The court's power under Section 9 is restricted to interim measures of protection and cannot culminate in orders of a final nature or resolve substantive disputes. Appellate review under Section 37 is limited, preventing interference with the arbitral tribunal's exclusive authority to decide the merits.

JUDGMENT :

SANJEEV PRAKASH SHARMA, CJ.

Facts of the Case

1. The brief facts which are required to be taken into consideration for adjudication of this appeal are that the appellant No.2 and the respondent entered into a Limited Liability Partnership (hereinafter referred to as 'LLP') on 26.09.2020 and set up a LLP with registered office at Jaipur. It was duly registered under the Limited Liability Partnership Act, 2008 (hereinafter referred to as the 'Act of 2008'). A supplementary deed of the LLP was executed on 15.03.2022 whereby appellant No.3 was also inducted as a partner.

2. Rajasthan Liquor Limited (hereinafter referred to as 'RLL') offered to be impleaded as a partner in the firm in the year 2023 and it is stated that the appellants No.2 and 3 as well as respondent mutually agreed to induct the RLL in the LLP. For the purpose of induction, RLL entered into an MoU with the LLP and a sum of rupees one crore was advanced by RLL in multiple tranches. An amount of rupees three crore was to be considered as the induction amount and 30% stake in the LLP was to be acquired by RLL.

3. From the collective shares of appellants No.2 and 3, 16.5% of their stake was to be transferred to the RLL and the respondent was also to transfer 13.5% of her share to RLL and at the outset Rs.45 lakhs was given to the appellants and another Rs.45 lakhs were deposited in the account of respondent.

4. However, before RLL could be inducted, certain disputes arose between appellants No.1, 2 and the Respondent. So far as the respondent is concerned, she was insisting on certain conditions to be laid down as binding on the RLL before she was to be inducted, whereas the appellants No.2 and 3 were of the view that no further conditions be laid down.

5. In the circumstances the appellants 2 and 3 decided to conduct a meeting in terms of Clause 38 of the deed of the LLP and a notice was sent to the respondent to attend the said meeting. However, the respondent has alleged that she had informed that it would not be possible to attend the meeting on 12.10.2024. The Appellants conducted the meeting in absence of the Respondent. It was noted during the meeting that RLL had issued a notice demanding legal action against the partnership firm including criminal action within 48 hours if they were not inducted in the LLP.

6. Since the Appellants found the amount had already been received from RLL and Respondent was not agreeing to induct RLL as a partner, they were left with no other alternative but to oust the Respondent from the LLP and accordingly they took a decision to oust the Respondent from the LLP and return her share.

7. A letter was also sent to the ROC with Forms 3 and 4 in respect to cessation of respondent from the LLP.

8. Aggrieved of the said action, the respondent filed application under Section 9 of the Act of 1996. The learned commercial court heard and passed an interim order on 02.06.2025 directing as under:

9. Feeling aggrieved, the appellants have preferred this appeal under Section 37 of the Act of 1996.

SUBMISSIONS BY THE PARTIES

10. Learned counsel for the appellants has submitted that the action and stringent approach of the Respondent has not only jeopardized the LLP’s relationship with an important busin