Full Judgment Text
$~31
* IN THE HIGH COURT OF DELHI AT NEW DELHI
Date of decision: 17.04.2026
+ ARB.P. 435/2026
JONES LANG LASALLE BUILDING OPERATIONS
PRIVATE LIMITED .....Petitioner
Through: Mr. Deepak Singh, Mr.
Shubham Jaiswal, Mr. Vikrant
Singh, Mr. Upendra Yadav, Mr.
Sahil Sansanwal & Mr. Tushar
Yadav, Advs.
versus
GUPTA HOUSING PRIVATE LTD. AND ANR
.....Respondents
Through: Mr. Shaunak Kashyap, Ms.
Mayanka Dhawan & Mr.
Vikram Kalra, Advs.
CORAM:
HON'BLE MR. JUSTICE HARISH VAIDYANATHAN
SHANKAR
% JUDGEMENT (ORAL)
1. The present Petition has been filed under Section 11(6) of the
1
Arbitration and Conciliation Act, 1996 seeking the appointment of
a Sole Arbitrator to adjudicate upon the disputes arising out of the
2
Property Management Service Agreement dated 20.10.2021 .
2. The Agreement is stated to contain a Dispute resolution Clause,
which contemplates adjudication of disputes arising out of the said
Agreement, inter se the parties, by way of Arbitration. In this regard,
1
Act
2
Agreement
Signature Not Verified
Digitally Signed
By:NEERU
Signing Date:21.04.2026
16:48:20
ARB.P. 435/2026 Page 1 of 10
reliance is placed on Clause 22 of the Agreement, which reads as
under:
“22. GOVERNING LAW & DISPUTE RESOLUTION
22.1. If any dispute arises out of or in connection with this
Agreement, representatives of the Parties with authority to settle
the dispute will, within fourteen (14) days of a written request from
one Party to the other, meet in a good faith effort to resolve the
dispute.
22.2. Failing amicable settlement as provided for in Clause 22.1,
disputes and differences arising out of or in connection with the
Agreement shall be referred to arbitration under the provisions of
the then prevailing Indian Arbitration and Conciliation Act, 1996.
The Parties agree that the seat of arbitration shall be at New Delhi
and the arbitral proceedings shall be conducted by a sole arbitrator
to be appointed by the Parties mutually within 15 (Fifteen) days
from the date of the first recommendation for an arbitrator in
written form from a Party to the other Party. If the Parties fail to
decide on the sole arbitrator within stipulated period of 15 (Fifteen)
days the sole arbitrator shall be appointed in accordance with the
provisions of the then prevailing Indian Arbitration and
Conciliation Act, 1996. The arbitration proceedings shall be
conducted in the English language
22.3. Clause 22.2 does not preclude a Party from seeking injunction
and preliminary injunction from a court of law in accordance with
Clause 22.4 and in accordance with the provisions of the
Arbitration and Conciliation Act, 1996.
22.4. This Agreement is governed by the laws of the Republic of
India. The Parties agree to submit to the exclusive jurisdiction of
the courts of Mumbai alone.
22.5. This Clause shall survive any termination or expiry of this
Agreement.”
3. The material on record reflects that the statutory requirement of
invocation of the aforestated Arbitration Clause, under Section 21 of
the Act, has been complied with vide Legal Notice dated 30.04.2025.
The same has been responded to, by the Respondents, vide a Letter
dated 30.052025, wherein the Respondents did not consent to
appointment of an Arbitrator.
4. Learned counsel appearing for the Respondents, at the outset,
submits that although a reply to the present Petition has been filed, the
Signature Not Verified
Digitally Signed
By:NEERU
Signing Date:21.04.2026
16:48:20
ARB.P. 435/2026 Page 2 of 10
same could not, unfortunately, be brought on record.
5. Learned counsel for the Respondents has, therefore, handed
over a copy of the said reply across the bar. The Registry is directed to
ensure that the same is taken on record.
