In Prayudh Mahagitsiri v Nestlé SA [2025] SGHC 181, the Singapore High Court dealt with the question whether an ICC award could be set aside for breach of natural justice on the basis that the tribunal failed to consider key arguments and evidence.
Nestlé and Mr Mahagitsiri were joint-venture partners in Quality Coffee Products (QCP) under a 1990 JVA. After Nestlé gave notice to terminate the JVA with effect from end-2024, disputes arose over Nestlé’s obligations under clause 10.3 (duty to assist QCP post-termination) and clause 8.4 (first option for “regular coffee business” in Thailand). An ICC tribunal ruled largely in Nestlé’s favour in December 2024. Mr Mahagitsiri then applied to the High Court to set aside the award and resist enforcement.
The Court dismissed both applications.
- Failure to consider legal cases on “all reasonable measures” under clause 10.3.
The applicant argued that the tribunal ignored his cited English cases on the meaning of “all reasonable measures.” The Court held there was no breach: because the tribunal interpreted clause 10.3 as imposing only a secondary duty to “assist” (not a primary obligation to take all measures), those cases were not essential to the outcome. (TMM Division Maritima SA v Pacific Richfield Marine [2013] 4 SLR 972).
- Failure to consider expert evidence and the RB Proposals.
The Court held that silence in the award did not justify an inference that the tribunal failed to consider the evidence. Tribunals are only required to deal with essential issues, not every point raised, and a breach arises only if there is a “clear and virtually inescapable” inference that an essential point was overlooked (AKN and another v ALC and others [2015] 3 SLR 488; DKT v DKU [2025] 1 SLR 806). That standard was not met.
- Consideration of reputation and experience.
The applicant argued the tribunal improperly relied on the parties’ relative reputation and bargaining power when interpreting clause 8.4. The Court found no breach: the applicant himself had argued for a broad interpretation based on context and disparity of bargaining power, so it was foreseeable that the tribunal would consider reputation and experience as part of the contractual matrix.
- Reference to case not cited by the parties.
The applicant contended that the tribunal’s reliance on Excelsior Group v Yorkshire Television [2009] EWHC 1731 was unfair since neither party cited it. The Court rejected this, holding that the relevant reasoning was drawn from Globe Motors v TRW Lucas Varity [2016] EWCA Civ 396, which had been cited by both sides. The reasoning was reasonably connected to submissions and not a “surprise ground”.
- Failure to consider later evidence and submissions.
The applicant alleged the tribunal ignored events and submissions made in the pre-hearing submissions, opening and closing presentations, amounting to prejudgment. The Court held there was no evidence of prejudgment: the issues had not been properly argued before the tribunal, and there was no “failure to even consider” them.
The Court reaffirmed the high threshold for setting aside awards: tribunals need only address essential issues, and challenges will fail absent clear prejudice.
