Frontier Holdings v Petroleum Exploration: Setting Aside Jurisdictional Ruling in ICC Arbitration

Frontier Holdings Limited (FHL) applied to the Singapore International Commercial Court to set aside a jurisdictional ruling in an International Chamber of Commerce (ICC) arbitration case between FHL and Petroleum Exploration (Private) Limited (PEL). The arbitral tribunal had concluded it lacked jurisdiction. The court, after reviewing the Concession Documents and relevant legal principles, allowed FHL's application, finding that the tribunal did have jurisdiction to hear the dispute. The court ordered the tribunal to continue with the arbitration.

1. Case Overview

1.1 Court

SINGAPORE INTERNATIONAL COMMERCIAL COURT

1.2 Outcome

Application allowed.

1.3 Case Type

Arbitration

1.4 Judgment Type

Grounds of Decision

1.5 Jurisdiction

Singapore

1.6 Description

Frontier Holdings sought to set aside a jurisdictional ruling in an ICC arbitration. The court allowed the application, finding the tribunal had jurisdiction.

1.7 Decision Date

29 December 2024

2. Parties and Outcomes

Party Name	Role	Type	Outcome	Outcome Type	Counsels
Frontier Holdings Limited	Applicant	Corporation	Application allowed	Won	Colin Liew of Colin Liew LLC, Duxton Hill Chambers (Singapore Group Practice)
Petroleum Exploration (Private) Limited	Respondent	Corporation	Application dismissed	Lost	Kelvin Poon of Rajah & Tann Singapore LLP David Isidore Tan of Rajah & Tann Singapore LLP Chrystal Lee of Rajah & Tann Singapore LLP

3. Judges

Judge Name	Title	Delivered Judgment
Thomas Bathurst	International Judge	Yes

4. Counsels

Counsel Name	Organization
Colin Liew	Colin Liew LLC, Duxton Hill Chambers (Singapore Group Practice)
Kelvin Poon	Rajah & Tann Singapore LLP
David Isidore Tan	Rajah & Tann Singapore LLP
Chrystal Lee	Rajah & Tann Singapore LLP

4. Facts

FHL and PEL are involved in oil and gas exploration and production in Pakistan.
In 2006, PEL was granted exploration licenses and concluded Petroleum Concession Agreements (PCAs) for two blocks.
FHL and PEL entered into Farm In Agreements (FIAs) and Assignment Agreements, assigning 50% of PEL's interest to FHL.
Disputes arose when PEL sought to forfeit FHL's interest in the blocks for failure to meet cash calls.
FHL commenced ICC arbitration, disputing PEL's entitlement to forfeit its working interests.
PEL argued the tribunal lacked jurisdiction because the JOAs did not provide for ICC arbitration between a Foreign Working Interest Owner (FWIO) and a Pakistani Working Interest Owner (PWIO).

5. Formal Citations

Frontier Holdings Ltd v Petroleum Exploration (Pvt) Ltd, Originating Application No 17 of 2024, [2024] SGHC(I) 34

6. Timeline

Date	Event
2006-01-05	President of Pakistan granted PEL exploration licences
2006-01-05	President and PEL concluded Petroleum Concession Agreements
2006-04-01	FHL and PEL entered into a Farm In Agreement and a Deed of Assignment
2022-06-01	PEL sought to forfeit FHL’s interest in the Badin North Block
2023-01-01	PEL sought to forfeit FHL’s interest in the Badin South Block
2024-04-19	First Affidavit of Evidence-in-Chief of Muhammad Nadeem Farooq dated
2024-07-15	Affidavit of Evidence-in-Chief of Bilal Kausar dated
2024-08-19	Affidavit of Justice (retired) Ijaz ul Ahsan dated
2024-09-12	Applicant’s Submissions dated
2024-09-12	Respondent’s Written Submissions dated
2024-09-17	Judgment reserved
2024-09-17	Notes of Evidence
2024-12-30	Judgment issued

