## Facts

- A construction-contract dispute was referred to arbitration under International Chamber of Commerce (ICC) rules before a three-member tribunal.
- The tribunal issued a majority award in favor of GAA Development & Construction Co., accompanied by a dissenting arbitrator’s separate opinion.
- Under ICC procedure, the draft award was submitted to the ICC Court of Arbitration for scrutiny, which requested revisions strengthening aspects of the majority’s reasoning.
- The tribunal chair, with the other majority arbitrator, prepared a revised majority award and sent it to the ICC Secretariat without convening a further in-person meeting of the full tribunal.
- The dissenting arbitrator objected that he had not been consulted on the revised award and sent additional dissenting remarks directly to the ICC.
- The chair acknowledged the dissenting arbitrator’s views and invited any further comments on the revised draft to be provided in writing by a stated deadline; no further meeting was convened.
- Bank Mellat applied to the Commercial Court to set aside the award or resist enforcement under the Arbitration Act 1950, alleging arbitrator “misconduct” in the revision process.

## Issues

1. Whether the majority arbitrators committed “misconduct” under the Arbitration Act 1950 by revising the award after ICC scrutiny without reconvening an in-person tribunal meeting including the dissenting arbitrator.
2. Whether any such misconduct warranted setting aside the award under Arbitration Act 1950 § 23(2) or refusing enforcement under § 26(1).

## Decision

- The court dismissed Bank Mellat’s application.
- The majority’s post-scrutiny revision process, conducted without a further in-person meeting, did not amount to “misconduct” under the Arbitration Act 1950.
- The award was not set aside and remained enforceable.

## Legal Principles

- “Misconduct” under the Arbitration Act 1950 extends beyond moral fault to serious procedural irregularity, but the threshold for judicial intervention is high.
- Arbitrators have substantial discretion over internal deliberations and drafting procedures; there is no general legal requirement that deliberations or post-draft revisions occur through face-to-face meetings.
- Where revisions are non-substantive (i.e., strengthening or clarifying reasons rather than changing the outcome), proceeding without a further meeting is less likely to constitute misconduct.
- Offering a dissenting arbitrator a reasonable opportunity to provide written comments can satisfy procedural fairness in the tribunal’s internal revision process.
- A dissenting arbitrator’s preference for a different method of deliberation does not give a veto over the majority’s chosen procedure absent unfairness affecting the parties’ hearing or the integrity of the process.

## Conclusion

The Commercial Court held that, in an ICC arbitration, the majority arbitrators’ decision to revise the award’s reasoning after ICC scrutiny without reconvening a further in-person meeting—while providing an opportunity for written input from the dissenting arbitrator—did not constitute misconduct under the Arbitration Act 1950, so the award stood and could be enforced.


Bank Mellat v. GAA Dev. & Constr. Co., [1988] 2 Lloyd’s Rep. 44 (Q.B.)