JUDGMENT :

V. Kameswar Rao, J.

At the outset, I may briefly narrate the facts leading up to this petition. The petitioner is a company registered under the name M/s. Medeor Hospitals Ltd., formerly known as M/s. Rockland Hospitals Ltd. (‘RHL’, for short) and was operated under the brand name Rockland Hospitals (hereinafter referred to as ‘Medeor’ and ‘RHL’ interchangeably). The petitioner was operating three multi-specialty hospitals at Qutub Institutional Area, Dwarka and Manesar in Delhi with a combined capacity of over 800 beds, and also had plans to establish a hospital at Greater NOIDA, for which 5 acres of land had already been acquired, and a bank loan of approximately Rs. 430 crore was taken.

2. In view of the debt that had accrued, Medeor wanted a financial restructuring of the company to reduce the quantum of its loans, and thus decided to consider induction of strategic partners for two of its hospitals located at Qutub Institutional Area and Dwarka. For this purpose, Medeor approached Ernst & Young LLP (‘EY’, hereinafter) to assist it in identifying and approaching potential partners and advise on the execution of its financial restructuring. In lieu of this understanding, the parties executed a Letter of Engagement (‘LOE’, for short) dated August 11, 2015. The statement of work therein set out the basis for EY's engagement under the section ‘Statement of Work-Our Understanding of Your Requirements’, as follows:

“We understand that the company is considering induction of strategic partner (s) for two of its hospitals located at Qutub Institution Area and at Dwarka in Delhi (together, referred to as the “Hospitals”) and its is in this Connection RHL is seeking EY's assistance in identifying an approaching potential partner and in advising on the execution of any resultant transaction. The Company would undertake requisite restructuring in accordance with legal and regulatory requirements to ensure that the proposed transaction is possible.”

3. The key elements of services that were to be rendered by EY was recorded in the ‘Scope of Services’ of the LOE, which included preparing a confidential Information Memorandum based on the information that was to be provided by RHL, assisting RHL in preparation of a Detailed Financial Plan for the two hospitals, approaching potential partners on a ‘no-names’ basis along with a teaser in order to establish the degree of interest from such potential partners/buyers and in case of interest shown by the potential partners/buyers, obtaining a confidentiality letter from such partners/buyers and thereafter sending them the Information Memorandum disclosing the name of the company and thereby providing information for the negotiation of the proposed transaction.

4. The LOE provided a definitive time-period within which the transaction envisaged had to be completed; as reproduced below:

“Our endeavour is to achieve signing of the definitive transaction documents within 6 (six) months of the Start Date……. However, we agree that we shall not reach out to any new potential partner after December 31, 2015 apart from continuing discus