Pertamina v. Phoenix: Anti-Suit Injunction & Arbitration Agreement Scope. Dispute over unpaid petroleum product shipments.
In the Singapore International Commercial Court, Pertamina International Marketing & Distribution Pte Ltd (PIMD) sought a declaration that a Final Award against P-H-O-E-N-I-X Petroleum Philippines, Inc (Phoenix) and Udenna Corporation is valid and for a permanent anti-suit injunction to prevent Phoenix from challenging the award in the Philippines. Phoenix applied to set aside an order allowing PIMD to enforce the award in Singapore, arguing lack of an arbitration agreement and jurisdictional issues. The court granted PIMD's application, declaring the award valid and issuing the injunction, while dismissing Phoenix's application. The court found that the disputes fell within the scope of the arbitration agreement.
1. Case Overview
1.1 Court
Singapore International Commercial Court1.2 Outcome
Relief sought by Pertamina International Marketing & Distribution Pte Ltd in Originating Application No 1 of 2024 granted; Phoenix Petroleum Philippines, Inc’s application under Summons No 21 of 2024 dismissed.
1.3 Case Type
Civil
1.4 Judgment Type
Grounds of Decision
1.5 Jurisdiction
Singapore
1.6 Description
Singapore court grants anti-suit injunction to Pertamina, preventing Phoenix from challenging arbitration award in Philippines. Dispute concerns unpaid shipments.
1.7 Decision Date
2. Parties and Outcomes
| Party Name | Role | Type | Outcome | Outcome Type | Counsels |
|---|---|---|---|---|---|
| Udenna Corporation | Defendant | Corporation | Application Dismissed | Lost | |
| Pertamina International Marketing & Distribution Pte Ltd | Claimant, Applicant | Corporation | Application Granted | Won | |
| P-H-O-E-N-I-X Petroleum Philippines, Inc (a.k.a. Phoenix Petroleum Philippines, Inc) | Defendant, Respondent | Corporation | Application Dismissed | Lost |
3. Judges
| Judge Name | Title | Delivered Judgment |
|---|---|---|
| Sir Henry Bernard Eder | International Judge | Yes |
4. Counsels
4. Facts
- PIMD and Phoenix entered into a Memorandum of Understanding (MOU) on 20 November 2019 to explore regional strategic partnership workstreams.
- The MOU identified regional trading of downstream petroleum products and LPG between PIMD and Phoenix as “Workstream 1”.
- After the MOU, the parties commenced trading petroleum products, with Phoenix acknowledging the strategic partnership.
- Between November 2019 and June 2021, sale contracts were awarded to PIMD for 26 shipments of petroleum products.
- In May and June 2021, Phoenix awarded seven shipments to PIMD through periodic tender processes.
- Phoenix failed to pay US$124,534,382.23 due under the sale contracts.
- PIMD commenced arbitration against Phoenix, which resulted in a Final Award in favor of PIMD.
5. Formal Citations
- Pertamina International Marketing & Distribution Pte Ltd v P-H-O-E-N-I-X Petroleum Philippines, Inc (also known as Phoenix Petroleum Philippines, Inc) and another matter, Originating Application No 1 of 2024, Originating Application No 23 of 2023 (Summons No 21 of 2024), [2024] SGHC(I) 19
6. Timeline
| Date | Event |
|---|---|
| Relationship between PIMD and Phoenix began. | |
| Memorandum of Understanding executed by Phoenix and PIMD. | |
| Phoenix personnel discussed fuel oil trading in Singapore. | |
| Shipment of fuel oil delivered to Phoenix. | |
| Phoenix noted Singapore Trading/Export Supply from Indonesia to Philippines was a Deal Done / on going. | |
| Letter of intent from Phoenix to PIMD described discussion as per signed MoU. | |
| Phoenix published press release noting PIMD began supplying petroleum products to Phoenix in Philippines and Singapore. | |
| Phoenix sent invitations to suppliers including PIMD to submit bids. | |
| Phoenix sent invitations to suppliers including PIMD to submit bids. | |
| Shipments made by PIMD to Phoenix began. | |
| Shipments made by PIMD to Phoenix completed. | |
| Second Memorandum of Understanding entered into between PIMD and Phoenix. | |
| Phoenix WhatsApp correspondence discussed setting things up for arbitration. | |
| Phoenix made an appeal to PIMD not to bring Phoenix to arbitration. | |
| PIMD filed the Notice of Arbitration. | |
| Final Award signed and dated. | |
| Order made by court. | |
| Phoenix filed SIC/SUM 21/2024 in SIC/OA 23/2023 seeking the setting aside of SIC/ORC 69/2023. | |
| PIMD filed a further Motion to Resolve to ask the Philippine Court of Appeal to urgently issue a temporary restraining order and/or writ of preliminary injunction pending the resolution of the Certiorari Petition. | |
| The Philippine CA issued its Resolution. | |
| Court heard applications and informed Counsel of decision. | |
| Judgment Date |
7. Legal Issues
- Scope of Arbitration Agreement
- Outcome: The court held that the disputes forming the subject-matter of ARB 84 fell within the scope of Clause 10.2 of the MOU.
