Key takeaways
Freedom of expression has legal boundaries
Artistic or political messaging must not infringe trademark rights.
Parody must be clearly distinguishable
To qualify as lawful parody, the work must not mislead or confuse.
Courts prioritise brand protection over intent
Even non-commercial use may infringe if it creates brand confusion.
Court of Appeal upholds refusal to appeal $324 million arbitral award
The Court of Appeal has upheld the High Court’s decision to refuse permission to appeal a $324 million arbitral award, reinforcing a strict interpretation of contractual time limits under section 69 of the Arbitration Act 1996 (the “Act”) - Friedhelm Eronat -v- CNPC international (Chad) Ltd and another [2025] EWCA 1054.
The case concerned the meaning of the phrase “within thirty (30) days after the decision is rendered” in an arbitration clause, and whether that period runs from the date the award is made or the date it is communicated to the parties.
Background
The dispute arose from a complex commercial arrangement involving Mr Friedhelm Eronat, CNPC International (Chad) Ltd (“CNPC”), Cliveden Petroleum Co Ltd (“Cliveden”), and a third party CITIC Energy Inc. As part of this transaction, CPNC, Cliveden, Mr. Eronat and CITIC Energy entered into a Deed of Indemnity dated 19 December 2003 whereby CNPC acquired shares in Cliveden from Mr Eronat (the 2003 Deed). The deed was governed by the laws of Hong Kong but contained a London-seated LCIA arbitration clause.
On 3 April 2006, Mr. Eronat, CNPC and Cliveden entered into a deed of release governed by English law, releasing Mr Eronat from all claims, liabilities or causes of actions in respect of the shares in Cliveden.
In 2018, CNPC and Cliveden sought indemnification from Mr Eronat following a settlement payment of US $324 million to a third party. Arbitration proceedings were commenced under the LCIA Rules, resulting in an award of $324 million in favour of CNPC and Cliveden.
The appeal
Mr Eronat sought to appeal the arbitral award under section 69 of the Act. The arbitration clause within the 2003 Deed permitted appeals to the Court “within thirty (30) days after the decision is rendered.” The award was made on 11 April 2024 but only sent to the parties on 16 April 2024. Mr Eronat filed his appeal on 16 May 2024, 30 days after receipt but 35 days after the award was made.
The High Court held that the time limit ran from the date the award was made, not when it was received by the parties. It also found that the parties had excluded the right to seek an extension of time under section 79 of the Act in the 2003 Deed.
Court of appeal judgment
The Court of Appeal unanimously upheld the High Court’s decision and found that:
The term “Rendered” in the arbitration clause means the date the award is made, not the date when it is communicated to the parties. This interpretation aligns with the LCIA Rules and the Act, which distinguish between making and notifying an award. The whole structure of the Act recognises that there may, and usually will, be a delay between an award being made and notified to the parties, this interpretation was upheld in the present case.
The parties’ use of “rendered” in multiple clauses indicated a consistent meaning namely the act of the arbitral tribunal signing and finalising the award.
The arbitration clause itself excluded the possibility of applying for an extension of time under section 79 of the Act.
Even if an extension were possible, the judge’s refusal to grant one was a proper exercise of discretion under section 79 of the Act, and no substantial injustice was shown.
The Court of Appeal stated that there was,
"…nothing unfair or unreasonable in the parties having agreed a right of appeal which was subject to a time limit which might start running before they were aware of the terms of the award. Although there might be some delay between the making of the award and its transmission to the parties, the parties would have contemplated that the transmission of the award by the LCIA would take place within a few days at most, which would leave sufficient time for the preparation of any appeal documents."
Comment
This decision underscores the importance of understanding the procedural framework of arbitration and the implications of contractual language. It also reinforces once more the principle of finality in arbitration proceedings, the courts again discouraging attempts to circumvent agreed procedures or timelines. Parties should ensure clarity in defining time limits and consider the practicalities of award delivery when drafting arbitration clauses.
