The Bombay High Court has issued an interim stay on the enforcement of an anti-suit permanent injunction order issued by the High Court of Singapore against Anupam Mittal, the founder and CEO of Shaadi.com. This order from the Singapore High Court had prevented Mittal from pursuing a petition alleging corporate oppression by Westbridge Ventures II Investment Holdings before the National Company Law Tribunal (NCLT) in Mumbai.
Justice Manish Pitale, in his ruling to set aside the injunction order, recognized the principle of 'comity of courts,' which expects courts to respect the laws of other jurisdictions. However, he emphasized that this principle should not override a litigant's fundamental right to access justice.
Justice Pitale 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. 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 Anupam Mittal and Westbridge Ventures revolves around their ownership stake in People Interactive (India) Pvt Ltd, a company co-founded by Mittal in 1997 and later backed by Westbridge. The Shareholders Agreement (SHA) for People Interactive (India) Pvt. Ltd. included an arbitration clause designating Singapore as the seat of arbitration for disputes.
Disagreements arose between the parties, particularly regarding the management of People Interactive (India). Mittal alleged that Westbridge's actions, including attempts to appoint its nominees to the Board of Directors of People Interactive (India), amounted to oppression and mismanagement. Consequently, Mittal sought resolution through the NCLT.
In March 2021, Westbridge filed a petition in the High Court in Singapore, arguing that the disputes brought before the NCLT were contractual and should be resolved through arbitration. Westbridge insisted that the arbitration should follow Singaporean law, as stipulated in the SHA.
The Singapore High Court issued the anti-suit injunction order in October 2021.
Mittal promptly sought to vacate the ex-parte order and appealed it in the Court of Appeals in Singapore. Simultaneously, he initiated legal proceedings in the Bombay High Court, seeking a permanent injunction to prevent the enforcement of the anti-suit temporary injunction order.
Mittal contended that the issues of oppression and mismanagement were non-arbitrable and pursuing them in Singapore arbitration would be futile, as any resulting award would not be enforceable in India. Mittal also emphasized the urgency of the matter, given that the arbitration initiated by Westbridge Ventures was scheduled for September 2023.
Westbridge Ventures argued that Mittal had agreed to resolve contractual disputes through arbitration in Singapore and that Singaporean law deemed oppression and mismanagement disputes as arbitrable. They contended that Mittal couldn't claim his sole remedy was before the NCLT.
Justice Pitale pointed out the significance of whether the arbitral award would be enforceable in India, given that disputes on oppression and mismanagement are non-arbitrable in India. He questioned the utility of an arbitral tribunal's findings in Singapore when the resulting award couldn't be enforced in India. The judge also determined that whether the issues raised by Mittal constituted contractual disputes or not should be determined by the NCLT.
The Court granted relief to Mittal and directed the defendants to postpone an Extraordinary General Meeting of the shareholders by 8 weeks to allow Mittal to pursue his case before the NCLT.
Senior advocates Darius Khambata and Sharan Jagtiani, along with a team of advocates, represented Mittal, while Senior Advocates Janak Dwarkadas and Nikhil Sakhardande, along with a team of advocates, represented Westbridge and the director of People India.
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