1. OMP No. 951 of 2011 under Section 9 of the Arbitration and Conciliation Act, 1996 (‘Act’) and CS (OS) No. 277 of 2012 arise out of the same set of facts and are being disposed of by this common judgment.

Background facts

2. The Petitioner in OMP No. 951 of 2011, Clearwater Capital Partners (Cyprus) Limited (‘CCPCL’), is a company incorporated in Cyprus. It entered into a Share Subscription Agreement (‘SSA’) and a Shareholder’s Agreement (‘SHA’), both dated 11th December 2005, with Respondent Nos. 1 to 6, all residents of New Delhi and promoters and shareholders of Saraya Industries Limited (‘SIL’), a company incorporated in India under the Companies Act, 1956 (‘CA’). Respondent Nos. 1 to 6 own 72.5% of total issued equity share capital of SIL and are in control of its management and day-to-day affairs. By virtue of the SSA and SHA CCPCL was issued 11,13,800 shares of SIL resulting in the CCPCL holding 26% of the total issued equity share capital of SIL. However, the management and day-to-day affairs of SIL continued to be with Respondents 1 to 6.

3. Clause 17.8 of the SHA states that the SHA will be interpreted and governed in all respects by the laws of India. Under Cl