6. Learned counsel for the Respondents raises a two-fold
preliminary objection to the maintainability of the present Petition.
First , that the present Petition is premature, inasmuch as the Petitioner
has failed to comply with the pre-arbitration procedure contemplated
under the Arbitration Clause. Second , that the Agreement confers
exclusive jurisdiction upon the Courts in Mumbai and, therefore, this
Court lacks territorial jurisdiction to entertain the present Petition.
7. In this regard, learned counsel for the Respondents, elaborating
on the first objection, submits that the Arbitration Clause, specifically
Clause 22.1, contemplates a pre-arbitration mechanism requiring one
party to issue a written request to the other for a meeting in good faith,
with a view to amicably resolving disputes between the parties prior to
invocation of Arbitration proceedings.
8. Learned counsel for the Respondents, therefore, contends that
the present Petition is premature and ought to be dismissed, since the
Petitioner did not resort to the aforesaid contractual pre-condition and,
instead, bypassed the same by directly invoking the Arbitration
Clause, and thereby preferring the present Petition.
9. The second objection raised is that this Court lacks territorial
jurisdiction to proceed with the present Petition as the dispute
resolution clause, specifically Clause 22.4 of the Agreement, expressly
stipulates that the Courts at Mumbai shall have the exclusive
jurisdiction in relation to the Agreement.
Signature Not Verified
Digitally Signed
By:NEERU
Signing Date:21.04.2026
16:48:20
ARB.P. 435/2026 Page 3 of 10
10. This Court has heard the preliminary objections raised by the
learned counsel appearing on behalf of the parties on the aspect of
maintainability of the present Petition and, with their able assistance,
perused the material available on record and the reply passed across
the bar.
11. This Court, insofar as the first objection is concerned, considers
it apposite to reiterate that a stipulation in an arbitration agreement
requiring parties to first explore amicable settlement, negotiation or
conciliation as a pre-condition is merely directory in nature and not
mandatory. The legal position in this regard stands succinctly settled
by catena of Judgements by this Court, inter alia , in Oasis Projects
Ltd. vs. National Highway & Infrastructure Development
3
Corporation Limited and Kuwar Narayana vs. Ozone Overseas
4
Pvt. Limited .
12. In view of the aforesaid settled position, this Court is of the
considered opinion that the objection of the Respondent that the
present Petition is premature on account of alleged non-compliance
with Clause 22.1 is devoid of merit and therefore is liable to be
rejected.
13. Adverting to the second objection concerning the territorial
jurisdiction, this Court is of the view that the law in this regard is
equally well settled by a catena of Judgements of the Hon’ble
Supreme Court and this Court, inter alia , in BGS SGS SOMA JV vs.
5
NHPC Ltd. , Ravi Ranjan Developers Private Limited vs. Aditya
3
(2023) 1 SCC (Del) 525
4
2021:DHC:496
5
(2020) 4 SCC 234
Signature Not Verified
Digitally Signed
By:NEERU
Signing Date:21.04.2026
16:48:20
ARB.P. 435/2026 Page 4 of 10
6
Kumar Chatterjee and My Preferred Transformation and
7
Hospitality Pvt. Ltd. Vs. Panchdeep Construction Limited .
14. Where an arbitration clause designates a specific seat of
arbitration while the agreement also contains an exclusive jurisdiction
clause in favour of another Court, the clauses are required to be
harmoniously construed. In such circumstances, jurisdiction in matters
arising out of arbitral proceedings ordinarily vests in the Courts
exercising supervisory jurisdiction over the designated seat of
arbitration, whereas other disputes, requiring filing of a suit, arising
simpliciter under the contract may fall within the ambit of the
exclusive jurisdiction clause, depending upon its terms.
15. A plain reading of the aforestated arbitration clause leaves no
manner of doubt that the juridical seat of arbitration is New Delhi.
Once the seat of arbitration stands expressly designated as New Delhi,
this Court would possess the territorial jurisdiction in matters arising
out of the arbitral process. Accordingly, the second objection raised by
the Respondents also fails and is hereby rejected.
