Mauritius Commercial Bank Ltd v Hestia Holdings Ltd & Anor

Mauritius Commercial Bank Ltd v Hestia Holdings Ltd & Anor

The parties effectively replaced the original facility agreement with a new agreement governed by English law, including the jurisdiction clause. English law permits prospective changes to the governing law of a contract and upholds asymmetric jurisdiction clauses. Even if the jurisdiction clause were invalid, service of process under clause 24.2 was independently valid and conferred jurisdiction. The Defendants failed to show that another forum was more appropriate. The application to set aside the claim form and stay proceedings was dismissed.

Parties
Claimant/respondent: Mauritius Commercial Bank Limited; First Defendant/applicant: Hestia Holdings Limited; Second Defendant/applicant: Sujana Universal Industries Limited
Jurisdiction
England and Wales
Judgment Date
24 May 2013
Procedural Posture
Commercial Court Application / Application to Set Aside Claim Form and Stay Proceedings for Lack of Jurisdiction
Outcome
Application dismissed
Legal Topics
Jurisdiction Agreements, Governing Law Clauses, Service of Process, Enforcement of Asymmetric Jurisdiction Clauses
Private International Law Contract Law Banking Law Jurisdiction Agreements Governing Law Clauses Service of Process Enforcement of Asymmetric Jurisdiction Clauses

Case Brief

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Parties

Mauritius Commercial Bank Limited

Claimant/respondent

Hestia Holdings Limited

First Defendant/applicant

Sujana Universal Industries Limited

Second Defendant/applicant

Procedural Posture

Commercial Court Application / Application to Set Aside Claim Form and Stay Proceedings for Lack of Jurisdiction

Legal Issues

  1. 1 Whether the English court has jurisdiction under the facility agreement as amended and restated
  2. 2 Whether the jurisdiction clause (clause 24.1) is valid under English or Mauritian law
  3. 3 Whether the governing law of the jurisdiction agreement can be changed by amendment

Ratio Decidendi

The parties effectively replaced the original facility agreement with a new agreement governed by English law, including the jurisdiction clause. English law permits prospective changes to the governing law of a contract and upholds asymmetric jurisdiction clauses. Even if the jurisdiction clause were invalid, service of process under clause 24.2 was independently valid and conferred jurisdiction. The Defendants failed to show that another forum was more appropriate. The application to set aside the claim form and stay proceedings was dismissed.

Court Disposition

Application dismissed

Orders

  • Defendants' application to set aside the claim form and stay proceedings is dismissed.