- Category: Substantive
- Related Cases:
- [2024] SGHC(I) 13
- [2014] 3 SLR 372
- [2011] 1 AC 763
- [1998] 1 SLR(R) 615
- [2009] SGCA 41
- [2007] Bus LR 1719
- [2023] SGHC(A) 18
- [2019] SGHC 141
- Jurisdiction of the Singapore International Commercial Court
- Outcome: The court held that the SICC has jurisdiction to grant a permanent anti-suit injunction.
- Category: Jurisdictional
- Related Cases:
- [2014] 3 SLR 166
- [2023] SGHC(I) 23
- Permanent Anti-Suit Injunction
- Outcome: The court granted a permanent anti-suit injunction to prevent Phoenix from pursuing proceedings in the Philippines.
- Category: Procedural
- Related Cases:
- [2019] 1 SLR 732
- [2024] 1 SLR 307
8. Remedies Sought
- Declaration that the Final Award is valid, final and binding
- Permanent anti-suit injunction
- Mandatory injunctions/orders to require Phoenix to withdraw the Philippine proceedings
9. Cause of Actions
- Breach of Contract
10. Practice Areas
- Commercial Litigation
- Arbitration
11. Industries
- Petroleum
- Shipping
12. Cited Cases
| Case Name | Court | Affirmed | Citation | Jurisdiction | Significance |
|---|---|---|---|---|---|
| Pertamina International Marketing & Distribution Pte Ltd v P-H-O-E-N-I-X Petroleum Philippines, Inc (also known as Phoenix Petroleum Philippines, Inc) | Singapore International Commercial Court | Yes | [2024] SGHC(I) 13 | Singapore | Background of the case was set out in this previous judgment. |
| PT First Media TBK v Astro Nusantra International BV | Court of Appeal | Yes | [2014] 3 SLR 372 | Singapore | Cited for the principle that the court can consider the same grounds for resisting enforcement under Art 36(1) of the Model Law. |
| Dallah Estate and Tourism Holding Co v Ministry of Religious Affairs, Government of Pakistan | Unknown | Yes | [2011] 1 AC 763 | United Kingdom | Cited to support the view that it is open to a party to seek to resist enforcement even if that party has not itself sought recourse against the Final Award under Art 34. |
| Coop International Pte Ltd v Ebel SA | Unknown | Yes | [1998] 1 SLR(R) 615 | Singapore | Cited for the principle that where there are multiple agreements between the same parties, and only one of those agreements contains an arbitration clause, it does not follow as a matter of course that the arbitration clause can be extended to cover disputes under the other agreements. |
| Tjong Very Sumito and Others v Antig Investments Pte Ltd | Court of Appeal | Yes | [2009] SGCA 41 | Singapore | Cited to show that the words “arising out of or in connection with” are broad and expansive. |
| Fiona Trust & Holding Corp v Privalov | Unknown | Yes | [2007] Bus LR 1719 | England | Cited for the normal presumption of one-stop adjudication. |
| Allianz Capital v Andress Goh | High Court | Yes | [2023] SGHC(A) 18 | Singapore | Cited for the normal presumption of one-stop adjudication in the context of multi-contract relationships. |
| BXH v BXI | High Court | Yes | [2019] SGHC 141 | Singapore | Cited for the principle that a dispute resolution clause survives the substantive contract. |
| R1 International Pte Ltd v Lonstroff AG | High Court | Yes | [2014] 3 SLR 166 | Singapore | Cited to show that the power of the Singapore courts to grant a permanent ASI is not found in or derived from the IAA. |
| Gate Gourmet Korea Co, Ltd and others v Asiana Airlines, Inc | Singapore International Commercial Court | Yes | [2023] SGHC(I) 23 | Singapore | Cited for reaching a similar conclusion that once the SICC has jurisdiction to deal with a case, the SICC is thereby clothed with all the powers of the General Division of the High Court to grant appropriate relief including a permanent ASI in aid of the arbitration proceedings. |
| Sun Travels & Tours Pvt Ltd v Hilton International Manage (Maldives) Pvt Ltd | Court of Appeal | Yes | [2019] 1 SLR 732 | Singapore | Cited for the considerations which underpin the need for caution in anti-enforcement injunction cases particularly where the foreign court has already issued a judgment. |
| Gonzalo Gil White v Oro Negro Drilling Pte Ltd and others | Court of Appeal | Yes | [2024] 1 SLR 307 | Singapore | Cited for completeness and observed that it appears to be consistent with the conclusions which I reached in the present case before becoming aware of its existence. |
13. Applicable Rules
| Rule Name |
|---|
| Singapore International Commercial Court Rules 2021 |
14. Applicable Statutes
| Statute Name | Jurisdiction |
|---|---|
| International Arbitration Act 1994 | Singapore |
| Supreme Court of Judicature Act 1969 | Singapore |
| Civil Law Act 1909 | Singapore |
| Unfair Contract Terms Act 1977 | Singapore |
15. Key Terms and Keywords
15.1 Key Terms
- Arbitration Agreement
- Anti-Suit Injunction
- Memorandum of Understanding
- Sale Contracts
- Final Award
- Singapore International Arbitration Centre
- UNCITRAL Model Law
- Strategic Partnership
- Downstream Petroleum Products
- Tender Process
15.2 Keywords
- Arbitration
- Anti-suit injunction
- Contract dispute
- Petroleum products
- Singapore International Commercial Court
17. Areas of Law
16. Subjects
- Arbitration
- Contract Law
- International Trade
- Civil Procedure