In the Matter of IGCF SPV 21 Limited v Al Jomaih Power Limited and Denham Investment Ltd

Exclusive jurisdiction clause in a shareholders agreement governed by English law with respect to a Cayman company (A) stipulating that disputes arising out of or in connection with the agreement be litigated in Cayman or London X, Y and Z own the shares in A - A owns a majority stake in a company incorporated in Pakistan (B) B is a regulated utility company in Pakistan and the other shares in B are owned by the Government of Pakistan the shareholders of B are subject to the terms of a sale and purchase agreement governed by Pakistan law - the sole voting share in X and interests in other shareholders of X were transferred and X sought to exercise its rights under the shareholders agreement to require A to appoint new directors to the board of B Y and Z opposed such an appointment and commenced proceedings in Pakistan against X, A and B and the Government of Pakistan and the Pakistan regulatory authorities seeking orders against X and the Pakistan authorities Y and Z also obtained an interim injunction against X X claimed that the commencement of the proceedings in Pakistan were in breach of the exclusive jurisdiction clause and applied for a permanent injunction restraining X and Y from continuing with those proceedings