BNP Paribas Wealth Management v Jacob Agam: Stay of Court Proceedings & Forum Shopping

In BNP Paribas Wealth Management v Jacob Agam and Ruth Agam, the Singapore International Commercial Court dismissed the defendants' application for a stay of proceedings. BNP Paribas Wealth Management commenced an action against Jacob and Ruth Agam under two joint personal guarantees for outstanding loans. The Agams sought a stay pending the determination of related proceedings in France, arguing to avoid conflicting judgments. The court found the French counter-action, commenced by the defendants, was a strategic move to stifle the Singapore proceedings, leading to the dismissal of the stay application.

1. Case Overview

1.1 Court

Singapore International Commercial Court

1.2 Outcome

Application dismissed with costs.

1.3 Case Type

Civil

1.4 Judgment Type

Judgment

1.5 Jurisdiction

Singapore

1.6 Description

Singapore court dismisses stay application in BNP Paribas v. Agam, finding defendants' French counter-action a strategic move to stifle Singapore proceedings.

1.7 Decision Date

2. Parties and Outcomes

Party NameRoleTypeOutcomeOutcome TypeCounsels
Jacob AgamDefendantIndividualApplication dismissedLost
Ruth AgamDefendantIndividualApplication dismissedLost
BNP Paribas Wealth ManagementPlaintiffCorporationApplication grantedWon

3. Judges

Judge NameTitleDelivered Judgment
Steven ChongJudgeYes
Roger GilesInternational JudgeNo
Dominique HascherInternational JudgeNo

4. Counsels

Counsel NameOrganization
Kyle Gabriel PetersStraits Law Practice LLC
Sivakumar MurugaiyanStraits Law Practice LLC
Luo QinghuiRajah & Tann Singapore LLP
K. Muralidharan PillaiRajah & Tann Singapore LLP
Andrea TanRajah & Tann Singapore LLP

4. Facts

  1. The plaintiff commenced an action against the defendants under two joint personal guarantees.
  2. The defendants applied for a limited stay of the Singapore proceedings pending the determination of related proceedings in France.
  3. The French counter-action was commenced by the defendants after the commencement of the Singapore suit.
  4. The French counter-action is substantially a mirror of the Singapore action.
  5. The personal guarantees expressly provide for the parties to submit to the jurisdiction of the Singapore court and are governed by Singapore law.
  6. The defendants claimed that the application is for a limited stay of the Singapore proceedings pending the determination of related proceedings in France to avoid the risk of conflicting judgments.
  7. The plaintiff's claim in the present action is under the Personal Guarantees for the sums of €17,113,889.93 and €12,988,992.66 which it contends remain owing by Det Internationale and SCI Ruth Agam, respectively.

5. Formal Citations

  1. BNP Paribas Wealth Management v Jacob Agam and another, Suit No 2 of 2016(Summons No 4 of 2016), [2016] SGHC(I) 5

6. Timeline

DateEvent
Facility agreements signed
Personal Guarantees executed
Facility agreements executed at Paris office
Loans disbursed to Agam companies
Paris Court ordered criminal seizure of Paris penthouse property
Facility agreements granted to SCI Agam settled
Facility agreements granted to Bronton settled
Notices of demand issued to SCI Ruth Agam and Det Internationale
Letters of demand issued to the defendants
Plaintiff applied sum from Pledged Account towards partial satisfaction of outstanding sums
Plaintiff applied for conservatory orders over defendants’ shares
Plaintiff commenced action against the defendants in Singapore
Plaintiff began foreclosure proceedings to enforce mortgages over Saint Pierre property
Plaintiff began foreclosure proceedings to enforce mortgages over Saint Tropez property
Defendants brought application in France to commence French counter-action
Application for limited stay of court proceedings filed in Singapore
SCI Ruth Agam applied to Enforcement Judge to dismiss or stay foreclosure proceedings
Second defendant, SCI Ruth Agam and Det Internationale brought application against the plaintiff under Art 145 of the French Civil Procedure Code
Judgment reserved
Judgment delivered

