Bombay High Court stays Singapore Court’s Anti-Suit Injunction Order against Anupam Mittal of Shaadi.Com
Bombay High Court stays Singapore Court’s Anti-Suit Injunction Order against Anupam Mittal of Shaadi.Com
He was restrained from proceeding with a petition alleging corporate oppression by Westbridge Ventures before the NCLT
The Bombay High Court has granted an interim stay on the enforcement of an anti-suit permanent injunction order passed by the High Court of Singapore against Shaadi.com founder and Chief Executive Officer, Anupam Mittal.
In the Anupam Mittal v. People Interactive (India) Pvt. Ltd. and Ors. case, the Singapore High Court had restrained Mittal from proceeding with a petition alleging corporate oppression by Westbridge Ventures II Investment Holdings before the National Company Law Tribunal (NCLT) in Mumbai.
The bench comprising Justice Manish Pitale, while setting aside the injunction order, acknowledged the principle of ‘Comity of Courts’, by which Courts are expected to respect the laws of another jurisdiction. At the same time, he cleared that such a principle could not override the right of a litigant to access justice.
The Judge stated, “The principle of comity of Courts cannot override the valuable right of a litigant to access justice, particularly when an injunction, as in this case, an anti-suit injunction, is issued by a foreign Court having the effect of interference with or preventing the plaintiff from pursuing the only legal remedy available in the facts and circumstances of the case”.
He added, “If such an injunction of the foreign Court is offensive to the domestic public policy, enforcement of the same can be resisted and the principle of comity of Courts cannot be used as a weapon to leave a litigant completely remediless. Such an oppressive situation for a litigant cannot be countenanced under any circumstances.”
The dispute between Mittal and Westbridge centers around their stake in People Interactive, a company co-founded by Mittal in 1997 and eventually backed by Westbridge.
A Shareholders Agreement (SHA) executed in relation to People Interactive contained an arbitration clause in which the seat of arbitration of disputes was stated to be Singapore.
Later, disputes arose between the parties, inter alia, about the management of People Interactive (India).
Mittal claimed that Westbridge's actions including moves to appoint its nominees on the Board of Directors of People Interactive amounted to oppression and mismanagement. Therefore, he approached the NCLT.
In March 2021, Westbridge filed a petition before the Singapore High Court claiming that the disputes raised before the NCLT were contractual and arbitrable. The disputes should be decided as per Singapore laws in view of a specific arbitration clause in the SHA.
In October 2021, the Court granted the anti-suit injunction order. Thereafter, Mittal moved for vacation of the ex-parte order, appealing against it in the Court of Appeals in Singapore. Simultaneously, he filed the suit before the Bombay High Court seeking a permanent injunction to restrain the defendants from enforcing the anti-suit temporary injunction order.
According to Mittal, the disputes on Oppression and Mismanagement were non-arbitrable. He asserted that it would be futile to raise those in arbitration proceedings held in Singapore, particularly since an award passed in such proceedings would not be enforceable in India.
As the arbitration initiated by Westbridge was slated to commence in September 2023, he sought an urgent order.
On the other hand, Westbridge argued that since Mittal agreed that the resolution of contractual disputes would be through arbitration and the seat chosen was in Singapore, the law of Singapore would apply. It added that under the Singapore law, disputes on oppression and mismanagement were arbitrable, so, Mittal could not claim that NCLT was the only alternative.
However, Justice Pitale noted that if the arbitral award was enforced in India, the fact that disputes on oppression and mismanagement were not arbitrable in India would assume importance.
He asked, “What use would be the findings of the arbitral tribunal in Singapore on the question of oppression and mismanagement when the award can never be enforced in India?”
Thus, while allowing relief to Mittal, the bench added that whether the issues raised by Mittal were contractual disputes or not could be decided only by NCLT. It directed the defendants to adjourn an Extraordinary General Meeting (EGM) of the shareholders within eight weeks to enable Mittal to pursue his petition before the NCLT.
Briefed by Veritas Legal a battery of lawyers appeared for Mittal. They included Senior Advocates Darius Khambata and Sharan Jagtiani, along with Advocates Kunal Dwarkadas, Rahul Dwarkadas, Abhijit Joshi, Areez Gazdar, Nutash Kotwal, Shireen Mistri, Karan Rukhana, and Ammar Faizullabhoy.
Guided by AZB & Partners, Senior Advocates appearing for Westbridge and the Director of People India were Janak Dwarkadas and Nikhil Sakhardande. They were assisted by Advocates Rajendra Barot, Anusha Jacob, Richa Borthakur, and Mrudula Dixit.
