Key takeaways
Breach of arbitration agreement
The Court may grant an anti-suit injunction where it has jurisdiction over the injunction defendant.
Anti-enforcement injunction
This may be granted to prevent the enforcement of a foreign court judgment obtained in breach of a contractually agreed arbitration agreement.
'Derived' contractual rights
These may equally led to the grant of an anti-suit or anti-enforcement injunction.
Maxamcorp International SL -v- Eurotel LLC [2026] EWHC 666 (Comm)
The Court has continued an anti-suit injunction restraining Russian court proceedings that the Court decided had been brought by the defendant in breach of contractual arbitration agreements. It also continued an anti-enforcement injunction restraining attempts to enforce a judgment issued in those Russian court proceedings.
The party pursuing the Russian court proceedings was not a party to the underlying contracts nor a signatory to the arbitration agreements they contained. Nonetheless, it was pursuing claims under the contracts which it claimed had been assigned to it. Therefore, it was obliged to bring those claims in arbitration pursuant to the contractual arbitration agreements.
The background facts
The contracts
Between 2020 and 2022, Maxamcorp International SL (Maxam), a Spanish company, entered into seven supply agreements (Supply Agreements) as follows:
Supply Agreement 1 with Eastern Mining Services LLC (EMS), a Russian subsidiary of Maxam;
Supply Agreements 2 to 4 with UEE-Siberia LLC (UEE), another Russian subsidiary of Maxam; and
Supply Agreements 5 to 7 with Eurochem Group AG and EuroChem Trading GmbH (together EuroChem).
All the Supply Agreements incorporated arbitration agreements (Arbitration Agreements) as follows:
Supply Agreements 1 to 3 provided for ICC arbitration. ICC arbitrations have no default seat absent express choice by the parties.
Supply Agreement 4 provided for HKIAC arbitration seated in Hong Kong, with Hong Kong law as the law of the Arbitration Agreement and a choice of English law to govern the substantive contract.
Supply Agreements 5 to 7 provided for English law and London-seated LCIA arbitration. Supply Agreements 6 to 7 effectively incorporated a LCIA arbitration provision by reference to EuroChem’s general terms and conditions.
The assignments
In 2023, EuroChem assigned rights under Supply Agreements 5to 7 (EuroChem Claims) to the Russian subsidiary (EuroChem Russia), and EuroChem Russia subsequently assigned those rights to UEE. Maxam did not challenge the validity of this assignment.
On 27 April 2024, there were two further purported assignments which Maxam did however challenge. These were:
A purported assignment from UEE to High-Tech Initiation Systems JSC (VSI) of the EuroChem Claims, as well as UEE’s own claims for debts due under Supply Agreements 2 to 4 (UEE Claims). VS1 was another Russian subsidiary of Maxim in respect of which Maxim had lost control in early 2024 allegedly due to a corporate raid by a competitor, Promsintez JSC (Promsintez). Maxam had been unsuccessful in Russian court proceedings in which it sought to reestablish its rights with regard to VS1.
A purported assignment by which EMS assigned its claims under Supply Agreement 1 (EMS Claims) to VSI.
Maxam brought claims in the Russian courts, as the sole shareholder in UEE and EMS respectively, challenging the validity of the April 2024 assignments. The EMS assignment challenge proceedings were dismissed, with the subsequent appeal and cassation appeal also being dismissed. The UEE assignment challenge proceedings were also dismissed, as was the subsequent appeal, but a cassation appeal is due to be heard in May 2026.
In the meantime, in August 2024, there was another purported assignment (Assignment), by which VS1 had assigned its purported rights to the EuroChem Claims, the UEE Claims and the EMS Claim to Eurotel LLC (Eurotel) and also gave a Russian law guarantee to Eurotel of up to 50% of the debts being assigned. The total value of the claims said to be assigned was EUR 2,972,840.73 and USD 9,620,569.78. Again, the validity of this Assignment was challenged by Maxam.
Eurotel’s Russian proceedings
On 8 October 2024, Eurotel commenced Russian court proceedings (Russian Proceedings) against Maxam and also in the same proceedings, a claim against VSI on its guarantee pursuant to the Assignment.
At the same time, Eurotel successfully obtained interim measures against Maxam that ordered the seizure of Maxam's shares in UEE, EMS and Maxam Russia.
On 25 October 2024, Maxam contested the jurisdiction of the Russian Court to determine Eurotel's claim against Maxam in the Russian Proceedings, relying on the Arbitration Agreements in the Supply Agreements (Jurisdiction Motion). The Jurisdiction Motion was dismissed and that dismissal cannot be appealed until judgment is handed down on the merits of the Russian Proceedings.
Therefore, Maxim filed a statement of defence in the Russian Proceedings, seeking a dismissal of Eurotel’s entire claim.
Anti-suit and anti-enforcement injunctions
In March 2026, Maxam obtained an interim anti-suit injunction (ASI) and anti-enforcement injunction (AEI) from the English Court (2 March Order). The 2 March Order was directed at preventing Eurotel from pursuing the Russian Proceedings in breach of the Arbitration Agreements in the Supply Agreements.
The 2 March Order was obtained on an ex parte basis but was duly served on Eurotel. Nonetheless, Eurotel continued to pursue the Russian Proceedings and its representatives asserted to the Russian Court that the ASI/AEI had no effect on the Russian Proceedings and could not restrict the Russian Court from rendering its decision. The Russian Court subsequently granted Eurotel’s claim in full, without giving reasons at the time. Therefore, as the Court noted, Eurotel was in breach of the 2 March Order.
