Shareholder disputes: construction and arbitrability

In NDK Ltd v HUO Holding Ltd [2022] EWHC 1682 (Comm) Foxton J discussed in detail the relationship between the articles of association of a private company and a separate shareholders' agreement regulating the rights of the participants. In an important decision, Foxton J has rejected overseas authority for the proposition that an arbitration clause in a shareholders' agreement has no application to disputes under the articles of association, and has also confirmed that shareholder disputes are arbitrable even though an award by the tribunal that affects third party rights will not to that extent be enforced.

NDK : the facts