Anti-enforcement injunctions against foreign anti-suit orders require the full injunction test and cannot block a non-arbitrable NCLT remedy.

An anti-enforcement injunction against a foreign anti-suit order is an equitable remedy governed by the settled three-fold injunction test of prima facie case, irreparable injury and balance of convenience. For that limited inquiry, the court may only ask whether the NCLT petition on its face concerns oppression and mismanagement; it should not decide in detail whether the petition is a dressed-up attempt to avoid arbitration, as that would encroach on the NCLT's exclusive domain. Because oppression and mismanagement disputes are non-arbitrable under Indian law and fall within the NCLT's exclusive jurisdiction, restraining resort to that forum would undermine the only effective domestic remedy and Indian public policy.

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Issues: (i) Whether an anti-enforcement injunction against a foreign anti-suit injunction must satisfy the three-fold test of prima facie case, irreparable harm, and balance of convenience; (ii) Whether, for assessing prima facie case, the Court could go into the merits of whether the petition before the NCLT was a genuine oppression and mismanagement petition or a dressed-up petition; (iii) Whether non-arbitrability of oppression and mismanagement disputes under Indian law, coupled with the exclusive jurisdiction of the NCLT, justified restraining enforcement of the foreign injunction.

Issue (i): Whether an anti-enforcement injunction against a foreign anti-suit injunction must satisfy the three-fold test of prima facie case, irreparable harm, and balance of convenience.

Analysis: An anti-enforcement request is a species of injunction and is equitable in nature. The same settled principles that govern temporary injunctions apply, requiring the applicant to establish a strong prima facie case, irreparable injury, and balance of convenience. In matters involving a foreign forum chosen by agreement, the threshold is high.

Conclusion: The three-fold test was held applicable.

Issue (ii): Whether, for assessing prima facie case, the Court could go into the merits of whether the petition before the NCLT was a genuine oppression and mismanagement petition or a dressed-up petition.

Analysis: The Court held that its inquiry had to remain limited. It could only see whether the petition on its face related to oppression and mismanagement under the Companies Act, 2013. A deeper inquiry into whether the petition was a dressed-up device to avoid arbitration would trench upon the exclusive jurisdiction of the NCLT. The Court also declined to adopt a detailed Order VII Rule 11-style exercise.

Conclusion: The Court refused to undertake a detailed dressed-up-petition inquiry and held that such questions fall within the NCLT's domain.

Issue (iii): Whether non-arbitrability of oppression and mismanagement disputes under Indian law, coupled with the exclusive jurisdiction of the NCLT, justified restraining enforcement of the foreign injunction.

Analysis: The Court held that oppression and mismanagement disputes are non-arbitrable under Indian law and fall within the exclusive jurisdiction of the NCLT. Since the arbitration clause made enforcement of any award subject to the Indian Arbitration and Conciliation Act, 1996, an award on such disputes would not be enforceable in India. Preventing the plaintiff from pursuing the NCLT remedy would leave him remediless and offend access to justice and domestic public policy. The Court also noted that comity could not defeat a litigant's only effective remedy.

Conclusion: The plaintiff was held entitled to resist enforcement of the foreign anti-suit injunction.

Final Conclusion: Temporary injunction was warranted to preserve the plaintiff's ability to pursue the NCLT proceedings and seek interim reliefs there, while leaving the defendants free to pursue any lawful application before the NCLT.

Ratio Decidendi: Where a foreign anti-suit order prevents a party from pursuing the only effective domestic statutory remedy for a non-arbitrable dispute, and enforcement would be contrary to Indian public policy, a temporary anti-enforcement injunction may be granted after applying the settled injunction tests.

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