Delhi High Court
Mr Rahul Sharma vs Rattan India Enterprises Ltd & ... on 24 February, 2022
$~8
* IN THE HIGH COURT OF DELHI AT NEW DELHI
% Date of decision: 24.02.2022
+ ARB.P. 187/2022
MR RAHUL SHARMA ..... Petitioner
Through Mr. Mudit Sharma and Ms. Snigdha
Sharma, Advs.
versus
RATTAN INDIA ENTERPRISES LTD & ORS. .... Respondents
Through Mr. Manoj K. Singh, Mr. Nilava
Bandyopadhyay, Mr. Adhip Ray, Ms.
Sahiba Ahluwalia, Mr. Shashwat
Singh, Advs. for R-1
None for R-2
Mr. Parvez Alam Khan, Adv. for R3
to R8
CORAM:
HON'BLE MR. JUSTICE SURESH KUMAR KAIT
J U D G M E N T (oral)
1. The present petition has been filed under Section 11(5) of the
Arbitration and Conciliation Act, 1996 seeking appointment of sole
Arbitrator to adjudicate the disputes inter-se the parties.
2. Learned counsel for petitioner submits that petitioner is promoter of
respondent No.2 & respondent No.1 is a company incorporated under the
Indian Companies Act, 1956. Shareholders' Agreement dated 28.04.2021
was entered into between petitioner and respondents & Share Subscription
Agreement dated 28.04.2021 was entered into between petitioner and
respondent No.1 to 6.
3. Learned counsel for petitioner submits that upon execution of
aforesaid Agreements, in terms of Clause 3.7 of Shareholders' Agreement
dated 28.04.2021, the nominee of respondent No.1 was appointed as the
Chief Financial Officer and another recommendation of the respondent No.1
was appointed as the Chief Executive Officer of respondent No.2. Further,
in terms of Clause 3.2 of the said Agreement, the composition of the Board
of Directors of the respondent No.2 has been and continues to be 2 Directors
of the respondent No.1.
4. It is further submitted that pursuant to execution of aforesaid
Agreements dated 28.04.2021, respondent No.1 has been acting in serious
breach and violation of the Agreements resulting into immense financial and
reputation loss to the petitioner and respondent No.2.
5. Learned counsel for petitioner has also submitted that respondent
No.1 and its nominee Directors have not only breached their contractual
obligations but have also breached their fiduciary duties towards the
petitioner and the respondent No.2.
6. Further, respondent No.1 vide notice dated 26.11.2021 raised false
allegations against petitioner for diversion of funds of respondent No.2.
Petitioner vide notice-cum-reply dated 13.12.2021, responded to false
averments made in notice dated 26.11.2021 and the respondent No.1 was
called upon to withdraw its notice dated 26.11.2021 and in the event of
failure of withdrawal of said notice by respondent No.1, the said respondent
was called upon to settle the dispute within 30 days from the receipt of
notice-cum-reply dated 13.12.2021.
7. Subsequently, vide notice dated 06.01.2022, petitioner invoked
arbitration and nominated Sole Arbitrator for adjudication of disputes
between the parties. However, vide reply dated 04.02.2022, respondent No.1
refused to give consent to the appointment of Sole Arbitrator nominated by
petitioner and instead nominated another Sole Arbitrator which was not
consented by petitioner vide reply dated 09.02.2022. Hence, the present
petition has been filed.
8. None has appeared on behalf of the respondent no. 2. As per office
report from Registry, service report qua notice to respondent No.2 is
awaited. However, as per the affidavit of service filed by the petitioner,
respondent No.2 is served. Since none has appeared on behalf of the
respondent No.2, it seems that the said respondent has nothing to oppose in
the present petition.
9. Further during the course of hearing learned counsel on behalf of
respondent No.1 as well as respondent Nos.3 to 8 respectively have
appeared and submitted that the claims raised in the present petition are
disputed, however, fairly conceded that the disputes inter se parties are
arbitrable. Learned counsels also submitted that they have no objection if
disputes are referred to an independent arbitrator appointed by this Court,
subject to all issues remain open for consideration the learned Arbitrator.
10. Accordingly, Mr. Justice (Retd.) Deepak Verma (Mobile:
9717393521) is appointed as sole Arbitrator to adjudicate the dispute
between the parties. Needless to say all issues shall remain open for parties
to agitate and consideration by the learned Arbitrator.
11. The learned Arbitrator shall fix the fee after consultation with the
parties.
12. The learned Arbitrator shall ensure compliance of Section 12 of
Arbitration and Conciliation Act, 1996 before commencing the arbitration.
13. The present petition stands disposed of accordingly.
14. A copy of this order be sent to the learned Arbitrator for information.
(SURESH KUMAR KAIT)
JUDGE
FEBRUARY 24, 2022/rk
