Secretariat Consulting PTE Ltd & Ors v A Company

Secretariat Consulting PTE Ltd & Ors v A Company

On the facts and terms of the retainer, Secretariat Consulting Pte Ltd owed a contractual duty to avoid conflicts of interest, and this obligation extended to all Secretariat group entities due to the group’s conduct, marketing, and the scope of the conflict check. There was a clear conflict of interest when Secretariat International UK Ltd acted for a third party against the respondent in a related arbitration on the same project. The appeal was dismissed as there was a breach of the contractual obligation to avoid conflicts of interest.

Parties
Appellant/defendant: Secretariat Consulting Pte Ltd; Appellant/defendant: Secretariat International UK Ltd; Appellant/defendant: Secretariat Advisors LLC; Respondent/claimant: A Company
Jurisdiction
England and Wales
Judgment Date
11 January 2021
Procedural Posture
Civil Appeal (contract/professional Ethics) / Appeal From High Court Judgment
Outcome
Appeal dismissed
Legal Topics
Conflicts of Interest, Duties of Experts, Fiduciary Duties, Contractual Obligations, Confidentiality, Arbitration Procedure
Contract Law Professional Ethics Arbitration Conflicts of Interest Duties of Experts Fiduciary Duties Contractual Obligations Confidentiality +1 more

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Parties

Secretariat Consulting Pte Ltd

Appellant/defendant

Secretariat International UK Ltd

Appellant/defendant

Secretariat Advisors LLC

Appellant/defendant

A Company

Respondent/claimant

Procedural Posture

Civil Appeal (contract/professional Ethics) / Appeal From High Court Judgment

Legal Issues

  1. 1 Whether an expert witness or litigation support provider owes a fiduciary or contractual duty of loyalty to its client
  2. 2 Whether a contractual obligation to avoid conflicts of interest extends to all entities in a professional group
  3. 3 Whether there was a conflict of interest in the circumstances of this case

Ratio Decidendi

On the facts and terms of the retainer, Secretariat Consulting Pte Ltd owed a contractual duty to avoid conflicts of interest, and this obligation extended to all Secretariat group entities due to the group’s conduct, marketing, and the scope of the conflict check. There was a clear conflict of interest when Secretariat International UK Ltd acted for a third party against the respondent in a related arbitration on the same project. The appeal was dismissed as there was a breach of the contractual obligation to avoid conflicts of interest.

Court Disposition

Appeal dismissed

Orders

  • The appeal is dismissed; the injunction against Secretariat International UK Ltd is continued, restraining it from acting in the related arbitration against the respondent.