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2025 Supreme(Cal) 203
IN THE HIGH COURT AT CALCUTTA
ANIRUDDHA ROY, J.
Flint Group India Private Limited – Appellant
Versus
Sujay Lodha – Respondent
IA No. GA-COM No. 4 of 2024, CS-COM No. 652 of 2024
Decided On : 20-11-2025
For defendant/petitioner: Mr. Rajarshi Dutta, Adv. Mr. Asif Hussain, Adv. Mr. Sarbesh Chaudhury, Adv. Ms. Alia Gaffar, Adv. Ms. Srijata Choudhry, Adv.
For plaintiff/respondent: Mr. Sourojit Dasgupta, Adv. Mr. Souvik Mazumdar, Adv.
An arbitration application is unmaintainable without a valid written agreement between the parties, as mandated by Section 8 of the Arbitration Act.
Headnote:(A) Arbitration and Conciliation Act, 1996 - Section 8 - Application for reference to arbitration - Defendant sought to refer the matter to arbitration claiming existence of an arbitration clause in a distributorship agreement - Court determined that the plaintiff is not a party to the arbitration agreement and hence not bound by it. (Paras 23, 27, 30)
(B) Written Agreement - The absence of a written arbitration agreement between the parties precluded the defendant's request for arbitration under Section 8. (Paras 26, 28, 30)
Facts of the case:
The plaintiff claimed unpaid consideration for goods sold to the defendant based on an independent contract, with the defendant acknowledging part of the debt but failing to pay.
Issues: The enforceability of an arbitration clause between parties not signatory to the agreement and the significance of the written agreement in arbitration cases.
Findings of Court:
The plaint did not establish the existence of a written arbitration agreement between the parties, making the defendant's application unmaintainable.
Ratio Decidendi: An application for reference to arbitration requires an existing written arbitration agreement, which was absent in this case.
Result: Application dismissed with cost.
| Table of Content |
|---|
| 1. factual basis for the plaintiff's claim. (Para 1 , 2 , 3 , 4 , 5 , 6 , 7 , 8 , 9) |
| 2. defendant's arguments on arbitration clause applicability. (Para 10 , 11 , 12 , 13 , 14) |
| 3. plaintiff's refutation of arbitration clause applicability. (Para 16 , 17 , 18 , 19 , 20 , 21 , 22) |
| 4. court's reasoning on arbitration agreement existence. (Para 23 , 24 , 25 , 26 , 27 , 28 , 29) |
| 5. court's dismissal of the defendant's application. (Para 30 , 31 , 32) |
JUDGMENT :
ANIRUDDHA ROY, J.
In Re: IA NO. GA-COM/4/2024
Facts:
1. This is an application filed by the defendant/applicant under Section 8 of the Arbitration and Conciliation Act, 1996 (for short, the Arbitration Act), inter alia, praying for referring the subject matter of the suit for arbitration.
2. The plaint case, as would be evident from the plaint annexure A at page 13 to the application, that the plaintiff claims the unpaid consideration on account of goods sold and delivered to the defendant. The plaint case is that the parties to the suit entered into negotiations and discussions, during which terms and conditions for supply/delivery of goods and the payment of consideration were agreed upon. The defendant was to place verbal as well as written purchase orders on the plaintiff, the plaintiff shall cause delivery of the ordered goods. It was further agreed upon by and between the parties that immediately upon delivery of the goods, the plaintiff shall raise invoices on the defendant and upon receiving the invoices, the defendant shall make payment against the same within a period of 90 days from the date of each invoice. In default, it was agreed upon that the outstanding amount would be carried an interest at the rate of 18 per cent per annum.
3. The plaint states that pursuant to such agreement, the defendant placed purchase orders upon the plaintiff from time to time, annexed to the plaint. Upon receiving such purchase orders, the plaintiff duly supplied and delivered the goods to defendant during the period March 2022 and May 2022. The goods were accepted by the defendant to its satisfaction and without any demur. The defendant utilised the goods and consumed it. The plaintiff then raised invoices on the defendant for the goods supplied. Along with the invoices the plaintiff made over the e-way bills and delivery notes demonstrating due delivery of all goods to the defendant. Invoices and related documents/delivery notes are annexed to the plaint.
4. The defendant made part payment from time to time and requested to make further supplies, assuring that due payment would be made forthwith. Relying upon the assurances and repeated representations of the defendant, the plaintiff further supplied goods from time to time. The parties maintained a running and continuous account between them. Despite written assurance by the defendant, it has failed and neglected to make payment towards the price of the goods payable to the plaintiff.
5. Further plaint case is that by a letter dated November 30, 2022, the plaintiff called upon the defendant to make payment for a sum of Rs.83,54,375/- as on November 30, 2022, including interest. In respect thereto, by a letter issued by the learned Advocate for the defendant and in clear reference to the said letter of demand dated November 30, 2022, the defendant acknowledged its debt to the extent of Rs.67,43,755/-. The defendant has also raised frivolous and unsustainable allegation against the plaintiff with the purpose to deny the legitimate claim of the plaintiff. By an e-mail dated January 31, 2023, the defendant acknowledged its liability to the extent of Rs.64,93,755.68/-.
6. In view of the above, the plaintiff has claimed a total sum of Rs.1,07,74,375/- consisting of principal and interest.
7. The defendant has failed and neglected to file its written statement within the mandatory period of 120 days as provided under the amended provisions of Order VIII Rule 1 of the Code of Civil Procedure, 1908 (for short the CPC). The defendant has
