CXG v CXI: Enforcing Interim Measures in Singapore-Seated Arbitration
In CXG and CXH v CXI, CXJ, and CXK, the General Division of the High Court of Singapore addressed whether the court should decline jurisdiction to hear an application to enforce a tribunal-ordered interim measure in a Singapore-seated international arbitration. The claimants applied for permission to enter judgment in terms of an interim order granted in a Singapore International Arbitration Centre arbitration. The defendants sought to stay the application, arguing Singapore was not the proper forum. The court dismissed the stay applications, finding that forum non conveniens principles do not apply to the enforcement of domestic interim measures.
1. Case Overview
1.1 Court
General Division of the High Court1.2 Outcome
Stay Applications dismissed with costs.
1.3 Case Type
Civil
1.4 Judgment Type
Grounds of Decision
1.5 Jurisdiction
Singapore
1.6 Description
Singapore court addresses whether to decline jurisdiction in enforcing a tribunal-ordered interim measure in a Singapore-seated international arbitration.
1.7 Decision Date
2. Parties and Outcomes
| Party Name | Role | Type | Outcome | Outcome Type | Counsels |
|---|---|---|---|---|---|
| CXG | Claimant | Corporation | Application allowed | Won | Liang Hanwen Calvin, Yu Kexin, Lim Wen Juin |
| CXH | Claimant | Corporation | Application allowed | Won | Liang Hanwen Calvin, Yu Kexin, Lim Wen Juin |
| CXI | Defendant | Corporation | Application dismissed | Lost | Avinash Vinayak Pradhan, Ching Meng Hang, Divyesh Menon, Natalee Ho Qi Fang, Timothy James Chong Wen An |
| CXJ | Defendant | Corporation | Application dismissed | Lost | Avinash Vinayak Pradhan, Ching Meng Hang, Divyesh Menon, Natalee Ho Qi Fang, Timothy James Chong Wen An |
| CXK | Defendant | Corporation | Application dismissed | Lost | Sim Chong, Choong Jia Shun |
3. Judges
| Judge Name | Title | Delivered Judgment |
|---|---|---|
| Hri Kumar Nair | Judge of the High Court | Yes |
4. Counsels
| Counsel Name | Organization |
|---|---|
| Liang Hanwen Calvin | Calvin Liang LLC |
| Yu Kexin | Yu Law |
| Lim Wen Juin | Rachel Low LLC |
| Avinash Vinayak Pradhan | Rajah & Tann Singapore LLP |
| Ching Meng Hang | Rajah & Tann Singapore LLP |
| Divyesh Menon | Rajah & Tann Singapore LLP |
| Natalee Ho Qi Fang | Rajah & Tann Singapore LLP |
| Timothy James Chong Wen An | Rajah & Tann Singapore LLP |
| Sim Chong | Sim Chong LLC |
| Choong Jia Shun | Sim Chong LLC |
4. Facts
- CXG and CXH are founders and minority shareholders of CXK, a financial technology company in Singapore.
- CXI, CXJ, and CXK are the defendants in the arbitration.
- The claimants are pursuing a claim for minority oppression under s 216 of the Companies Act 1967.
- The dispute centers on a Shareholders Agreement and an Investment Agreement, both dated 17 March 2017.
- The claimants applied for interim relief to restrain the defendants from operating a competitive product, PXH.
- The Tribunal declined the reliefs sought but directed the defendants to complete certain commitments.
- The defendants applied to stay the Leave Application, arguing Singapore was not the proper forum.
5. Formal Citations
- CXG and another v CXI and others, , [2023] SGHC 244
6. Timeline
| Date | Event |
|---|---|
| Shareholders Agreement signed | |
| Investment Agreement signed | |
| SIAC Arbitration No [xxx] of 2021 commenced | |
| Claimants applied to the arbitral tribunal for interim relief | |
| Tribunal issued the Interim Order | |
| Originating Application No 710 of 2022 filed | |
| Hearing date | |
| Hearing date | |
| Judgment date | |
| Detailed grounds of decision issued |
7. Legal Issues
- Enforcement of Interim Measures
- Outcome: The court held that forum non conveniens principles do not apply to the enforcement of domestic interim measures.
- Category: Substantive
- Related Cases:
- [2021] 2 SLR 1279
- [2020] EWCA Civ 574
- [2016] 5 SLR 536
- [2020] UKSC 38
- [2012] 4 SLR 1157
- Forum Non Conveniens
- Outcome: The court held that forum non conveniens principles do not apply to the enforcement of domestic interim measures.
