In an application for appointment of an arbitrator, the referral court's enquiry is restricted to the existence of a valid arbitration agreement and the limitation of the filing itself. It must not adjudicate upon the limitation of underlying substantive claims, which remains the sole prerogative of the Arbitral Tribunal.

JUDGMENT :

Gaurang Kanth, J.

1. The Petitioners have preferred the present petition under Section 11(6) of the Arbitration and Conciliation Act, 1996 seeking appointment of an arbitrator for adjudication of the disputes and differences alleged to have arisen between the parties out of and in connection with the Agreement for Sale dated 23.07.2012.

2. The facts leading to the filing of the present petition are as follows.

3. The Petitioners entered into an Agreement for Sale dated 23.07.2012 with Respondent No. 1 as the vendor, Respondent No. 2 as the Developer and Confirming Party, and Respondent No. 3 as the owner, in respect of purchase of a flat being Unit No. 4B, measuring about 2245.43 sq.ft. super built-up area on the 4th floor of premises No. 12, Shakespeare Sarani, Kolkata – 700071, together with one car parking space on the ground floor of the said premises. The total consideration for the said flat was agreed at Rs. 2,11,00,000/-. According to the Petitioners, the entire sale consideration was paid and possession of the said flat was handed over to them instantly upon execution of the said agreement.

4. It is the case of the Petitioners that under Clause 3(10) of the said Agreement for Sale, the Respondents were required to complete the sale and execute the conveyance in favour of the Petitioners within a period of 20 months from the date of execution of the agreement, or within 30 days of Respondent No. 1 causing to be executed and registered the Deed of Conveyance in respect of the said flat by Respondent Nos. 2 and 3 in favour of Respondent No. 1, whichever is earlier. However, according to the Petitioners, the execution and registration of the conveyance deed were deferred from time to time on various grounds.

5. The Petitioners have stated that Respondent No. 2 forwarded a draft conveyance deed, though certain clauses contained therein were objected to by the Petitioners, resulting in several meetings and exchanges between the parties. According to the Petitioners, the issues remained unresolved. The Petitioners have further alleged that conveyance deeds in respect of several other flats in the said premises were also not executed, as a result whereof the flat owners were unable to constitute a flat owners' association or obtain access to the accounts and records relating to the maintenance of the building. Respondent No. 2 continued to manage and maintain the building premises until it intimated, vide letter dated 17.08.2023, that it would not be continuing with the maintenance activities beyond 30.08.2023.

6. The Petitioners have further stated that complaints were raised from time to time by the Petitioners and other residents regarding maintenance and upkeep of the building, which were denied by Respondent No. 2. Thereafter, by letter dated 14.09.2023, the Petitioners called upon the Respondents to execute the conveyance deed. Respondent No. 2, by its reply dated 30.09.2023, denied any liability to execute the conveyance deed and stated that such obligation, if any, vested upon Respondent Nos. 1 and 3. The Petitioners replied thereto by letter dated 16.08.2025, to which Respondent No. 2 responded by letter dated 19.08.2025 reiterating its earlier stand.

7. In view of the disputes and differences so arising, the Petitioners invoked the arbitration clause contained in Clause 18 of the Agreement for Sale dated 23.07.2012 by issuing a notice da