IN THE HIGH COURT OF JUDICATURE AT MADRAS
Honourable Mr Justice N. ANAND VENKATESH
MRF Limited – Appellant
Versus
Erdac Solutions Pvt Ltd. – Respondent
IN THE HIGH COURT OF JUDICATURE AT MADRAS DATED: 19.01.2026 CORAM THE HONOURABLE MR.JUSTICE N.ANAND VENKATESH and A.No.5112 of 2025 MRF Limited, Rep. By its General Manager – Secretarial, Mr.K.G.George, No.114, Greams Road, Chennai – 600 006. .... Petitioner Vs.
1. Erdac Solutions Pvt Ltd., No.39/1, 2nd Floor, Shanmugha Arcade, NGEF Lane, Binnamaangala First State (Indiranagar 1st Stage), Bangalore – 560 038. 2. Mr.Pramod Vaidya, Arbitrator, Erdac Solutions Pvt Ltd., No.39/1, 2nd floor, Shanmugha Arcade, NGEF Lane, Binnamaangala First Stage (Indira nagar 1st stage)
Bangalore – 560 038.
3. Mrs. Sandhya D Purohit, 1704/1705, Prathamesh Tower, New Link Road, Near New MGB Colony, Borivali (west), Mumbai – 400 091. .... Respondents Arbitration Original Petition filed under Section 34(2)(b)(ii) read with explanation 1 and 2 and Section 31(3)(a) of the Arbitration and Conciliation Act, 1996, to set aside the impugned award dated 18.06.2025 passed by the Arbitrator, the 2nd respondent herein in case No.NSE-
LC-2025-02-306451.
For Petitioner : Mr.M.Vijayan, for M/s.King & Partridge For Respondent : No appearance [R1]
R2- Arbitrator Ms.Madhupreetha Elango [R3]
*****
ORDER
This petition has been filed to set aside the impugned award dated
18.06.2025 passed by the second respondent in case No.NSE-LC-2025-
02-306451.
2. The 3rd respondent was holding shares in the petitioner company.
The shares were held in the name of Mrs.Shanthi D. Purohit along with her sister-in-law. The 3rd respondent was seeking for change of name as Sandhya D. Purohit. In spite of providing all the particulars and documents and also making a declaration, the petitioner refused to effect the change of name. Aggrieved by the same, the petitioner raised the arbitration dispute in line with the Master Circular for online resolution of disputes in the Indian Securities Market dated 31.07.2023.
3.The Arbitral Tribunal through award dated 18.06.2025 directed the petitioner to complete the process regarding the change of name of the 3rd respondent within two weeks from the date of the award. Aggrieved by the same, the present petition has been filed before this Court.
4. When this petition came up for admission on 17.10.2025, this Court entertained the petition mainly on the ground that the online award was bereft of reasons and hence, it is in violation of Section 31(5) of the Arbitration and Conciliation Act, 1996 [for brevity ‘the Act’].
5. After service of notice, the 3rd respondent has filed counter affidavit. Apart from the merits of the case, the 3rd respondent has raised a preliminary objection on the maintainability of the present petition before this Court.
6. In view of the preliminary objection raised by the 3rd respondent on the jurisdiction of this Court to entertain this petition, this Court directed the learned counsel appearing on either side to make their submissions on the issue of jurisdiction.
7. The learned counsel for the 3rd respondent submitted that the 3rd respondent invoked the Master Circular and pursuant to the same, the Arbitral Tribunal has passed an award. As per clause 27 of the Master Circular, the venue and seat of the online proceedings has been dealt with and for the purpose of this case, the learned counsel relied upon clause
27(a) of the Master Circular, which is extracted hereunder:
“27. The venue and seat of the online proceedings shall be deemed to be the place:
a) In case of disputes between investor/client and listed companies (including their registrar and share transfer agents) or any of the specified intermediaries / regulated entities in securities market (as specified in Schedule A): where the investor resides permanently or, where the investor is not an individual, the place where it is registered in India or has its principal place of business in India, as provided in the relevant KYC documents.”
8. The learned counsel submitted that as per the above clause, the permanent residence of the 3rd respondent falls within Mumbai and therefore that sh
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