- Category: Jurisdictional
- Related Cases:
- [1987] AC 460
- [2007] 1 SLR(R) 377
- [2019] SGHC 292
- [2006] 2 SLR(R) 323
8. Remedies Sought
- Enforcement of Interim Order
- Buyout of Shares
9. Cause of Actions
- Minority Oppression
10. Practice Areas
- Arbitration
- Enforcement
- Interim Measures
11. Industries
- Financial Technology
12. Cited Cases
| Case Name | Court | Affirmed | Citation | Jurisdiction | Significance |
|---|---|---|---|---|---|
| Grains and Industrial Products Trading Pte Ltd and another v State Bank of India and others | High Court | Yes | [2019] SGHC 292 | Singapore | Cited for the proposition that O 12 r 7(2) of the ROC 2014 requires a forum non conveniens analysis. |
| Swift-Fortune v Magnifica Marine SA | High Court | Yes | [2006] 2 SLR(R) 323 | Singapore | Cited for the proposition that forum non conveniens considerations are taken into account in assessing whether to grant permission for service out of an application for interim relief in support of a foreign-seated arbitration. |
| Spiliada Maritime Corporation v Cansulex Ltd | House of Lords | Yes | [1987] AC 460 | England and Wales | Cited for the principles of forum non conveniens. |
| Rickshaw Investments Ltd v Nicolai Baron von Uexkull | High Court | Yes | [2007] 1 SLR(R) 377 | Singapore | Cited for the application of the Spiliada principles in Singapore. |
| Bloomberry Resorts and Hotels Inc and another v Global Gaming Philippines LLC and another | Court of Appeal | Yes | [2021] 2 SLR 1279 | Singapore | Cited for the proposition that the Singapore courts have jurisdiction to hear an application to enforce the Interim Order. |
| Enka Insaat Ve Sanayi A S v OOO “Insurance Company Chubb” and others | English Court of Appeal | Yes | [2020] EWCA Civ 574 | England and Wales | Cited for the observation that the choice of seat is by its very nature a submission to the curial jurisdiction. |
| Sanum Investments Ltd v Government of the Lao People’s Democratic Republic | Court of Appeal | Yes | [2016] 5 SLR 536 | Singapore | Cited for the proposition that where parties have chosen Singapore as the seat of the arbitration, they agree to submit to the curial law and jurisdiction of Singapore. |
| Enka Insaat Ve Sanayi AS v OOO Insurance Company Chubb and others | UK Supreme Court | Yes | [2020] UKSC 38 | United Kingdom | Cited for the proposition that forum conveniens principles are not relevant to the court’s exercise of jurisdiction over an application to enforce a local interim measure. |
| PT Pukuafu Indah and others v Newmont Indonesia Ltd and another | High Court | Yes | [2012] 4 SLR 1157 | Singapore | Cited for the observation that Section 12(6) was introduced to address a “lacuna” in the UNCITRAL Model Law on International Commercial Arbitration. |
| Eng Liat Kiang v Eng Bak Hern | Court of Appeal | Yes | [1995] 2 SLR(R) 851 | Singapore | Cited for the proposition that the court will only grant a stay on forum non conveniens grounds where it is satisfied that there is some other available and appropriate forum for the trial of the action. |
| Siemens AG v Holdrich Investment Ltd | High Court | Yes | [2010] 3 SLR 1007 | Singapore | Cited for the proposition that the purpose of the forum non conveniens analysis is to identify the most appropriate forum to hear the substantive dispute. |
| Brinkerhoff Maritime Drilling Corp v PT Airfast Services Indonesia | High Court | Yes | [1992] 2 SLR(R) 345 | Singapore | Cited for the proposition that the court considers which forum the material elements of the dispute are most closely connected to, such that the case may be tried more suitably in that forum for the interest of all the parties and the ends of justice. |
| U & M Mining Zambia Ltd v Konkola Copper Mines plc | High Court of Justice | Yes | [2014] EWHC 3250 (Comm) | England and Wales | Cited for the proposition that the fact that the courts of one forum may also enforce such an order does not impact the appropriateness of the courts of another forum. |
| Trisuryo Garuda Nusa Pte Ltd v SKP Pradiksi (North) Sdn Bhd and another and another appeal | Court of Appeal | Yes | [2017] 2 SLR 814 | Singapore | Cited for the proposition that where there is an exclusive jurisdiction clause in the contract, the “strong cause” test applies instead. |
| Margulies Brothers, Ltd v Dafnis Thomaides & Co (UK) Ltd | Queen's Bench Division | Yes | [1958] 1 Lloyd’s Rep 205 | England and Wales | Cited for the general proposition that the court will refuse enforcement of arbitral awards where the enforcement will not serve a legitimate purpose. |
| Tridon Australia Pty Ltd v ACD Tridon Inc | New South Wales Court of Appeal | Yes | [2004] NSWCA 146 | Australia | Cited for the general proposition that the court will refuse enforcement of arbitral awards where the enforcement will not serve a legitimate purpose. |
