PETROCHEMICAL LOGISTICS LTD AND ANOTHER V PSB ALPHA AG AND ANOTHER

[2020] EWHC 975 (Comm), Queen’s Bench Division, Commercial Court, Mrs Justice Moulder, 27 April 2020

Arbitration – Freezing order – Dispute under share purchase agreement governed by Swiss law and subject to Swiss arbitration – Whether English court should grant freezing injunction over shares – Arbitration Act 1996, sections 2 and 44 – Senior Courts Act 1981, section 37

PSBA owned the shares in ATBV, a company which owned land on which a storage terminal was to be built. By a share purchase agreement G sold his 100 per cent shareholding in PSBA to K under a contract governed by Swiss law and subject to Swiss arbitration. K appointed himself as director of PSBA and sold its shares in ATBV to Petrochemicals under a share purchase agreement governed by English law and subject to English arbitration. PSBA contended that the sale of ATBV’s shares to Petrochemicals was a nullity and that there had been a valid sale of the shares to a Dutch company, Alpha. Petrochemicals sought a freezing injunction under section 44(2) of the Arbitration Act 1996 restraining PSBA from dealing with the shares and assets of ATBV and preventing G from dealing with the shares in PSBA.