel NameOrganization
Goh Phai Cheng SCGoh Phai Cheng LLC
Alvin Yeo SCWongPartnership LLP
Nish ShettyWongPartnership LLP
Richway PonnampalamWongPartnership LLP

4. Facts

  1. A dispute arose between the defendant and the plaintiff regarding the calculation of annual royalties payable under the License Agreement.
  2. The arbitration agreement stipulated arbitration administered by the SIAC under the ICC Rules.
  3. The defendant initially commenced arbitration before the ICC, which the plaintiff disputed.
  4. The defendant subsequently withdrew the ICC proceedings and commenced arbitration at the SIAC.
  5. The plaintiff argued that the arbitration agreement was void for uncertainty.
  6. The plaintiff argued that the tribunal was not validly constituted by the SIAC in accordance with the ICC Rules.
  7. The plaintiff argued that the defendant breached the arbitration agreement by first commencing the arbitration before the ICC.

5. Formal Citations

  1. Insigma Technology Co Ltd v Alstom Technology Ltd, OS 13/2008, [2008] SGHC 134

6. Timeline

DateEvent
License Agreement signed
Defendant issued Notification of Breach and Termination
Meeting between parties in China
Defendant made a request for arbitration before the International Chamber of Commerce
Plaintiff filed its Answer, which included various counterclaims
Defendant’s lawyers wrote to the SIAC
SIAC replied to defendant's lawyers
Defendant commenced arbitration at the SIAC
Heller Ehrman sent letter to SIAC
Heller Ehrman sent letter to ICC Secretariat
Defendant wrote to the ICC to withdraw the ICC proceedings
SIAC wrote to the parties confirming appointments
Plaintiff replied reiterating that the arbitration was to be “in accordance with the Rules of Arbitration of the International Chamber of Commerce then in effect”
Defendant's lawyers sent letter
Plaintiff acknowledged that “there was an agreement in previous correspondence that the third arbitrator be nominated by Mr Hwang and Professor Pryles jointly.”
ICC arbitration was withdrawn by consent of the parties
SIAC wrote to the parties stating that Prof Pryles and Mr Hwang were agreeable to Dr Moser acting as presiding arbitrator
Plaintiff confirmed that it “[agreed] to the appointment of Dr Moser as Chairman of the Arbitral Tribunal by agreement between the two co-arbitrators, Mr Hwang and Professor Pryles, pursuant to Article 8(4) of the ICC Rules”
Tribunal was duly constituted
Tribunal heard arguments on the preliminary issues pertaining to its jurisdiction
SIAC responded to confirm that it would be prepared to administer the arbitration in accordance with the ICC Rules
Tribunal rendered its Decision on Jurisdiction
Judgment reserved

7. Legal Issues

  1. Validity of Arbitration Agreement
    • Outcome: The court held that the arbitration agreement was valid and enforceable.
    • Category: Substantive
    • Sub-Issues:
      • Uncertainty of terms
      • Pathological arbitration clause
  2. Constitution of Arbitral Tribunal
    • Outcome: The court held that the arbitral tribunal was validly constituted in accordance with the ICC Rules.
    • Category: Procedural
    • Sub-Issues:
      • Compliance with ICC Rules
      • Appointment of arbitrators
  3. Breach of Arbitration Agreement
    • Outcome: The court held that the defendant did not breach the arbitration agreement.
    • Category: Substantive
    • Sub-Issues:
      • Commencement of arbitration before ICC
      • Failure to engage in friendly consultations

8. Remedies Sought

  1. Setting aside the Decision on Jurisdiction made by the arbitral tribunal

9. Cause of Actions

  • Breach of Contract

10. Practice Areas

  • Arbitration
  • Commercial Litigation

11. Industries

  • Technology

12. Cited Cases

Case NameCourtAffirmedCitationJurisdictionSignificance
Bovis Lend Lease Pte Ltd v Jay-Tech Marine & Projects Pte LtdHigh CourtYes[2005] SGHC 91SingaporeCited for the principle that the rules of an arbitral institution can be legally divorced from the administration of an arbitration by that institution.
Jurong Engineering Ltd v Black & Veatch Singapore Pte LtdHigh CourtYes[2004] 1 SLR 333SingaporeCited to support the principle of party autonomy in arbitration law.
Cable and Wireless plc v IBM United Kingdom LtdN/AYes[2002] 2 All ER (Comm) 1041EnglandDistinguished regarding the enforceability of friendly consultation provisions in arbitration agreements.

13. Applicable Rules

Rule Name
No applicable rules

14. Applicable Statutes

Statute NameJurisdiction
Rules of Court (Cap 322, R5, 2004 Rev Ed)Singapore
International Arbitration Act (Cap 143A)Singapore

15. Key Terms and Keywords

15.1 Key Terms

  • Arbitration agreement
  • Arbitral tribunal
  • Singapore International Arbitration Centre
  • International Chamber of Commerce Rules
  • Jurisdiction
  • Friendly consultations
  • Ad hoc arbitration
  • Party autonomy

15.2 Keywords

  • arbitration
  • agreement
  • tribunal
  • ICC
  • SIAC
  • Singapore
  • contract
  • jurisdiction

16. Subjects

  • Arbitration
  • Contract Law

17. Areas of Law

  • Arbitration Law
  • Contract Law
  • International Commercial Arbitration