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The Eleventh Circuit Court of Appeals upheld an arbitration award enjoining a plaintiff from pursuing foreign lawsuits that had the effect of dissolving a corporate entity, even though the foreign defendants were not parties to the applicable arbitration agreement.
In Rintin Corp., S.A. v. Domar, Ltd., No. 05-14092, 2007 WL 273557 (11th Cir. Feb. 1, 2007), Rintin, a minority shareholder in Dominica Cement Holdings, S.A. (Dominica), filed several lawsuits in various foreign countries alleging that Domar, the majority shareholder, and several of its affiliates had engaged in wrongful conduct. Domar filed a demand for arbitration pursuant to the shareholders' agreement. The arbitrators found that Rintin's claims against Domar were subject to arbitration and that Rintin should be ordered to immediately terminate all of its foreign lawsuits, which threatened the long-term viability of Dominica.
The Court confirmed the arbitration award, finding it within the arbitrators' power to terminate Rintin's foreign lawsuits. Rintin complained that the arbitrators had decided matters outside of their authority by enjoining foreign lawsuits against parties not subject to the arbitration clause. However, in the absence of "clear error," there was no basis to challenge the arbitrators' finding that the awarded remedies fell within the scope of the controversy. See Fla. Stat. §684.25(1)(f). The foreign lawsuits would have dealt a blow to Dominca's business interests, and the arbitrators awarded the relief they deemed necessary to prevent this occurrence.
Rintin also argued that the termination order violated Florida's public policy favoring international comity. See Karaha Bodas Co., L.L.C. v. Perusahaan Pertambangan Minyak Dan Gas Bumi Negara, 335 F.3d 357, 371-74 (5th Cir. 2003). However, the Court found the public policy favoring the use of international arbitration was "far more directly implicated." See Fla. Stat. §684.02(1).
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