JUDGMENT

1. These petitions, preferred under Section 9 of the Arbitration and Conciliation Act, 1996 (the 1996 Act) arise out of the same set of agreements. They are, therefore, being disposed of by a common judgement though, as the disputes in the petitions are distinct, they would be dealt with separately.

OMP (I) (COMM) 308/2020

2. Given the nature of the dispute in this petition, it would be appropriate, at the outset, to introduce the dramatis personae.

3. The petitioner provides clean energy solutions and, inter alia, sets up and implements Solar Power Projects. Kindle Engineering and Construction Pvt Ltd, Responsive SUTIP Ltd and Ujjawala Power Pvt Ltd, Respondents 3, 4 and 5, are three of 18 Special Purpose Vehicles (SPVs), set up by the petitioner for executing 18 Solar Power Projects. Respondents 1 and 2, by agreement with the petitioner, purchased the Solar Power Projects. Respondent 6 is a Debenture Trustee, which holds in trust the Kindle Pledge constituting the Kindle restricted shares of Respondent 3, for the benefit of Respondent 1.

4. Respondents 1 and 2 are Investment Management Firms incorporated in Singapore. They have no official presence in India, though they are registered as a Foreign Portfolio Investor and a Foreign Venture Capital Investor, with the Securities and Exchange Board of India (SEBI) under the SEBI (Foreign Portfolio Investor) Regulations, 2014 and the SEBI (Foreign Venture Capital Investors) Regulations, 2000 respectively.

A prefatory note

5. This Court is seized with a petition under Section 9 of the Arbitration and Conciliation Act, 1996 (the 1996 Act). The peripheries of jurisdiction of Section 9 Court are logistically circumscribed, the parameters of such circumscription being authoritatively delineated by the recent decision of a Division Bench of this Court in DLF Ltd. v. Leighton India Contractors Pvt. Ltd., 2021 SCC OnLine Del 3772 The Court is completely proscribed, while exercising Section 9 jurisdiction, in entering into detailed analysis of contractual clauses, which is a territory exclusively reserved for the Arbitral Tribunal. The limited extent to which the clauses of the agreements between the parties are of relevance to a Section 9 Court is for the Court to ascertain whether a case for granting interim protection, so as to prevent frustration of the arbitral proceedings or the rendition of an award, if it comes to be rendered in favour of the applicant.

6. The manner, detail and extent to which arguments were addressed in the present case and the exhaustive submissions advanced with respect to the intricacies of the contractual covenants, in my view, far exceeded the legitimate limits of discussion in a Section 9 proceeding.

The issue in précis

7. The controversy, in substance, is simple. The Framework Agreement dated 26th January, 2017, forming, as it were, the parent contract in the present case, required the petitioner to obtain marketable title in respect of certain lands of Respondents 4 and 5, from the Government of Gujarat. Failure, on the part of the petitioner, to obtain such marketable title within the stipulated period entitled Respondents 1 and 2, under the Framework Agreement, to redemption of the Optionally Cumulative Convertible Debentures (OCCDs) of Respondent 5 and transfer of the shares of Respondent 3, of a total value of ? 95 crores, for ? 1. The petitioner contends that marketable title has been obtained in respect of 88% of the disputed lands and that the application in respect of remaining 12% is presently pending with the Government of Gujarat. The time for obtaining marketable title, as originally f