Existence of a binding contract requires clear consensus on essential terms, which was absent in this case; hence, specific performance cannot be granted.

JUDGMENT :

JASMEET SINGH, J.

O.M.P. (I) (COMM) 330/2025

1. This is a petition filed under Section 9 of the Arbitration and Conciliation Act, 1996 (“the Act”) seeking the following reliefs:

"a) Pass an interim Order staying the effect of Email dated 16.07.2025 issued by Respondent No. 1 whereby Respondent No. 1 has unilaterally rejected the Restructuring Proposal of the Petitioners and/or all actions arising therefrom;

b) Pass an interim order restraining the Respondents, their employees, officers and agents from alienating or creating any third-party rights on the securities, guarantees and shares pledged by the Petitioners in favour of the Respondents under the Loan Agreements and/or taking any coercive steps qua the Petitioners and/or its assets;

c) Pass an interim order restraining the Respondents from taking any action(s) qua Petitioner No.10 to 12, who have extended Personal Guarantees to secure the Amount payable to the Respondents;

d) Pass an interim order staying the further proceedings in the revival application filed by Respondent No.1 under Section 7 of the Insolvency and Bankruptcy Code, 2016 before the Hon'ble National Company Law Tribunal, New Delhi;

e) Pass an interim order restraining the Respondents from taking any coercive steps under the Loan Agreements, security documents or any other contractual arrangement;

f) Pass ad-interim ex-parte order in terms of prayer clause (a), (b), (c), (d) and (e) above;

…"

2. When the matter came up before this Court on 26.09.2025, this Court observed as under:-

"1. Without prejudice to the rights and contentions of the Petitioners, Mr. Tanmay Mehta, learned counsel for the Petitioners, on instructions, submits that in order to show the bona fides of the Petitioners, they will deposit a sum of Rs.75 crores in this Court within four weeks from today.

2. Mr. Rajiv Nayar, learned Senior Counsel appearing on behalf of Respondent No.1, on instructions, submits that a request will be made before National Company Law Tribunal, New Delhi, on 28.09.2025 when the petition filed under Section 7 of IBC, 2016 is listed, not to pass a final order since this Court is hearing the present petitions.

3. Let an affidavit be filed on behalf of the Petitioners on or before 06.10.2025, undertaking that a sum of Rs.75 crores will be deposited in this Court within four weeks from today.

4. List for further hearing on 17.10.2025."

3. The said order continued till 29.10.2025 when Mr. Nayar, learned senior counsel for respondent No. 1 on instructions stated that he is unable to extend the concession made on 26.09.2025.

4. Consequently, this Court on 29.10.2025 was pleased to direct as under:-

"1. Arguments heard in part.

2. On 26.09.2025, learned counsel for the respondent No.1 made a statement before this Court that a request would be made to the National Company Law Tribunal (NCLT) not to pass the final order since this Court is hearing the present petition.

3. Mr. Nayar, learned senior counsel for respondent No.1, states that he is unable to extend that undertaking any further.

4. Mr. Mehta, learned counsel for the petitioners, states that Rs. 75 crores will be deposited within 3 weeks from today.

5. I am of the view that since the matter has been heard at some length, it would be in the fitness of things that the interim order dated 26.09.2025 should continue till the next date of hearing. Additionally, on 26.09.2025, the interim order was passed on the assurance that the amount would be deposited within 4 weeks from the date of the order. Mr. Mehta, learned counsel for the petitioners, assures that the amount will be dep