The Arbitration and Conciliation Act, 1996 is
the law that governs arbitrations in India. With international trade and
commerce growing rapidly across continents and borders, international
commercial arbitration flows naturally. This is the need of the hour as lengthy
litigation would inevitably prove as a barrier in maintaining business
efficiency. The enforceability of foreign awards can be traced through various
case Laws.In the case of Bhatia International vs Bulk Trading S. A. & Anr on 13 March, 2002The Hon'ble Supreme Court of India in "Bhatia
International v Bulk Trading1", interpreted the scope of
Part I of the Act to apply to arbitrations held outside India and in turn
applied Sec. 9 (interim relief) in support of arbitrations seated outside
India. The court held that where such arbitration is held in India the
provisions of Part I would compulsorily apply. In cases of international
commercial arbitrations held outside India, the provisions of Part I would
apply unless the Parties by agreement, express or implied, excluded all or any
of its provisions. In
that case, the laws or rules chosen by the Parties would prevail. Any provision
of Part I specifically excluded will not apply. It is noteworthy that this
judgment was delivered to fill the lacunae that existed in the Act. Parties
aggrieved in foreign arbitrations can now apply for interim relief in India.In
the BHARTI INTERNATIONAL case the main issue relates to filing a petition under
Section 9 of the Act for interim orders.In the above case (supra), it was
submitted on behalf of appellants that Part I of the Arbitration Act, 1996 only
applies to arbitrations where the place of arbitration is in India. It was also
submitted that if the place of arbitration is not in India then Part II of the Arbitration
Act, 1996 would apply. Reliance was also placed on Section 2(1)(f). With regard
to Section 2(4) and (5), it was submitted that the aforesaid provisions would
only apply to arbitrations which take place in India. It was submitted that if it
is held that Part I applies to all arbitrations, i.e., even to arbitrations
whose place of arbitration is not in India, then sub-section (2) of Section 2
would become redundant and/or otiose. It was also pointed out that since
Section 9 and Section 17 fall in Part I, the same would not have any application
in cases where the place of arbitration is not in India. It was emphasized that
the legislature had deliberately not provided any provision similar to Section
9 and Section 17 in Part II. It was also submitted that a plain reading of
Section 9 makes it clear that it would not apply to arbitrations which take
place outside India.The Supreme Court rejected the
contentions of the appellant and was of the view that if the contentions of
appellant were admitted it would lead to an anomalous situation, inasmuch as
Part I would apply to Jammu and Kashmir in all international commercial
arbitrations but Part I would not apply to the rest of India if the arbitration
takes place out of India and would lead to a conflict between sub-section (2)
of Section 2 on one hand and sub-sections (4) and (5) of Section 2 on the
other. Therefore,it was held that the provisions of Part I would apply to all
arbitrations and to all proceedings relating thereto. Where such arbitration is
held in India the provisions of Part I would compulsorily apply and parties are
free to deviate only to the extent permitted by the derogable provisions of
Part I.After Bhatia International's case, the
Supreme Court went a step further in Venture
Global Engineering vs. Satyam Computer Services,and held :"The provisions of Part I of the Act would
apply to all arbitrations including international commercial arbitrations and
where such arbitrations are held in India, the provisions of Part I would be
compulsorily applied to the extent permitted by the provisions of Part I. It is
also clear that even in the case of international commercial arbitration held
out of India provisions of Part I would apply unless the Parties by Agreement,
express or implied, exclude all or any of its provisions.It was further held in
this case that such an interpretation does not lead to any conflict between any
of the provisions of the Act and there is no lacuna as such."
The main issue which arose in this case is
whether the aggrieved party is entitled to challenge the foreign award which was passed outside
India in terms of Sections 9/34 of the Actor not. It is urged by the appellants
that Section 2(4) makes Part I applicable to “every arbitration” under any
other enactment, thereby makes it applicable to arbitrations wherever held,
whether in India or outside India and thus there is a conflict between
sections2(4),2(5) But court concluded that Section 2(4) makes Part I applicable
to “every arbitration under any other enactment for the time being in force”
and The phrase “all arbitrations” has to be read as limited to all arbitrations
that take place in India.Section 2(5) takes this a step further and holds that
this Part shall apply to all arbitrations and proceedings relating thereto,
where the seat is in India.There is no indication in Section 2(5) that it would
apply to arbitrations which are not held in India.Therefore, it was held that
there is no inconsistency between Sections 2(2), 2(4) and 2(5) and there is no
lacuna as such.Basically it was held that foreign
awards could be set aside by Indian courts under section 34 of the Act (which
falls under Part I) for violating Indian statutory provisions and being
contrary to Indian public policy.Then in the case of Bharat Aluminium
Co. versus Kaiser Aluminium Technical Services INC “The Supreme Court ruling in the Bharat
Aluminium case limits the
ability of the Indian courts to set aside awards in respect of arbitrations
seated abroad. This ends years of uncertainty for the international arbitration
community”.A five judge bench of the Supreme Court in its decision in
Bharat Aluminium Co. versus Kaiser Aluminium Technical Services INC. Civil
Appeal 7019 of 2005, overruled its earlier judgments in Bhatia International
versus Bulk Trading SA & Anr, AIR 2002 SC 1432 and Venture Global
Engineering Vs. Satyam Computer Services Ltd. & Anr. 2008 (1) Scale 214,
which had held that Part I of the Indian Arbitration and Conciliation Act, 1996
(the “Act”) shall apply to international commercial arbitrations, even in cases
where the seat of arbitration was situated outside India unless the parties
expressly or impliedly excluded the applicability of Part I of the Act in the
arbitration agreement. The reason for overruling the judgment of previous cases
was that each gave further weight to the
possibility of increased interference from Indian courts in foreign seated
arbitrations.Now the larger bench has held that Part I of the Act would
not apply to international commercial arbitrations having the seat of
arbitration outside India. In effect this would mean that in an international
commercial arbitration having the seat of arbitration outside India, neither of
the parties would be able to move Indian courts for any reliefs including
applying to Indian courts for interim measures of protection, challenge to the
award, appeal against interim orders, appeal against an order of the arbitral
tribunal holding that it has no jurisdiction, etc. In such cases the parties
may have to only look at courts having jurisdiction over the seat of
arbitration. Till now Indian parties
to international commercial arbitration agreements were comfortable agreeing to
have the seat of arbitration outside India knowing that they could still have
the option of moving Indian Courts, but the larger bench decision of the
Supreme Court will now impact decisions on whether to have the seat of
arbitration outside India. The Parties in an international commercial
arbitration having the seat of arbitration outside India cannot even agree to
have such powers or jurisdiction to be exercised by Indian Courts.To avoid
uncertainty and confusion the Court has also ruled that its decision will only
apply to arbitration agreements entered into after this judgment. Therefore in
respect of agreements pertaining to international commercial arbitration
already entered into prior to this judgment, if they do not expressly or by
necessary implication exclude application of Part I of the Act, even if the
seat of arbitration is outside India, the parties would be entitled to avail of
provisions of Part I of the Act and approach Indian Courts for reliefs and
remedies.
