TTMI SARL v Statoil ASA

TTMI SARL v Statoil ASA

No contract was concluded between TTMI and Statoil on or before 17 October 2005 due to the mistaken identification of Sempra Energy as owner in the recap email and lack of evidence of a prior oral agreement. However, a contract was formed by performance when TTMI performed the voyage, freight was invoiced to and paid to TTMI, and both parties acted as if a contract existed. The terms of the recap, including the arbitration clause, were incorporated by reference. TTMI could not sue as an undisclosed principal as Sempra Energy was not acting as agent. Rectification was unnecessary. The arbitrator's award was set aside and the matter remitted.

Parties
Claimant: TTMI Sarl; Defendant: Statoil ASA
Jurisdiction
England and Wales
Judgment Date
09 May 2011
Procedural Posture
Commercial Arbitration Challenge / Judgment on Section 67 Arbitration Act 1996 Challenge
Outcome
Award set aside, matter remitted to arbitrator
Legal Topics
Jurisdiction of Arbitrator, Formation of Contract by Performance, Rectification of Contract, Undisclosed Principal, Arbitration Agreement in Writing
Arbitration Contract Law Shipping Jurisdiction of Arbitrator Formation of Contract by Performance Rectification of Contract Undisclosed Principal Arbitration Agreement in Writing

Case Brief

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Parties

TTMI Sarl

Claimant

Statoil ASA

Defendant

Procedural Posture

Commercial Arbitration Challenge / Judgment on Section 67 Arbitration Act 1996 Challenge

Legal Issues

  1. 1 Whether a contract was concluded between TTMI and Statoil on or before 17 October 2005
  2. 2 Whether a contract was formed by performance between TTMI and Statoil
  3. 3 Whether TTMI could sue as an undisclosed principal

Ratio Decidendi

No contract was concluded between TTMI and Statoil on or before 17 October 2005 due to the mistaken identification of Sempra Energy as owner in the recap email and lack of evidence of a prior oral agreement. However, a contract was formed by performance when TTMI performed the voyage, freight was invoiced to and paid to TTMI, and both parties acted as if a contract existed. The terms of the recap, including the arbitration clause, were incorporated by reference. TTMI could not sue as an undisclosed principal as Sempra Energy was not acting as agent. Rectification was unnecessary. The arbitrator's award was set aside and the matter remitted.

Court Disposition

Award set aside, matter remitted to arbitrator

Orders

  • The award is set aside.
  • The matter is remitted to the arbitrator to proceed in light of the court's findings.