Jurisdiction: separability of arbitration clause

In NDK Ltd v HUO Holding Ltd [2022] EWHC 1682 (Comm) Foxton ruled that an arbitration clause in a shareholders' agreement applied to disputes under the articles of association, and also that shareholder disputes are arbitrable even though an award by the tribunal that affects third-party rights cannot to that extent be enforced. In the present sequel proceedings, NDK Ltd v HUO Holding Ltd (No 2) [2022] EWHC 2580 (Comm), the question was whether a person who had never become a shareholder was nevertheless bound by the arbitration clause in the shareholders' agreement. This raised an issue as to the severability of the arbitration clause from the shareholders' agreement.

NDK : the facts