The
apex court has while overruling its earlier judgments held as under:
The omission of the word “only” in section
2(2) of the Act which provides that Part I shall apply to domestic arbitrations
does not mean that Parliament intended to make Part I applicable to
foreign-seated arbitrations.
Parts I and II of the Act are mutually
exclusive and that Indian Courts can interfere with the award rendered in
arbitration proceedings having the seat of arbitration outside India, only when
the same are sought to be enforced in India in accordance with the provisions
contained in Part II of the Act.
In international arbitration, jurisdiction
is generally determined by the “seat” of arbitration.
The
Supreme Court’s judgment in BALCO v Kaiser reinforces the objective of
international commercial arbitration by ensuring minimal legal intervention in
arbitral proceedings conducted outside of India. It clarifies the much debated
position of law on the applicability of Part I of the Act to an arbitration
held outside India. Till the judgment in BALCO v Kaiser was rendered, determining
whether an arbitration clause had impliedly or expressly excluded Part I of the Act, in
accordance with the ruling in Bhatia
International, remained a highly subjective test, often resulting in
prolonged proceedings.
INTERNATIONAL COMMERCIAL ARBITRATION
International commercial
arbitration is the process of resolving business disputes between or among
transnational parties through the use of one or more arbitrators rather than
through the courts. It requires the agreement of the parties, which is
usually given via an arbitration clause that is inserted into the contract or
business agreement.Many international agreements, treaties, and
conventions facilitate the use of arbitration as a method for resolving
disputes. Other agreements address the enforcement of awards. Modern international
commercial contracts usually tend to have arbitration as their preferred mode
of dispute resolution. One can attribute this largely to the fact that it is
relatively faster. The recent change was the result of a judgment, dated
September 6, 2012, of a Constitution Bench of the Supreme Court of India in the
case of Bharat Aluminium Co v Kaiser
Aluminium Technical Services Inc (BALCO v Kaiser),
which clarified the scope of jurisdiction of Indian Courts in international
commercial arbitration.Interim measures etc. by the Indian Courts where the
seat of arbitration is outside India.(AS REGARDS INTERNATIONAL COMMERCIAL
ARBITRATION)Section 9 of the Arbitration and Conciliation Act,1996 has a
provision regarding interim reliefs. In Bhatia,
the Supreme Court considered a request for interim relief under Part I of the
Indian Arbitration and Conciliation Act 1996 (the "Act"). Part I
confers significant powers on Indian courts, including the ability to order
interim measures and set aside awards. Even though Part I seemingly only
applied to domestic arbitrations, the Supreme Court interpreted the Act in a
manner that allowed Part I to be applied to foreign seated arbitrations, unless
the parties opted out of this arrangement.The provision contained in Section 9
is limited in its application to arbitrations which take place in India.
Extending the applicability of Section 9 to arbitrations which take place
outside India would be to do violence to the policy of the territoriality
declared in Section 2(2) of the Arbitration Act, 1996.. It appears to us that
as a matter of law, an inter-parte suit simply for interim relief pending arbitrations
would not be maintainable.In order to claim an injunction the existence of a
pending suit is a pre requisite. Since the dispute is to be decided by the
Arbitrator, no substantive relief concerning the merits of the arbitration
could be claimed in the suit. The only relief that could be asked for would be
to safeguard the property which the plaintiff may or may not be entitled to
proceed against.Therefore in foreign seat arbitration, an inter-parte suit in
India for interim relief pending arbitration would not be maintainable even if
it is limited to the purpose of protecting the subject matter of the
arbitration. In order to obtain an injunction, the existence of a suit seeking
final relief, based on a recognized cause of action, is a prerequisite.
Present position of granting of
interim orders by Indian courts in respect of foreign seat arbitration can be
ascertained in the light of kesar Aluminium case where it
was held that The
Indian courts cannot order interim relief in support of foreign seated
arbitrations. Parties will therefore need to rely on the relief afforded by the
courts of the jurisdiction in which the arbitration is seated. As the choice of
seat can have significant implications for the way arbitration is conducted,
parties should carefully consider their choice at the drafting stage. It is also significant to note that with
respect to non-applicability of Section 9 of the Act to foreign seat
arbitrations, the Supreme Court has stated that the responsibility of removing
any “perceived lacuna” would be with the Parliament and not with it.
Priya Nagpal
0 Comments