Aline Tramp SA v Jordan International Insurance Company

An anti-suit injunction will ordinarily be granted to protect an arbitration or exclusive jurisdiction agreement, unless good or strong reasons justify refusal. Where a subrogated insurer enforces rights under a contract, it takes those rights subject to the contract’s dispute-resolution obligations. Competing foreign jurisdiction under mandatory or permissive rules requires an evaluative assessment of comity, reciprocity, the nature and importance of the foreign public policy, and the parties’ circumstances. A unilateral submission in a letter of undertaking does not become an exclusive jurisdiction agreement merely because it uses the words exclusive jurisdiction. Proceedings without such an agreement are not vexatious or oppressive merely because they may later prove unnecessary.

Owners of a vessel and their P&I club applied for anti-suit injunctions against cargo insurers who had commenced proceedings in Jordan concerning cargo claims and a letter of undertaking.

The bills of lading incorporated English law and London arbitration provisions. The letter of undertaking stated that it was governed by English law and that the Club agreed to submit to the exclusive jurisdiction of the English courts. The defendant did not appear.

The issues were whether the cargo insurers were bound by the arbitration provisions as subrogated claimants, whether the Jordanian court’s jurisdiction under the Hamburg Rules supplied a sufficient reason to refuse relief, whether the letter created an exclusive jurisdiction agreement, and whether the proceedings against the Club were vexatious or oppressive.

1. Owners’ application allowed. The bills of lading were subject to English law and London arbitration. Under Carriage of Goods by Sea Act 1992, sections 2(1) and 3(1)(a) and (b), the subrogated insurers acquired the rights of suit under the bills subject to the same contractual liabilities. They could not enforce those rights without recognising the obligation to arbitrate. The principles in Aggeliki Charis Compania Maritima SA v Pagnan Spa (The Angelic Grace) [1995] 1 Lloyd’s Rep 87 applied equally to an exclusive jurisdiction agreement.
2. The existence of jurisdiction in Jordan under the Hamburg Rules did not provide good reason to refuse the injunction. The court should assess reciprocity, the public policy underlying the foreign jurisdiction, whether the rule was permissive or preclusive, and the status of the parties and the policy’s importance. Here the parties were commercial counterparties, the Jordanian jurisdiction was permissive, and the policy was not one designed to protect individuals or fundamental rights. The injunction therefore did not improperly disregard comity.
3. Club’s application dismissed. The letter of undertaking was unilateral. In its context, the Club’s agreement to submit to the exclusive jurisdiction of the English courts did not evidence bilateral agreement or deprive cargo interests of jurisdictional rights elsewhere. The words could instead amount to an offer or undertaking concerning proceedings brought in England.
4. The alternative case based on vexation or oppression failed. The proceedings against the Club were not intrinsically improper while the Owners remained parties. Their future status was for the Jordanian court to determine, subject to the Owners’ injunction.