JUDGMENT

J R Midha, J. - The petitioner has filed this petition under Section 17 (2) of the Arbitration and Conciliation Act, 1996 read with Order XXXIX Rule 2A and Section 151 of Code of Civil Procedure for enforcement of the interim order dated 25th October, 2020 passed by the Emergency Arbitrator.

2. The respondents have raised a legal objection to the maintainability of this enforcement petition on the ground that the Emergency Arbitrator is not an Arbitrator within the meaning of Section 2 (1)(d) of the Arbitration and Conciliation Act; the interim order dated 25th October, 2020 is not an order under Section 17 (1) and, therefore, not enforceable under Section 17 (2) of the Arbitration and Conciliation Act.

3. Respondent No.2 has raised two objections. The first objection is that there is no arbitration agreement between the petitioner and respondent No.2; and the Emergency Arbitrator has misapplied the concept of Group of Companies doctrine to implead respondent No.2. According to respondent No.2, the Group of Companies doctrine applies only in proceedings under Section 8 of the Arbitration and Conciliation Act for transfer of proceedings pending in Court to arbitration where the plaintiff claims through a person who is a party to an arbitration agreement. According to respondent No.2, Group of Companies doctrine cannot be invoked to implead respondent No.2.

4. The second objection of respondent No.2 is that the order of the Emergency Arbitrator is Nullity insofar as respondent No.2 is concerned as there is no arbitration agreement between the petitioner and respondent No.2 and combining/ treating all the agreements as a Single Integrated Transaction would result in the petitioner acquiring control over respondent No.2 which would result in violation of the Foreign Exchange Management Act, 1999 and the Foreign Exchange Management (Non Debt Instruments) Rules, 2019 (FEMA FDI Rules).

5. Three important questions have arisen for consideration before this Court:-

5.1. What is the legal status of an Emergency Arbitrator i.e. whether the Emergency Arbitrator is an arbitrator and whether the interim order of the Emergency Arbitrator is an order under Section 17 (1) and is enforceable under 17(2) of the Arbitration and Conciliation Act?

5.2. Whether the Emergency Arbitrator misapplied the Group of Companies doctrine which applies only to proceedings under Section 8 of the Arbitration and Conciliation Act as alleged by respondent No.2?

5.3. Whether the interim order of Emergency Arbitrator is Nullity as alleged by respondent No.2?

I. Background facts

6. Amazon.Com NV Investment Holdings LLC is the petitioner; Future Coupons Private Limited is respondent No.1 (hereinafter referred to as "FCPL"); Future Retail Limited is respondent No.2 (hereinafter referred to as "FRL"); the promoters of respondents No.1 and 2 are respondents No.3 to 13 (hereinafter referred to as "Promoters") and Key Managerial Personnel of respondents No.1 and 2 are respondents No.14 to 16.

7. The petitioner invested Rs.1431 Crore in FCPL based on certain special, material protective/negative rights available to FCPL in FRL namely, that the Retail Assets of FRL would not be alienated without the petitioner's prior written consent, and never to a Restricted Person. FCPL and FRL further agreed that FRL would remain the sole vehicle for conduct of its retail business. The entire investment of Rs.1431 Crore was invested by FCPL into FRL. FRL received the benefit of the Petitioner's entire investment of Rs.1431 Crore.

8. Between 12th August 2019 and 22n