7. Legal Issues

  1. Stay of Proceedings
    • Outcome: The court dismissed the application for a stay of proceedings.
    • Category: Procedural
    • Sub-Issues:
      • Multiplicity of proceedings
      • Risk of conflicting judgments
      • Forum non conveniens
  2. Choice of Law
    • Outcome: The court found that the choice of Singapore law was prima facie valid.
    • Category: Substantive
    • Sub-Issues:
      • Bona fides of choice of law clause
      • Evasion of foreign law
  3. Forum Non Conveniens
    • Outcome: The court found that Singapore was an appropriate forum for the resolution of the dispute.
    • Category: Jurisdictional

8. Remedies Sought

  1. Monetary Damages
  2. Declaration of Non-Liability

9. Cause of Actions

  • Breach of Contract
  • Enforcement of Personal Guarantees

10. Practice Areas

  • Commercial Litigation
  • International Litigation

11. Industries

  • Banking
  • Finance

12. Cited Cases

Case NameCourtAffirmedCitationJurisdictionSignificance
Chan Chin Cheung v Chan Fatt Cheung and othersCourt of AppealYes[2010] 1 SLR 1192SingaporeCited as the leading authority on the grant of a limited stay order pending the conclusion of other proceedings.
RBS Coutts Bank Ltd v Brunner Hans-PeterHigh CourtYes[2010] SGHC 342SingaporeConsidered the factors identified by the Federal Court of Australia in Sterling Pharmaceuticals Pty Limited v The Boots Company (Australia) Pty Limited as relevant.
Ram Parshotam Mittal v Portcullis Trustnet (Singapore) Pte Ltd and othersHigh CourtYes[2014] 3 SLR 1337SingaporeConsidered the factors identified by the Federal Court of Australia in Sterling Pharmaceuticals Pty Limited v The Boots Company (Australia) Pty Limited as relevant.
Sterling Pharmaceuticals Pty Limited v The Boots Company (Australia) Pty LimitedFederal Court of AustraliaYes(1992) 34 FCR 287AustraliaIdentified factors relevant to the grant of a limited stay of proceedings.
Tomolugen Holdings Ltd and another v Silica Investors Ltd and other appealsUnknownYes[2016] 1 SLR 373SingaporeCited in the context of overlapping court and arbitration proceedings.
Maybank Kim Eng Securities Pte Ltd v Lim Keng Yong and anotherUnknownYes[2016] 3 SLR 431SingaporeCited in the context of overlapping court and arbitration proceedings.
Yap Shirley Kathreyn v Tan Peng QueeHigh CourtYes[2011] SGHC 5SingaporeCited regarding the temporary nature of the stay which preserves the plaintiff’s right to prosecute his claim in Singapore.
American Home Assurance Co v Hong Lam Marine Pte LtdUnknownYes[1999] 2 SLR(R) 992SingaporeCited for the position under Singapore law that the defendants’ liability is primary and would survive even if the underlying facility agreements are void or otherwise unenforceable.
Peh Teck Quee v Bayerische Landesbank GirozentraleCourt of AppealYes[1999] 3 SLR(R) 842SingaporeCited regarding the choice of law and when it may be held to be not bona fide.

13. Applicable Rules

Rule Name
No applicable rules

14. Applicable Statutes

Statute NameJurisdiction
Supreme Court of Judicature Act (Cap 322, 2007 Rev Ed)Singapore

15. Key Terms and Keywords

15.1 Key Terms

  • Personal Guarantees
  • Stay of Proceedings
  • Forum Non Conveniens
  • French Counter-Action
  • Multiplicity of Proceedings
  • Choice of Law
  • International Comity
  • Case Management
  • Facility Agreements
  • Conservatory Orders
  • Foreclosure Proceedings
  • L’inexistence

15.2 Keywords

  • stay of proceedings
  • forum non conveniens
  • personal guarantees
  • singapore international commercial court
  • bnp paribas
  • jacob agam
  • ruth agam

17. Areas of Law

Area NameRelevance Score
Stay of court proceedings80
Civil Procedure75
Arbitration30
Breach of Contract25
Contract Law25
Conflict of Laws20
Commercial Disputes20
Banking and Finance15
Asset Recovery15
Summary Judgement10
Comity10
Natural forum10
Appeal10

16. Subjects

  • Civil Procedure
  • Contract Law
  • Banking Law
  • International Law