An unsuccessful amicable-settlement attempt satisfies a pre-arbitration requirement to resolve disputes amicably.

The Applicant and Respondents executed a Deed of Partnership dated 1 April 2025 for the production and commercial exploitation of the film JATADHARA.

Clause 11 provided for amicable resolution of disputes and, if unresolved, arbitration.

Following the film’s release, the Applicant sought disclosure of the Partnership’s financial records and reconciliation of accounts, including outstanding receipts and liabilities. He alleged that the records supplied were incomplete.

After discussions and notices—including a Section 21 notice dated 15 December 2025—the parties did not resolve the disputes or mutually appoint an arbitrator. The Applicant applied under Section 11 of the Arbitration and Conciliation Act, 1996.

1. Whether a valid arbitration agreement existed and the disputes raised fell within its scope.

2. Whether the parties’ amicable-settlement process and agreed procedure for appointing an arbitrator had been exhausted or had failed.

3. Whether the Respondents’ objections concerning unverified accounts, proof of claims, liability periods, and appointment of an auditor justified refusing appointment of an arbitrator.

Section 11 of the Arbitration and Conciliation Act, 1996 empowers the Court to secure constitution of an arbitral tribunal where the agreed appointment procedure fails; Section 11(6) applies where a party fails to act as required under that procedure.

Section 21 concerns commencement of arbitral proceedings and limitation, but claims may be raised before the tribunal if they fall within the arbitration agreement.

Section 16 recognises the tribunal’s competence to rule on its own jurisdiction, supporting restraint by the referral court from determining disputed merits at the appointment stage.

The Court relied on Jagdish Chander v. Ramesh Chander, (2007) 5 SCC 719, on whether contractual language constitutes an agreement to arbitrate; Powertech World Wide Ltd. v. Delvin International General Trading LLC, (2012) 1 SCC 361, on amicable-settlement steps and arbitration clauses; Adavya Projects Pvt. Ltd. v. M/s Vishal Structurals Pvt. Ltd. & Ors., 2025 INSC 507, on the limited referral-stage inquiry and Section 21 notices; and ASF Buildtech Pvt. Ltd. v. Shapoorji Pallonji and Company Pvt. Ltd., 2025 INSC 616, on avoiding a merits inquiry at the referral stage.

Clause 11 stated that unresolved disputes “shall be referred to arbitration” and provided for appointment under the Act if the parties failed to agree within 30 days; unlike the clause in Jagdish Chander, it did not require fresh consent to arbitrate.

The record of meetings, correspondence, assurances, partial disclosure, and the Final Notice showed an attempt at amicable resolution, which had failed; the clause prescribed no particular settlement process.

The accounting, disclosure, liability, and statutory-compliance disputes arose from the Partnership and fell within the clause. Whether the Applicant’s figures were proved, which Respondent was liable for particular periods, or whether an auditor should be appointed were matters for the tribunal, not grounds to refuse referral.

As the parties had not mutually appointed an arbitrator despite the notices and opportunities given, the agreed appointment procedure had failed.

It directed the parties to bear the tribunal’s fees and costs equally in the first instance, subject to the final award, and expressly left all issues on the merits open.