Jurisdiction over disputes between partnership members cannot be conferred by agreement if the court inherently lacks it; such disputes must be filed where the LLP's registered office is located.

JUDGMENT

[VIA VIDEO CONFERENCING]

Amit Bansal, J. (Oral)

1. The present petition under Article 227 of the Constitution of India impugns the order dated 7th October, 2021 passed by the District Judge Commercial-01, South East, New Delhi in C.S.(COMM) No.490/2019, whereby the application filed on behalf of the petitioners/defendants under Order VII Rule 10 and 11(d) of the Code of Civil Procedure, 1908 (CPC), has been dismissed.

2. Notice was issued on 30th November, 2021.

3. Counter affidavit has been filed on behalf of the respondent/plaintiff.

4. The plaint from which the present petition arises, was filed by the respondent/plaintiff, being one of the partners of the petitioner no.3/defendant no.3, Baby Staples LLP, which is a Limited Liability Partnership (LLP), and against the respondents no.1 and 2/defendants no.1 and 2, who are the remaining partners of the said LLP.

5. The prayers made out in the plaint are set out below:

"a. Declare that the Plaintiff, being a Partner of the Defendant no. 3 and having consequential rights under law and the LLP Agreement, has at all times right of access to all business accounts of Defendant no. 3 including with Big Basket (for sales and supply), Amazon Seller Central (for sales and supply), Wordpress (for website and marketing), and Google Suite (the Plaintiff's professional email account with Defendant No. 3) and all information contained therein; and

b. Pass an order holding the actions of revocation of access of Plaintiff from all business accounts including with Big Basket (for sales and supply), Amazon Seller Central (for sales and supply), Wordpress (for website and marketing), and Google Suite (the Plaintiff's professional email account with Defendant No. 3), as illegal in law and therefore void; and

c. Pass an order directing the Defendants to grant access / possession of all business accounts of Defendant no. 3 to the Plaintiff and related information, including with Big Basket (for sales and supply), Amazon Seller Central (for sales and supply), Wordpress (for website and marketing), and Google Suite (the Plaintiff's professional email account with Defendant No. 3, and uninterrupted ability to operate the same for the purposes of the business of Defendant no. 3; and

d. Pass an order co-terminus with the reliefs sought in (a), (b) and (c) above, for any other business accounts which the Defendant no. 3 may have in future; and

e. Pass an order permanently injuncting the Defendants from altering or affecting in any manner, directly or indirectly, any rights which the Plaintiff may have as a Partner of the Defendant no. 3 under applicable law or the LLP Agreement, otherwise than by the process of law; or

f. Pass any order that is deemed fit in the interest of justice."

6. The counsel appearing on behalf of the petitioners/defendants has made the following submissions:

i. All the reliefs claimed in the plaint are claimed by the plaintiff in his capacity of being a partner of the LLP and in view of the fact that the registered office of the LLP and the defendants are located in Hyderabad, the Courts in Delhi do not have any jurisdiction.

ii. None of the records of the LLP are kept in Delhi and no meetings of the partners have ever been held in Delhi and there are no assets of LLP in Delhi. Therefore, no cause of action is arising out of the territorial jurisdiction of the Courts at Delhi and the present suit cannot be maintained by the Courts in Delhi.

iii. By consent, parties cannot give territorial jurisdiction to a Court, which inherently lacks the jurisdiction. In this regard, reference is mad