16. At this juncture, it is apposite to note that the legal position
governing the scope and standard of judicial scrutiny under Section
11(6) of the Act is no longe r res integra . A three-Judge Bench of the
Hon’ble Supreme Court in SBI General Insurance Co. Ltd. v. Krish
8
Spinning , after taking into consideration the authoritative
pronouncement of the seven-Judge Bench in Interplay Between
Arbitration Agreements under Arbitration Act, 1996 & Stamp
6
2022 SCC OnLine SC 568
7
2024:DHC:1523
8
(2024) 12 SCC 1
Signature Not Verified
Digitally Signed
By:NEERU
Signing Date:21.04.2026
16:48:20
ARB.P. 435/2026 Page 5 of 10
9
Act, 1899, In re , comprehensively delineated the contours of judicial
intervention at the stage of Section 11 of the Act. The excerpt of Krish
Spg (supra ) reads as under:-
“ (c) Judicial interference under the 1996 Act
110 . The parties have been conferred with the power to decide and
agree on the procedure to be adopted for appointing arbitrators. In
cases where the agreed upon procedure fails, the courts have been
vested with the power to appoint arbitrators upon the request of a
party, to resolve the deadlock between the parties in appointing the
arbitrators.
111 . Section 11 of the 1996 Act is provided to give effect to the
mutual intention of the parties to settle their disputes by arbitration
in situations where the parties fail to appoint an arbitrator(s). The
parameters of judicial review laid down for Section 8 differ from
those prescribed for Section 11. The view taken in SBP &
Co. v. Patel Engg. Ltd., (2005) 8 SCC 618 and affirmed in Vidya
Drolia v. Durga Trading Corpn., (2021) 2 SCC 1 that Sections 8
and 11, respectively, of the 1996 Act are complementary in nature
was legislatively overruled by the introduction of Section 11(6-A)
in 2015. Thus, although both these provisions intend to compel
parties to abide by their mutual intention to arbitrate, yet the scope
of powers conferred upon the courts under both the sections are
different.
112 . The difference between Sections 8 and 11, respectively, of the
1996 Act is also evident from the scope of these provisions. Some
of these differences are:
112.1 . While Section 8 empowers any “judicial authority” to refer
the parties to arbitration, under Section 11, the power to refer has
been exclusively conferred upon the High Court and the Supreme
Court.
112.2 . Under Section 37, an appeal lies against the refusal of the
judicial authority to refer the parties to arbitration, whereas no such
provision for appeal exists for a refusal under Section 11.
112.3 . The standard of scrutiny provided under Section 8 is that of
prima facie examination of the validity and existence of an
arbitration agreement. Whereas, the standard of scrutiny under
Section 11 is confined to the examination of the existence of the
arbitration agreement.
112.4 . During the pendency of an application under Section 8,
arbitration may commence or continue and an award can be passed.
On the other hand, under Section 11, once there is failure on the
part of the parties in appointing the arbitrator as per the agreed
9
(2024) 6 SCC 1
Signature Not Verified
Digitally Signed
By:NEERU
Signing Date:21.04.2026
16:48:20
ARB.P. 435/2026 Page 6 of 10
procedure and an application is preferred, no arbitration
proceedings can commence or continue.
113 . The scope of examination under Section 11(6-A) is confined
to the existence of an arbitration agreement on the basis of Section
7. The examination of validity of the arbitration agreement is also
limited to the requirement of formal validity such as the
requirement that the agreement should be in writing.
114 . The use of the term “examination” under Section 11(6-A) as
distinguished from the use of the term “rule” under Section 16
implies that the scope of enquiry under Section 11(6-A) is limited
to a prima facie scrutiny of the existence of the arbitration
agreement, and does not include a contested or laborious enquiry,
which is left for the Arbitral Tribunal to “rule” under Section 16.
The prima facie view on existence of the arbitration agreement
taken by the Referral Court does not bind either the Arbitral
Tribunal or the Court enforcing the arbitral award.
