The central legal point established is that the nature of the relationship between the parties determines the applicability of international commercial arbitration under Section 2(f) of the Arbitration and Conciliation Act, 1996.

This petition has been filed seeking to appoint a sole Arbitrator to adjudicate upon the disputes that have admittedly arisen as between the parties in terms of employment agreement dated 09.07.2014.

2. Heard Mr. T.K. Baskar, learned counsel appearing on behalf of the petitioner and Mr. Arunkumar appearing for the respondents.

3. The parties in this Original Petition had entered into an employment agreement on 09.07.2014. The terms of agreement have been adverted to in extenso by the parties. The respondent was appointed as a Chief Operating Officer of the petitioner company and in terms of article 14 thereof, will report to the Chief Executive Officer. The scope of his duties and responsibilities were set out in Annexure-I to the Agreement. The Agreement provides for remuneration in terms of Clause-II thereto in the following terms:

'In consideration of and subject to the due performance of the Employee's services and obligations, the Employee shall be paid remuneration by way of cash compensation from the Company as detailed in Annexure 2A to this Agreement and stock options in the Parent Company as detailed in Annexure 2B and an Incentive Stock Option Agreement ("ISO Agreement") to be executed in that behalf.'

4. In reply to notice dated 28.10.2016, the respondent replied in detail vide letter dated 16.11.2016, denying all averments contained in the legal notice issued by the petitioner. On account of the dispute that had admittedly arisen inter se the parties, the arbitration clause was invoked on 22.12.2016 by the petitioner which was also objected to by the respondents vide letter dated 06.01.2017 only with respect to the person nominated by the petitioner as an arbitrator. However, the factum of disputes inter se is admitted.

5. The arbitration clause governing the parties is extracted below:

'Governing Law and Dispute Resolution: The laws of India shall govern the Agreement, Disputes shall be referred to binding arbitration under the Arbitration and Conciliation Act, 1996 and an independent arbitrator shall be mutually appointed by the Company and the Employee to conduct such arbitration. The venue of arbitration shall be Bangalore. The language of arbitration shall be English. Provided that the Company or Employee may apply to any court of competent jurisdiction to restrain the other Party from committing a breach of this Agreement.'

6. The respondent has filed a counter affidavit. The main objection raised is that the proposed arbitration would be an international commercial arbitration, within the meaning of that expression under Section 2(f) of the Arbitration & Conciliation Act, 1996 (in short, the Act), that would lie only before the Hon'ble Supreme Court of India under Section 11(g) of the Act and not before this Court. This argument is based on the premise that the dispute between the parties arises from out of a commercial relationship so as to bring it within the ambit of Section 2(f) of the Act, extracted below:

'International commercial arbitration means an arbitration relating to disputes arising out of legal relationships, whether contractual or not, considered as commercial under the law in force in India and where at least one of the parties is-

(i) An individual who is a national of, or habitually resident in, any country other than India; or

(ii) A body corporate which is in corporate in any country other than India; or

(iii) A company or an association or a body of individuals whose central management and control is exercised in any country other than India; or

(iv) The Government of a foreign country;

7. The response of the petitioner to the objection raised is that the contract between the parties is a pure contract of employment that cannot, under any circumstances, be considered to be a commercial agreement as understood under Section 2(f) of the Act. Mr. T.K. Baskar would place reliance on various documents in this regard:

(i) The Analytical Commentary on draft text of a Model Law on International Comm