IN THE HIGH COURT OF KARNATAKA AT BENGALURU DATED THIS THE 1^ST DAY OF AUGUST, 2025 PRESENT THE HON'BLE MR. VIBHU BAKHRU, CHIEF JUSTICE AND THE HON'BLE MR. JUSTICE C M JOSHI COMMERCIAL APPEAL NO. 302 OF 2025 BETWEEN:

1. M/S. PRATIBHA INDUSTRIES LIMITED A COMPANY REGISTERED UNDER THE COMPANIES ACT, 1956 HAVING ITS CORPORATE OFFICE AT UNIT NO.D-3014, AKSHAR BUSINESS PARK PLOT NO.3, SECTOR -25 VASHI, NEAR CENTRAL WAREHOUSE NAVI MUMBAI - 400 703 MAHARASHTRA - INDIA Digitally REPRESENTED HEREIN BY ITS signed by AUTHORISED SIGNATORY AMBIKA H B SH. SACHIN KADEMANI Location:

…APPELLANT High Court of Karnataka (BY SRI. MEENAL GARG, ADVOCATE FOR SRI. ARJUN S, ADVOCATE)

AND:

1. M/S. AMRUTHA CONSTRUCTIONS PRIVATE LIMITED A COMPANY REGISTERED UNDER THE COMPANIES ACT, 1956 HAVING ITS REGISTERED OFFICE AT NO. 384/A, SINDHURA APARTMENTS

1 RMV 2^ND STAGE, 2^ND BLOCK ASHWATH NAGAR BENGALURU REPRESENTED BY AUTHORISED SIGNATORY P. VENKATESHWARA RAO …RESPONDENT THIS COMMERCIAL APPEAL IS FILED UNDER SECTION

13(1A) OF THE COMMERCIAL COURTS ACT 2015, PRAYING TO SET ASIDE THE IMPUGNED JUDGMENT DATED 12.02.2025 PASSED BY THE LEARNED LXXXVII ADDITIONAL CITY CIVIL AND SESSIONS JUDGE, BENGALURU (CCH-88) (COMMERCIAL COURT) IN COM.AP. NO.118/2024 (ANNEXURE- A ) AND CONSEQUENTLY, SET ASIDE THE IMPUGNED AWARD DATED 02.05.2024 (ANNEXURE-B) PASSED BY THE HON'BLE SOLE ARBITRATOR QUA THE FINDINGS ON ISSUE NOs.1,2, 4-6.

THIS APPEAL, COMING ON FOR ORDERS, THIS DAY, JUDGMENT WAS DELIVERED THEREIN AS UNDER:

CORAM: HON'BLE MR. VIBHU BAKHRU ,CHIEF JUSTICE and HON'BLE MR. JUSTICE C M JOSHI

ORAL JUDGMENT

(PER: HON'BLE MR. VIBHU BAKHRU,CHIEF JUSTICE)

1. For the reasons stated in the application-I.A No.1/2025, the same is allowed. The delay caused in filing the appeal is condoned.

2. The appellant has filed the present appeal under Section 37(1)(c) of the Arbitration and Conciliation Act, 1996 [the A&C Act impugning a judgment dated 12.02.2025 [impugned order] passed by the learned LXXXVII Additional City Civil and Sessions Judge, Bengaluru] [Commercial Court] in Com.A.P No.118/2024. The appellant had filed the said petition [Com.A.P No.118/2024] impugning an arbitral award dated 02.05.2024 [impugned award rendered by an Arbitral Tribunal comprising of a former judge of this court [Arbitral Tribunal].

3. The principal controversy before the Arbitral Tribunal related to the appellant's claim for 2% of the total contract value in terms of Memorandum of Understanding dated 06.06.2017 [MOU] entered into by the parties. The appellant claimed that it was entitled to the said charges notwithstanding that it had not executed any work for performance of the contract awarded to the joint venture of the parties. The parties had also entered into a Joint Venture agreement [JV agreement] on 06.06.2017. It is the respondent's case that the JV agreement as well as the MOU are required to be read harmoniously as they embody the agreement between the parties. The learned Arbitrator had considered the disputes and had found in favour of the respondent. Accordingly, the appellant's claim for the 'sub contractor charges' was rejected.

4. The disputes between the parties had arisen in the following context.

Prefatory facts

5. The Krishna Bhagya Jala Nigam Limited [employer] had invited short term e-tender through a Notification dated 09.01.2017 for taking up "Survey, investigation, design, supply, erection, testing and commissioning of required number of metallic volute pumps coupled to HT Motor at proposed Budihal-Peerapur lift head work, viz., intake channel, pump house, manifold, along with electric panel, soft starter, capacitor, 220 KV power transformers, HT bus duct/cabling, 220/11 KV substation, 220KV power line, and 220 KV terminal bay, MS raising main, valves and construction of delivery chambers, forbay, supply of spares parts and tools including requisite manpower for operation and maintenance of the system covered under the scope for five years from the date of completion of Budihal-Peerapur LIS sch