115 . The aforesaid approach serves a twofold purpose — firstly, it
allows the Referral Court to weed out non-existent arbitration
agreements, and secondly, it protects the jurisdictional competence
of the Arbitral Tribunal to rule on the issue of existence of the
arbitration agreement in depth.
117 . In view of the observations made by this Court in Interplay
Between Arbitration Agreements under the Arbitration Act, 1996
& the Stamp Act, 1899, In re, (2024) 6 SCC 1 , it is clear that the
scope of enquiry at the stage of appointment of arbitrator is limited
to the scrutiny of prima facie existence of the arbitration
agreement, and nothing else. For this reason, we find it difficult to
hold that the observations made in Vidya Drolia v. Durga Trading
Corpn., (2021) 2 SCC 1 and adopted in NTPC Ltd. v. SPML Infra
Ltd. , (2023) 9 SCC 385 that the jurisdiction of the Referral Court
when dealing with the issue of “accord and satisfaction” under
Section 11 extends to weeding out ex facie non-arbitrable and
frivolous disputes would continue to apply despite the subsequent
decision in Interplay Between Arbitration Agreements under the
Arbitration Act, 1996 & the Stamp Act, 1899, In re, (2024) 6 SCC
1.
119 . The question of “accord and satisfaction”, being a mixed
question of law and fact, comes within the exclusive jurisdiction of
the Arbitral Tribunal, if not otherwise agreed upon between the
parties. Thus, the negative effect of competence-competence would
require that the matter falling within the exclusive domain of the
Arbitral Tribunal, should not be looked into by the Referral Court,
even for a prima facie determination, before the Arbitral Tribunal
first has had the opportunity of looking into it.
Signature Not Verified
Digitally Signed
By:NEERU
Signing Date:21.04.2026
16:48:20
ARB.P. 435/2026 Page 7 of 10
120 . By referring disputes to arbitration and appointing an
arbitrator by exercise of the powers under Section 11, the Referral
Court upholds and gives effect to the original understanding of the
contracting parties that the specified disputes shall be resolved by
arbitration. Mere appointment of the Arbitral Tribunal does not in
any way mean that the Referral Court is diluting the sanctity of
“accord and satisfaction” or is allowing the claimant to walk back
on its contractual undertaking. On the contrary, it ensures that the
principle of arbitral autonomy is upheld and the legislative intent of
minimum judicial interference in arbitral proceedings is given full
effect. Once the Arbitral Tribunal is constituted, it is always open
for the defendant to raise the issue of “accord and satisfaction”
before it, and only after such an objection is rejected by the
Arbitral Tribunal, that the claims raised by the claimant can be
adjudicated.
121 . Tests like the “eye of the needle” and “ex facie meritless”,
although try to minimise the extent of judicial interference, yet they
require the Referral Court to examine contested facts and
appreciate prima facie evidence (however limited the scope of
enquiry may be) and thus are not in conformity with the
principles of modern arbitration which place arbitral autonomy and
judicial non-interference on the highest pedestal.
122 . Appointment of an Arbitral Tribunal at the stage of Section 11
petition also does not mean that the Referral Courts forego any
scope of judicial review of the adjudication done by the Arbitral
Tribunal. The 1996 Act clearly vests the national courts with the
power of subsequent review by which the award passed by an
arbitrator may be subjected to challenge by any of the parties to the
arbitration.
*
126 . The power available to the Referral Courts has to be construed
in the light of the fact that no right to appeal is available against
any order passed by the Referral Court under Section 11 for either
appointing or refusing to appoint an arbitrator. Thus, by delving
into the domain of the Arbitral Tribunal at the nascent stage of
Section 11, the Referral Courts also run the risk of leaving the
claimant in a situation wherein it does not have any forum to
approach for the adjudication of its claims, if its Section 11
application is rejected.