Maxam applied to continue the relief granted in the 2 March Order until a final hearing of its Arbitration Claim, in which it sought a final ASI and AEI. Maxam also applied to vary the 2 March Order primarily as follows:
To clarify that the interim AEI applied specifically to the 4 March 2026 Russian Judgment; and
To add to the interim injunction a further injunction to require Eurotel to take all necessary steps within its power not only to stay the Russian proceedings but also to set aside the 4 March 2026 Russian Judgment.
Maxam’s case was that the corporate raid had resulted in assets having been transferred away from it by unauthorised transactions, and that the assignments on which Eurotel relied were invalid and ineffective to transfer those rights to Eurotel, which Eurotel now relied on in bringing its claims in Russia.
Accordingly, Maxam was claiming ASI and AEI relief on the 'quasi-contractual' basis, on the ground that Eurotel was claiming to assert contractual rights which were 'conditioned' by the Arbitration Agreements found in the Supply Agreements.
Jurisdiction
In order to be able to grant ASI relief to protect and enforce an arbitration agreement, the English Court must have substantive jurisdiction over the injunction defendant.
Briefly, pursuant to CPR 62.5, the Court may give leave to serve an arbitration claim form out of the jurisdiction where the claimant requires the Court to provide a remedy or address an issue relating to an arbitration, an arbitration agreement or an arbitration award, and the seat of the arbitration is in England and Wales. There is Supreme Court authority confirming that remedy in this context includes an ASI.
Pursuant to one of the jurisdictional gateways under CPR PD 6B, the Court may give leave to serve the arbitration claim form out of the jurisdiction where the Court already has jurisdiction over the defendant in respect of a different claim, and the arbitration claim form relates to a further claim against the same defendant which arises out of the same or closely connected facts.
The Commercial Court decision
The Court proceeded in Eurotel’s absence on the basis that Eurotel had been given due notice of the hearing and had voluntarily chosen not to attend nor to be represented.
As to the claims under Supply Agreements 5 to 7, there was a good arguable case that the Arbitration Agreements they incorporated were governed by English law and that there was a serious issue to be tried on the merits.
As to the claims under Supply Agreements 1 to 4, there was Supreme Court authority indicating that even if the arbitration agreement in a contract provided for a seat of arbitration outside England and Wales, or did not designate the seat of arbitration at all, the English Court would still grant an ASI to restrain a breach of the arbitration agreement, if it had personal jurisdiction over the injuncted party. The Court would grant this relief unless it considered it would be inappropriate on the facts of the case to do so.
Here, the Court stated that
it had jurisdiction over Eurotel in respect of Supply Agreements 5 to 7;
Maxam’s claims under Supply Agreements 1 to 4 arose out of the same or closely connected facts (the assignments and the Russian proceedings brought by Eurotel in breach of the Arbitration Agreements); and
England was the proper place to bring the claim.
The Court concluded it was appropriate to grant relief in those circumstances in support of all the Arbitration Agreements.
As to the fact that Eurotel was not a signatory to the Arbitration Agreements, the Court would grant a quasi-contractual ASI in circumstances where the injuncted party was seeking to enforce contractual rights and was, therefore, required to bring its claims in the agreed contractual dispute forum.
Here, Eurotel was bringing contractual claims under the Supply Agreements which it alleged had been validly assigned to it. It was, therefore, obliged to recognise any contractual obligation to arbitrate contained in those Supply Agreements.
The Court concluded that Eurotel’s Russian Proceedings were in breach of the Arbitration Agreements in all seven Supply Agreements because the Russian Proceedings involved claims that arose out of or in connection with/relating to the Supply Agreements and should be referred to arbitration.
There were no strong reasons to refuse relief or to justify setting aside the interim ASI/AEI.
The Court dismissed the argument that Maxam had unduly delayed in seeking injunctive relief because the application to the Court was made 16 months after the commencement of the Russian Proceedings. On the evidence, the delay complained of was explicable and justified and the Russian Proceedings had not progressed very much. Importantly, Maxam had not taken a 'wait and see' approach, only seeking an ASI/AEI once it had lost its jurisdiction application and/or lost on the merits in Russia.
The Court also noted Russian law expert evidence that the Russian Court would not recognise a foreign ASI, which would not then be enforceable against Eurotel in Russia. Nonetheless, the Court thought there was practical utility in the orders sought in the context of enforcement proceedings outside Russia.
The Court also highlighted that Maxam had not submitted to the jurisdiction of the Russian Court throughout the Russian Proceedings. It had challenged the Russian Court’s jurisdiction and had only filed a defence on the merits thereafter because, under Russian law, this procedural step did not constitute a submission to jurisdiction.
The Court, therefore, continued the ASI and the AEI and granted the further injunctive relief sought. It also allowed Maxam’s application for alternative service, namely by email on Eurotel’s new Russian lawyers. This would expedite matters and ensure that the Court’s order was brought to Eurotel’s attention as soon as possible.
Comment
This is another case in which the English Court has demonstrated its willingness to grant injunctions to restrain foreign court proceedings brought in breach of a contractual dispute forum provision, including where those proceedings are brought by a party seeking to enforce 'derived' contractual rights.
