IMPORTANT POINT
Non-signatories can be bound by arbitration agreements based on their conduct and involvement in the contractual relationship.

ORDER :

Alok Aradhe, C.J.

Ms. Rubaina S.Khatoon, learned counsel for the applicant.

Mr. Pranav Munigela, learned counsel for the respondents.

2. In these applications filed under Section 11(6) of the Arbitration and Conciliation Act, 1996 (hereinafter referred to as ‘the Act’), the applicant seeks appointment of a sole arbitrator for adjudication of disputes between the applicant and the respondents which have arisen under the Cotton Crop Organizer Agreement dated 04.04.2023. For the facility of reference, facts of the Arbitration Application No.139 of 2024 are being referred.

3. The applicant is a company registered under the Companies Act, 1956 and is engaged in the development of proprietary hybrids or varieties of various crops including cotton through its research and development efforts and seed production of such hybrids or varieties and sale of seeds through its dealers and distributors network to the farmers. The applicant entered into a Cotton Crop Organizer Agreement dated 04.04.2023 with respondent No.1, wherein respondent No.1 was hired as Crop Organizer for the applicant. As per the agreement, respondent No.1 is responsible for the activities including but not limited to liaising with the Growers, assisting and supervising agricultural operations, post-harvest activities/services and in ensuring timely delivery of produced seeds collected from growers strictly to the applicant. It is the case of the applicant that even though the agreement is entered with respondent No.1, yet her husband, namely respondent No.2 has been interacting and negotiating the terms of the agreement and business on behalf of respondent No.1 with the applicant.

4. The dispute had arisen between the parties and therefore, the applicant sent demand notice dated 24.12.2023 and requested the respondents to hand over balance 5,012 kgs of seeds within seven days from the date of receipt of the said notice. The applicant thereupon has filed this petition.

5. Learned counsel for the applicant submitted that a dispute had arisen between the parties under the Cotton Crop Organizer Agreement dated 04.04.2023 and the same requires resolution in the manner agreed to by the parties. It is further submitted that even though respondent No.2 is a non-signatory to the agreement, yet respondent No.2, who is the husband of respondent No.1 has been interacting and negotiating the terms of agreement and therefore is a proper party to the lis. Attention of this Court has also been invited to the hand-written letter dated 27.01.2024 addressed by the husband of respondent No.1, namely respondent No.2. It is contended that only a bare allegation with regard to coercion and duress has been made and no material in support of the averment that the hand-written letter dated 27.01.2024 has been written under coercion and duress has been adduced. In support of her submissions, learned counsel has placed reliance on the judgments of the Supreme Court in New India Assurance Company Limited v. Genus Power Infrastructure Limited (2015) 2 SCC 424 and Cox and Kings Limited v. Sap India Private Limited (2024) 4 SCC 1.

6. On the other hand, learned counsel for the respondents at the outset fairly submitted that the dispute between the applicant and respondent No.1 has arisen which requires resolution in the manner agreed to by the parties in the agreement. However, the application has been opposed only insofar as respondent No.2 is concerned on the ground that respondent No.2 is not a signatory to the agreement.

7. I have considered the rival submissions made on both sides and have perused the record.

8. The solitary issue which arises for consideration is whether respondent No.2 is a proper party to this application and whether an order of appointment of an arbitrator can be passed qua respondent No.2 also. In Cox and Kings Limited (supra), the Supreme Court has dealt with the doctrine of binding non-signatories to the arbitration agreement. The relevant paragraphs of the judgment are ex