The arbitration agreements are valid and must be enforced unless proven otherwise, impacting contractual obligations across involved parties.

JUDGMENT

Atan Mustaffa Yussof Ahmad JC:

[1] This judgment concerns the Defendants' application (encl 12) pursuant to O 12 r 10 of the Rules of 2012 ("ROC 2012") to stay proceedings pending arbitration. At the hearing of this application I allowed encl 12 in respect of the 1st Defendant only and dismissed the application in respect of the 2nd Defendant, 3rd Defendant, 4th Defendant, 5th Defendant and 6th Defendant. This judgment contains the full grounds for my decision.

Background Facts

[2] Pursuant to a Memorandum of Agreement dated 1 July 2014 (" the Memorandum of Agreement"), the Plaintiff has agreed to sell and the 1st Defendant has agreed to purchase the vessel SK78 ("the Vessel"). The 2nd Defendant agreed to be the guarantor to the 1st Defendant under a Corporate Guarantee dated 1 July 2014 ("the Corporate Guarantee").

[3] The 3rd Defendant, 4th Defendant, 5th Defendant and 6th Defendant agreed to be guarantors to the 1 st Defendant under a Personal Guarantee dated 1 July 2014 ("the Personal Guarantee").

[4] The 1st Defendant and the Plaintiff, by way of Addendum No 1 to the Memorandum of Agreement dated 1 July 2014 which is dated 1 July 2014 ["Addendum No 1 (MOA)"], entered into a charterparty of the Vessel described as " Barecon 2001" Standard Boat Charter dated 1 July 2014 ("the Barecon Charter") for a period of 6 months. Subsequently the charterparty of the Vessel was extended as follows:

a) By way of Addendum No 2 to the Bareboat Charter Agreement dated 1 July 2014 which is dated 2 January 2015 the charter of the Vessel was extended to 1 June 2015;

b) By way of Addendum No 2 to the Bareboat Charter Agreement dated 1 July 2014 which is dated 2 June 2015 the charter of the Vessel was extended to 29 February 2016;

c) By way of Addendum No 3 to the Bareboat Charter Agreement dated 1 July 2014 which is dated 27 July 2016 the charter of the Vessel was extended to 31 March 02017; and

d) By way of Addendum No 4 to the Bareboat Charter Agreement dated 1 July 2014 which is dated 29 September 2017 the charter of the Vessel was extended to 31 March 2018.

[5] According to the Plaintiff, as of 20 May 2020, the total amount payable by the 1st Defendant to the Plaintiff was USD3,480,843.83 out of which the 1st Defendant has only paid a sum of USD322,000.01 to the Plaintiff and amount of USD3,158,843.82 remained outstanding as of 20 May 2020 which the Defendants have failed to pay and which the Plaintiff is claiming against the Defendants in this action filed on 18 June 2020 together with interests and costs.

[6] The Defendants then filed this application (encl 12) to stay proceedings pending arbitration.

Defendants' Application

[7] In encl 12, the Defendants prayed, inter alia, for the following orders under O 12 r 10 of the ROC 2012:

a) A stay of the proceedings in relation to the Writ and Statement of Claim dated 18 June 2020; and

b) The Plaintiff and the Defendants are required to refer the dispute to arbitration as agreed in agreements that were executed.

Defendants' Submissions

[8] The Defendants submitted that by virtue of s 10(1) of the Arbitration Act 2001 and the arbitration clauses in the agreements signed by the Plaintiff and the Defendants, this Court is not the suitable forum to hear the dispute between the Plaintiff and the Defendants and the arbitration tribunal has the jurisdiction to hear the Plaintiff's claim in the Writ and Statement of Claim.

[9] Section 10 (1) of the Arbitration Act 2005 provides:

"A Court before which proceedings are brought in respect of a matter which is the subject of an arbitration agreement shall, where a party makes an application before taking any other steps in the proceedings, stay those proceedings and refer the parties to arbitration unless it finds that the agreement is null and void, inoperative or incapable of being performed."

[10] In support of this submission, the Defendants advanced the following submissions and contentions:

a) The use of the word "shall" in the Memorandum of Agreement and the 1