A court cannot grant specific performance of a terminated contract or restore a terminated arrangement in interim proceedings under Section 9 of the Arbitration and Conciliation Act, 1996, as such relief would amount to rewriting the agreement or conferring leasehold rights on a party.

A.K. SIKRI, J.

1. The Indian Railway Catering and Tourism Corporation Limited (hereinafter referred to as “IRCTC”) is the appellant in this appeal which has impugned orders dated 6th September, 2011 passed by the learned Single Judge in OMP No.609/2011 that was filed by M/s Cox & Kings India Limited (hereinafter referred to as “C&K”). Vide the aforesaid order, various directions are given by the learned Single Judge. To put it in nutshell, the bone of contention is running of train famously known as “Maharaja Express” which is in the ownership of IRCTC and was to be run as Joint Venture (JV) of IRCTC & C&K. This JV Agreement has been terminated by the IRCTC. The learned Single Judge has directed that train shall continue to run for the period commencing from 14th September, 2011 up till 31st December, 2011 as per the arrangement which was agreed to between the parties for the earlier season on certain conditions stipulated therein. The appellant is not happy with these directions as according to the appellant, Joint Venture Agreement has been terminated by it and since the appellant owns the Maharaja Express, it has right to operate the said train in any manner it likes as after the termination of the Joint Venture Agreement, such an arrangement cannot be foisted upon the appellant forcing it to continue the same arrangement. M/s C&K, on the other hand, maintains that even in case of disputes which have arisen pursuant to the termination of the arrangement, it is within its right to seek such an arrangement for preservation of the property (i.e. train) in question on the facts and circumstances of the present case. Before we take note of the respective arguments of the parties in detail, we deem it apposite to narrate the factual background which led to the dispute.

2. Maharaja Express is a luxury tourist train owned by IRCTC. IRCTC was in need of a partner with adequate experience who could form joint venture with it for operating the said luxury train on an en-India route within India. Accordingly, in August, 2006, it floated an “Expression of Interest” for a joint venture partner to operate, manage and run the said train. In view of the Government of India / Ministry of Railway’s policy of not permitting a private party to own a rake / train in India, IRCTC commissioned CRISIL to make a report on the private sector participation in Luxury Trains in India. Accordingly, CRISIL submitted its report whereby it structured a model under the Build, Lease, Operate and Transfer (BLOT) Scheme so as to ensure private sector participation in the sector of Luxury Trains. The BLOT model proposed by CRISIL envisaged that IRCTC and the Joint Venture private sector partner would form a Joint Venture Company which would have equal share holding between both partners. IRCTC would own the train as per the Government of India policy and would lease the train to the Joint Venture Company for a lease period of 15 years from the date of the first commercial run of the luxury train and this lease period was to be further renewed for a period of 10 years. The Joint Venture private sector partner would contribute an amount equivalent to 50% of the cost of the luxury train and this amount would be paid and fully funded by the Joint Venture private sector partner to the Joint Venture Company and this Joint Venture Company would, in turn, give this entire amount which was equivalent to 50% of the cost of the luxury train to the IRCTC in order to enable the IRCTC to defray 50% of the cost of building the luxury train and this amount so paid by the Joint Venture Company and funded by the Joint Venture private sector partner would be used as advance lease rental to be adjusted over a period of 15 years. The IRCTC adopted this BLOT model proposed by CRISIL report of April, 2007 so as to ensure the private sector partnership / participation in luxury trains.

3. After undergoing the tender / selection process pursuant to the aforesaid Expression of