On October 16, 2024, the arbitration tribunal composed of three well-known international arbitrators formed by the London Court of International Arbitration (LCIA) in accordance with the arbitration agreement, made a Final Award of more than 100 pages in London, on a complex energy merger and acquisition contract dispute between a well-known Chinese listed company and its Hong Kong subsidiary (the “client”) and a London Stock Exchange listed company and one of its subsidiaries (the “counterparty”). As a leading lawyer, Philip Qiao led and organized the service and not only successfully helped the client defeat most of the arbitration requests from the other party (the applicant). Moreover, he successfully proven the arbitration tribunal to support the client’s important arbitration counterclaim. The Award means that the complex international lawsuit between the disputing parties that lasted for more than three years has been settled finally.
Case Overview：
The dispute in this case originated from a complex international M&A transaction. The transaction was an energy M&A transaction involving an oil field in a country in Central America. The client, as the acquirer, signed an equity acquisition agreement with the other party, as the seller (the other party’s subsidiary held the ownership of the oil field, and the total contract price was approximately US$100 million), and then signed a series of supplementary agreements. During the performance of the contract, the two parties had disputes over the time of payment of the contract price, the transfer of control of the target company, and the seller’s damage to the interests of the target company during the transition period. In 2021, the other party, as the applicant, initially brought an arbitration against the Clints at the London Court of International Arbitration (LCIA). Under the unfavorable situation that the client failed to respond to the arbitration procedure in a timely manner due to the Covid-19 epidemic and other reasons in the early stage, Philip Qiao was appointed in May 2022. After accepting the client’s commission, he urgently reviewed the case files, formed a service team, held several special meetings, and was stationed on-site at the client’s company. After a thorough analysis of the case files, the situation began to gradually stabilize under the service of the service team. At the suggestion of Lawyer Qiao’s team, the client filed an arbitration counterclaim with the arbitration tribunal in accordance with the law.
This case is governed by the Laws of England and Wales, the arbitration language is English, and the procedure is complicated. Due to the need of the case, the arbitral tribunal issued 12 procedural orders. The two parties also engaged in multi-dimensional confrontations, including procedural and substantive issues. Important procedures involved include case management conference (CMC), application for security for costs, application for phased hearing (Bifurcation), application for document disclosure (Disclosure), application for suspension of proceedings (Stay), etc. During the arbitration process, several factual witnesses and overseas expert witnesses also appeared in court for cross-examination.
As the legal leader of this project, Philip Qiao and his team will continue to positively assist Chinese companies to explore the global market and strive to safeguard the legitimate rights and interests of Chinese companies overseas. At the same time, this case marks a major breakthrough in BZW’s international arbitration practice and provides an excellent case for BZW to actively participate in pure English international arbitration business.
