General Motors Corp v Royal & Sun Alliance Plc - [2007] EWHC 2206 (Comm)

A consent order in English proceedings staying those proceedings until the conclusion of stage 1 of related proceedings in Michigan was construed by the court as giving the English court exclusive jurisdiction. Although the order did not expressly prohibit the issue of proceedings elsewhere nor did it use the word “exclusive”, it was hard to interpret an undertaking not to challenge the jurisdiction of the English court in any other way. Had the parties not wished this to be the outcome, they should have said so explicitly.

Comment: a consent order is a contract and will be interpreted against the background of relevant facts in the same way as any contract. A judgment given or an order made by consent may be set aside on any ground which would invalidate a compromise not contained in a judgment or order but in a contract. Consent orders have been set aside where the agreement is illegal or obtained by fraud or misrepresentation, where there has been non-disclosure of a material fact which there was an obligation to disclose, where it was obtained by duress, or was concluded under a mutual mistake of fact or law or without authority. The courts may also interfere with consent orders where the order concerns an interim or case management order, for example to extend time for compliance with the order. In general, however, the courts are reluctant to re-open consent orders and parties should bear this in mind when drawing them up.