127 . Section 11 also envisages a time-bound and expeditious
disposal of the application for appointment of arbitrator. One of the
reasons for this is also the fact that unlike Section 8, once an
application under Section 11 is filed, arbitration cannot commence
until the Arbitral Tribunal is constituted by the Referral Court. This
Court, on various occasions, has given directions to the High
Courts for expeditious disposal of pending Section 11 applications.
It has also directed the litigating parties to refrain from filing bulky
Signature Not Verified
Digitally Signed
By:NEERU
Signing Date:21.04.2026
16:48:20
ARB.P. 435/2026 Page 8 of 10
pleadings in matters pertaining to Section 11. Seen thus, if the
Referral Courts go into the details of issues pertaining to “accord
and satisfaction” and the like, then it would become rather difficult
to achieve the objective of expediency and simplification of
pleadings.
128 . We are also of the view that ex facie frivolity and dishonesty
in litigation is an aspect which the Arbitral Tribunal is equally, if
not more, capable to decide upon the appreciation of the evidence
adduced by the parties. We say so because the Arbitral Tribunal
has the benefit of going through all the relevant evidence and
pleadings in much more detail than the Referral Court. If the
Referral Court is able to see the frivolity in the litigation on the
basis of bare minimum pleadings, then it would be incorrect to
doubt that the Arbitral Tribunal would not be able to arrive at the
same inference, most likely in the first few hearings itself, with the
benefit of extensive pleadings and evidentiary material.”
(emphasis supplied)
17. The decision in Krish Spinning (supra) thus unequivocally
reiterates that the Referral Court, while exercising jurisdiction under
Section 11 of the Act, is required to confine itself to a prima facie
examination of the existence of a valid Arbitration Agreement and
nothing beyond. The Court’s role is facilitative and
procedural, namely , to give effect to the parties’ agreed mechanism of
dispute resolution when it has failed, without embarking upon an
adjudication of contentious factual or legal issues, which are reserved
for the Arbitral Tribunal.
18. In view of the law as laid down by the Hon’ble Supreme Court
in Krish Spinning (supra) , the scope of this Court’s jurisdiction under
Section 11 of the Act is extremely circumscribed. All the contentions
sought to be raised herein are matters that can appropriately be urged
before the learned Arbitrator, who is legally empowered and
competent to adjudicate upon the same.
19. In view of the aforestated, this Court is of the view that there is
no impediment in referring the disputes herein to adjudication by a
Signature Not Verified
Digitally Signed
By:NEERU
Signing Date:21.04.2026
16:48:20
ARB.P. 435/2026 Page 9 of 10
learned Arbitrator.
20. Further, the underlying value of the disputes is stated to be
approximately Rs. 7 lacs.
21. Accordingly, this Court hereby requests Mr. Kamal Digpaul,
Advocate (Mobile No. 9582543344) , to enter upon the reference and
adjudicate the disputes inter se the parties.
22. The learned Arbitrator may proceed with the arbitration
proceedings, subject to furnishing to the parties the requisite
disclosures as required under Section 12(2) of the Act.
23. The learned Arbitrator shall be entitled to a fee in accordance
with the Fourth Schedule of the Act or as may otherwise be agreed to
between the parties and the learned Arbitrator.
24. The parties shall share the learned Arbitrator’s fee and arbitral
costs equally.
25. All rights and contentions of the parties in relation to the
claims/counter claims are kept open, to be decided by the learned
Arbitrator on their merits, in accordance with law.
26. Needless to state, nothing in this order shall be construed as an
expression of opinion of this Court on the merits of the controversy.
27. Let the copy of the said order be sent to the learned Arbitrator
through all permissible modes, including electronic mode as well.
28. Accordingly, the present Petition, along with pending
Application(s), if any, stands disposed of in the above-stated terms.
HARISH VAIDYANATHAN SHANKAR, J
APRIL 17, 2026/ v/ DJ
Signature Not Verified
Digitally Signed
By:NEERU
Signing Date:21.04.2026
16:48:20
ARB.P. 435/2026 Page 10 of 10