7. Legal Issues

Jurisdiction of Arbitral Tribunal
- Outcome: The court held that the arbitral tribunal incorrectly determined that it lacked jurisdiction to hear the dispute.
- Category: Jurisdictional
- Sub-Issues:
  - Interpretation of arbitration clauses
  - Application of 'mutatis mutandis' in contract interpretation
- Related Cases:
  - [2015] EWCA Civ 1171
Contractual Interpretation
- Outcome: The court interpreted the relevant contractual provisions, considering the context and surrounding circumstances, to determine the parties' intention regarding dispute resolution.
- Category: Substantive
- Sub-Issues:
  - Ambiguity in contract language
  - Intention of the parties
  - Consideration of extrinsic evidence
- Related Cases:
  - (1992) SCMR 19

8. Remedies Sought

Declarations that PEL was in breach of each of the JOAs
Damages
Equitable compensation

9. Cause of Actions

Breach of Contract

10. Practice Areas

Arbitration
Commercial Litigation

11. Industries

Oil and Gas

12. Cited Cases

Case Name	Court	Affirmed	Citation	Jurisdiction	Significance
House Building Finance Corporation v ShahinShah Humayun Cooperative House Building Society and others	Supreme Court of Pakistan	Yes	(1992) SCMR 19	Pakistan	Cited for principles of interpreting commercial contracts under Pakistani law, focusing on ascertaining the intention of the parties.
Hashwani and others v OMV Maurice Energy Ltd	England and Wales Court of Appeal	Yes	[2015] EWCA Civ 1171	England and Wales	Cited as a case directly dealing with similar provisions in PCAs and JOAs, supporting the interpretation that disputes involving foreign working interest owners should be resolved by arbitration outside Pakistan.
AQZ v ARA	N/A	Yes	[2015] 2 SLR 972	Singapore	Cited for the principle that an application under s 10(3) of the International Arbitration Act 1994 is a hearing de novo.
Jiangsu Overseas Group Co Ltd v Concord Energy Pte Ltd and another matter	N/A	Yes	[2016] 4 SLR 1336	Singapore	Cited for the principle that an application under s 10(3) of the International Arbitration Act 1994 is a hearing de novo.
CLQ v CLR	N/A	Yes	[2022] 3 SLR 145	Singapore	Cited for the principle that an application under s 10(3) of the International Arbitration Act 1994 is a hearing de novo.

13. Applicable Rules

Rule Name
Pakistan Petroleum (Exploration and Production) Rules 2001
Rules of Arbitration and Conciliation of the International Chamber of Commerce

14. Applicable Statutes

Statute Name	Jurisdiction
Arbitration Act, 1940	Pakistan
International Arbitration Act 1994	Singapore
Arbitration Act 1996	UK
Workers’ Welfare Fund Ordinance, 1971	Pakistan
Companies Profits (Workers’ participation) Act, 1968	Pakistan
Income Tax Ordinance 2001	Pakistan
Mineral Development (Government Control) Act, 1948	Pakistan
Oil and Gas (Safety in drilling and Production) Regulations, 1974	Pakistan
Pakistan Environmental Protection Act, 1997	Pakistan
Mines Act, 1923	Pakistan

15. Key Terms and Keywords

15.1 Key Terms

Jurisdictional Ruling
International Chamber of Commerce (ICC)
Petroleum Concession Agreement (PCA)
Joint Operating Agreement (JOA)
Farm In Agreement (FIA)
Working Interest Owner (WIO)
Foreign Working Interest Owner (FWIO)
Pakistani Working Interest Owner (PWIO)
Mutatis Mutandis
Pakistan Petroleum (Exploration and Production) Rules 2001

15.2 Keywords

Arbitration
Jurisdiction
Contract Interpretation
Oil and Gas
Singapore International Commercial Court

17. Areas of Law

Area Name	Relevance Score
Arbitration	95
International Commercial Arbitration	90
Jurisdiction	85
Contracts	60
Commercial Law	50

16. Subjects

Arbitration
Contract Law
Energy Law
International Commercial Arbitration