The main legal point established in the judgment is the validity and enforceability of the arbitration agreement, the arbitrability of the disputes, and the jurisdiction of the court to appoint an arbitrator.

JUDGMENT :

VIPIN SANGHI, J.

1. The applicant has preferred the present application under Section 11(6) of the Arbitration and Conciliation Act, 1996, to seek the appointment of an arbitrator to adjudicate the disputes between the parties arising out of their agreement dated 14.10.1992.

2. The brief facts of the case are that the husband of the applicant, namely, Late Shri Satish Chand Jain, and his brothers and sister viz. Shri Sushil Chand Jain, Shri Ramesh Chand Jain and Smt. Saroj Gupta entered into an agreement dated 14.10.1992 with respondent No. 1-M/s Texla Towers Ltd. through its Chairman, Shri Sardar Raja Singh-respondent no. 2. This agreement contains an arbitration clause, in Clause 19, which provides “That in case of any dispute or difference arising between the parties during the subsistence of this contract the same shall be settled through Arbitration and the provisions of the Arbitration Act will apply.

3. After the parties entered into the aforesaid agreement, a follow-up meeting was held on 24.12.1992, wherein Shri Sushil Chand Jain, Shri Satish Chand Jain, Shri Ramesh Chand Jain, and S. Raja Singh participated. The minutes of the said meeting were drawn up and agreed by the said persons. Some of the salient terms recorded in the minutes are as follows:

“1. That Property No. 13/A, Rajpur Road, Dehradun consisting of Rink Hall on the first floor and New Empire Cinema on the ground floor shall be purchased by Texla Towers Ltd in furtherance and in continuance of agreement dated 14/10/92 between Sardar Raja Singh on the one hand and Sarvshri Sushil Chand Jain, Satish Chand Jain, Shri Ramesh Chand Jain and Smt. Saroj Gupta on the second hand. This would also include the contents of the letter dated 29/9/92.

2. That the following persons shall have shares with percentage of shares as detailed hereunder:

3. That Shri Sushil Chand Jain, Shri Satish Chand Jain and Shri Ramesh Chand Jain have nominated the following persons as share holders of the Company against their respective share as detailed hereunder:

(a) Nominee of Shri Sushil Chand Jain Smt. Vimlesh Jain

(b) Nominees of Shri Satish Chand Jain:

1. Smt. Neelam Jain

2. Shri Sanjay Jain

3. Smt. Rachna Jain

(c) Nominees of Shri Ramesh Chand Jain

1. Smt. Manju Rani Jain

2. Shri Sandeep Jain

4. That out of the nominees of Shri Satish Chand Jain, Smt. Neelam Jain shall be one of the directors of the aforesaid company.

5. That out of the nominees of Shri Ramesh Chand Jain, Shri Sandeep Jain shall be one of the directors of the aforesaid Co.

6. That Sushil Chand Jain shall be one of the Directors of the Co.”

4. The applicant states that in terms of the Agreement dated 14.10.1992, and the Resolution dated 24.12.1992, five sale deeds were executed by the owners, i.e. the applicant’s husband and other co-owners, in favour of respondent no. 1, i.e. M/s Texla Towers Limited in respect of immovable properties.

5. The applicant states that under the Agreement dated 14.10.1992, and the Resolution dated 24.12.1992, 45% of the shares of Texla Towers Limited belong to the applicant’s family, and 55% of the shares belong to the family of Respondent No. 2, and the applicant was also appointed as a director of the respondent-company.

6. It is the case of the applicant that after the execution of the sale deeds, pursuant to the Agreement and Resolution, respondent no. 1 applied for renewal of licence by the Entertainment Department, of the New Empire Cinema Hall, and for the change of name of the licencee to that of M/s Texla Towers Limited, through its Chairman Sardar Raja Singh, and of Shri Sushil Chand Jain. Consequently, a renewed/amended license was issued to New Empire Cinema Hall in the name of M/s Texla Towers Limit