| Meydan Group LLC v Banyan Tree Corporate Pte Ltd | DIFC Court of Appeal | Yes | [2014] DIFC CA 005 | Dubai International Financial Centre | Cited for the observation that the Model Law does not afford the court discretion to refuse a declaratory award on grounds that it would serve no useful purpose. |
| The Front Comor | Commercial Court | Yes | [2011] 2 All ER (Comm) 1 | England and Wales | Cited for the proposition that a declaratory award will be enforced if to do so would make a positive contribution to the securing of the material benefit of the award. |
| Maldives Airports Co Ltd and another v GMR Malé International Airport Pte Ltd | Court of Appeal | Yes | [2013] 2 SLR 449 | Singapore | Cited for the proposition that the court will generally not make an order that it cannot properly supervise. |
| Sun Travels & Tours Pvt Ltd v Hilton International Manage (Maldives) Pvt Ltd | Court of Appeal | Yes | [2019] 1 SLR 732 | Singapore | Cited for the proposition that the court of the seat will ordinarily grant an anti-suit injunction. |
| AJU v AJT | High Court | Yes | [2011] 4 SLR 739 | Singapore | Cited for the observation that there is no difference between the setting aside and the enforcement regime where the ground of public policy is concerned. |
| PT Asuransi Jasa Indonesia (Persero) v Dexia Bank SA | High Court | Yes | [2007] 1 SLR(R) 597 | Singapore | Cited for the proposition that public policy under the IAA encompasses a narrow scope. |
| CEB v CEC and another matter | Court of Appeal | Yes | [2020] 4 SLR 183 | Singapore | Cited for the comment that it is only in circumstances where the effect of an award comes into conflict with accepted norms of public decency, behaviour, morality and/or justice that the court should intervene. |
| Westacre Investments Inc v Jugoimport-SPDR Holding Co Ltd | Queen's Bench Division | Yes | [1999] QB 740 | England and Wales | Cited for the proposition that an example of when the enforcement of an award would be contrary to public policy would be where the enforcement of the award would mean ignoring the underlying contract’s “palpable and indisputable illegality”. |
| BAZ v BBA and others and other matters | High Court | Yes | [2020] 5 SLR 266 | Singapore | Cited for the proposition that it violates Singapore’s most basic notion of justice to find minors liable under a contract that was entered into when they were only between three to eight years old. |
| Chee Siok Chin and others v Minister for Home Affairs and another | High Court | Yes | [2006] 1 SLR(R) 582 | Singapore | Cited for the proposition that the court’s inherent power to regulate its own process in order to prevent it from being misused is well-established. |
| Gabriel Peter & Partners (suing as a firm) v Wee Chong Jin and others | Court of Appeal | Yes | [1997] 3 SLR(R) 649 | Singapore | Cited for the explanation that the term “abuse of process” signifies that the process of the court must be used bona fide and properly and must not be abused. |
| Monex Group (Singapore) Pte Ltd v E-Clearing (Singapore) Pte Ltd | High Court | Yes | [2012] 4 SLR 1169 | Singapore | Cited for the proposition that the claimants will have to prove, beyond reasonable doubt, that the defendants are in deliberate breach of the terms of the Interim Order. |
| CBX and another v CBZ and others | High Court | Yes | [2020] 5 SLR 184 | Singapore | Cited for the proposition that an example of when the enforcement of an award would be contrary to public policy would be where the enforcement of the award would mean ignoring the underlying contract’s “palpable and indisputable illegality”. |
| Westbridge Ventures II Investment Holdings v Anupam Mittal | High Court | Yes | [2021] SGHC 244 | Singapore | Cited for the proposition that the supervisory jurisdiction of the courts of the seat concerns powers unique to the courts of the seat, which they possess for the purpose of supervising the arbitral proceedings. |
13. Applicable Rules
| Rule Name |
|---|
| Rules of Court 2021 |
| Rules of Court 2014 |
14. Applicable Statutes
| Statute Name | Jurisdiction |
|---|---|
| International Arbitration Act 1994 | Singapore |
| Companies Act 1967 | Singapore |
| Supreme Court of Judicature Act 1969 | Singapore |
15. Key Terms and Keywords
15.1 Key Terms
- Interim Measure
- Forum Non Conveniens
- Singapore International Arbitration Centre
- Domestic Interim Measure
- Arbitral Seat
- Curial Law
- Supervisory Jurisdiction
- International Arbitration Act
- Shareholders Agreement
- Investment Agreement
- Minority Oppression
- E-wallet
- Financial Technology
15.2 Keywords
- arbitration
- enforcement
- interim measures
- forum non conveniens
- Singapore
- SIAC
- international arbitration
16. Subjects
- Arbitration
- Civil Procedure
- Conflict of Laws
17. Areas of Law
- Arbitration Law
- Conflict of Laws
- Civil Procedure