Mr Kamal Khosla & Ors. vs Mr Vidya Sagar Sareen & Ors.
2021 Latest Caselaw 2355 Del

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*      IN THE HIGH COURT OF DELHI AT NEW DELHI

%                                            Date of decision: 31.08.2021

+      ARB.P. 546/2021
       MR KAMAL KHOSLA & ORS.                 .... Petitioners
                   Through  Appearance not given

                          versus

       MR VIDYA SAGAR SAREEN & ORS.           .... Respondents
                    Through Mr. Atul Gupta, Adv.

       CORAM:
       HON'BLE MR. JUSTICE SURESH KUMAR KAIT

                          J U D G M E N T (oral)

1. The present petition has been filed by the petitioners under Section

11(6)(a) of the Arbitration and Conciliation Act, 1996 seeking appointment

of Arbitrator calling upon the respondents to adjudicate the disputes in terms

of Clause 14.8 of Share Purchase Agreement dated 14.12.2018 (hereinafter

referred as "the Agreement").

2. According to petitioner, respondents No. 1 and 2 jointly approached

the petitioners to purchase their entire shareholding being 41.12% in

respondent No.3 i.e. Tratec Engineers Private Limited, for mutually agreed

consideration of Rs.6,16,62,485/-. On 14.12.2018, the Agreement was

executed, according to which respondents No.1 and 2 promised to buy

41.12% shareholding of respondent No.3 which was held by petitioners.

3. Respondent No. 1 (through its associated ventures) purchased 2% of

shareholding by paying a sum of Rs. 30,00,000/- on 14.12.2018.

4. Second installment under the agreement was due on 30.06.2019 but

the respondents failed to perform their part of obligation of making payment

of Rs.98,31,176/- towards transfer of 57,418 shares as per terms and

conditions recorded in the aforesaid Agreement.

5. According to petitioners, respondents partially performed their part of

obligation by paying a sum of Rs.98,00,000/- against due amount of

Rs.98,31,176/-,. Thus, leaving an outstanding balance of Rs.31,176/-

towards the second Tranche of the transaction. Further, respondents failed to

pay third Tranche due on 31.12.2019.

6. On 15.07.2020, respondent No.1 raised dispute on frivolous grounds

which petitioners denied vide notice dated 05.08.2020.

7. Respondents again failed to pay for the fourth Tranche due on

31.12.2020.

8. Petitioners initiated insolvency proceedings against second and third

installment default before National Company Law Tribunal, which was

withdrawn with liberty to pursue future legal recourse.

9. Thereafter, petitioners sent a legal notice dated 12.04.2021 for

appointment for Arbitrator and nominated Justice (Retd.) Rameshwar Singh

Malik as per clause 14.8 of the Agreement. However, the respondents failed

to nominate and appoint their Arbitrator. Hence, the present petition has

been filed.

10. At the hearing, learned counsel for the parties jointly state that instead

of adjudication of disputes by three Arbitrators, sole Arbitrator be appointed

by this Court.

11. Accordingly, Justice (Retd.) Sunil Gaur (Mobile: 9971000718) is

appointed sole Arbitrator to adjudicate the dispute between the parties in this

petition.

12. The fee of the learned Arbitrator shall be governed by the Fourth

Schedule of the Arbitration and Conciliation Act, 1996.

13. The learned Arbitrator shall ensure compliance of Section 12 of

Arbitration and Conciliation Act, 1996 before commencing the arbitration.

14. A copy of this order be sent to the learned Arbitrator for information.

15. With aforesaid directions, the present petition is disposed of.

SURESH KUMAR KAIT, J AUGUST 31, 2021 rk/r