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M/s. CENTROTRADE MINERALS & METAL INC. Versus HINDUSTAN COPPER LTD. AND VICE-VERSA

2016 (12) TMI 1676 - SUPREME COURT

Whether a settlement of disputes or differences through a two-tier arbitration procedure as provided for in Clause 14 of the contract between the parties is permissible under the laws of India? - Held that: - the parties have agreed on a two tier arbitration system through Clause 14 of the agreement and Clause 16 of the agreement provides for the construction of the contract as a contract made in accordance with the laws of India. We see nothing wrong in either of the two clauses mutually agreed .....

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re bound by the agreement entered into by them. HCL cannot wriggle out of a solemn commitment made by it voluntarily, deliberately and with eyes wide open - the arbitration Clause in the agreement between the parties does not violate the fundamental or public policy of India by the parties agreeing to a second instance arbitration. - Assuming a two-tier arbitration procedure is permissible under the laws of India, whether the award rendered in the appellate arbitration being a 'foreign award .....

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ANDRACHUD, D.Y. , JJ. For the Appellant : Ms. Ruby Singh Ahuja, Adv., Mr. Vishal Gehrana, Adv., M/s. Karanjawala & Co., Mr. S. S. Jauhar,Adv. For the Respondent : Ms. Nandini Sen, Adv., Mr. Nupur Saxena, Adv., Mr. Deba Prasad Mukherjee,Adv. JUDGMENT Madan B. Lokur, J. 1. These appeals have been referred to a Bench of three judges in view of a difference of opinion between two learned judges of this Court. The controversy is best understood by referring to the proceedings recorded on 9th May, .....

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nces of the case, the parties shall pay and bear their own costs. Hon'ble Mr. Justice Tarun Chatterjee pronounced His Lordship's judgment disposing of the appeals in terms of the signed judgment. In view of difference of opinion, the matter is referred to a larger Bench for consideration. The Registry of this Court shall place the matter before the Hon'ble the Chief Justice for constitution of a larger Bench. The decisions rendered by Justice Sinha and Justice Chatterjee are reported .....

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il of Arbitration appointed an arbitrator. The arbitrator gave a NIL award and then Centrotrade invoked the second part of the arbitration Clause and the arbitrator in London gave an award on 29th September, 2001 in accordance with the Rules of Conciliation and Arbitration of the International Chamber of Commerce. The award rendered by the arbitrator in London was sought to be enforced by Centrotrade by moving an application Under Section 48 of the Arbitration and Conciliation Act, 1996. 3. The .....

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n disagreement with the arbitration result in India, either party will have the right to appeal to a second arbitration in London, UK in accordance with the Rules of Conciliation and Arbitration of the International Chamber of Commerce in effect on the date hereof and the result of this second arbitration will be binding on both the parties. Judgment upon the award may be entered in any court in jurisdiction. 4. Clause 16 of the contract is also important and this reads as follows: 16. Construct .....

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rmissible under the laws of India, whether the award rendered in the appellate arbitration being a 'foreign award' is liable to be enforced under the provisions of Section 48 of the Arbitration and Conciliation Act, 1996 at the instance of Centrotrade? If so, what is the relief that Centrotrade is entitled to? For the present, we propose to address only the first question and depending upon the answer, the appeals would be set down for hearing on the remaining issue. We have adopted this .....

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es by arbitration in India through an arbitration panel of the Indian Council of Arbitration and in accordance with the Rules of Arbitration of the Indian Council of Arbitration, and (b) Secondly, if either of the contracting parties was in disagreement with the 'arbitration result' in India, then the aggrieved party would have a right to appeal to a second arbitration in London in accordance with the Rules of Conciliation and Arbitration of the International Chamber of Commerce. The res .....

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n would be by arbitration in London, with the second occasion being in the nature of an appeal against the 'arbitration result' in India. 7. It was the contention of learned Counsel for Centrotrade that the 'arbitration result' in India was not an award as conventionally understood with reference to arbitration, but merely a 'result' of arbitration given by an arbitration panel of the Indian Council of Arbitration and nothing more. We are not at all inclined to accept thi .....

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Indian Council of Arbitration. The result of such proceedings would inevitably be an arbitration award, regardless of the nomenclature used by the parties. It is difficult to interpret the words 'arbitration result' other than meaning an arbitration award. 8. We say this also because if the submission of learned Counsel for Centrotrade were to be accepted, it would mean that if both the contracting parties were satisfied with the 'arbitration result' (or negatively put, if neithe .....

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ion and Conciliation Act, 1996 (for short 'the A&C Act'). 9. The general principle that we have accepted is supported by two passages in Comparative International Commercial Arbitration.1 In paragraph 24-3 thereof reference is made to Article 31(1) of the United Nations Commission on International Trade Law (or UNCITRAL) Rules to suggest that while all awards are decisions of the arbitral tribunal, all decisions of the arbitral tribunal are not awards. Similarly, while a decision is .....

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; respective claims; (iii) may be confirmed by recognition and enforcement; (iv) may be challenged in the courts of the place of arbitration. 10. In International Arbitration2 a similar distinction is drawn between an award and decisions such as procedural orders and directions. It is observed that an award has finality attached to a decision on a substantive issue. Paragraph 9.08 in this context reads as follows: 9.08 The term 'award' should generally be reserved for decisions that fina .....

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and they may perhaps be called into question after the final award has been made (for example as evidence of 'bias', or 'lack of due process'). 11. In International Commercial Arbitration3 the general characteristics of an award are stated. In Paragraph 1353 it is stated as follows: 1353.-An arbitral award can be defined as a final decision by the arbitrators on all or part of the dispute submitted to them, whether it concerns the merits of the dispute, jurisdiction, or a procedu .....

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rbitration result' in the first part of Clause 14 of the contract must mean an arbitration award given by the arbitral panel of the Indian Council of Arbitration. To this extent we disagree with learned Counsel for Centrotrade but agree with learned Counsel for Hindustan Copper Limited (hereafter referred to as 'HCL'). 13. The alternative submission of learned Counsel for Centrotrade is that in any event on being dissatisfied with the arbitration result, the second part of Clause 14 .....

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e Indian Council of Arbitration. We do not think it necessary to labour on this issue, given the express words used in Clause 14. For the record, we may note that learned Counsel for HCL spent considerable time on explaining that the right to file an appeal can only be created by a statute and not by an agreement between the parties. This may be so in respect of litigation initiated in courts under a statute or for the enforcement of common law rights, but that does not prevent parties from ente .....

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tration in the A&C Act; and an appellate arbitration is even otherwise contrary to public policy. Appellate arbitration and the A&C Act 16. Before actually discussing the validity of an appellate arbitration in the context of the A&C Act, it might be mentioned that it is doubtful if HCL can even contend that an appellate arbitration is contrary to the laws of India. If this contention is accepted, then it could be argued that HCL entered into a contract with Centrotrade fully conscio .....

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one of the State members of that UNCITRAL Working Group. With reference to an appeal [before another arbitral tribunal (of second instance)] against an arbitral award, Question 6-1 was posed and answered as follows: Question 6-1: Should the model law recognize any agreement by the parties that the arbitration award may be appealed before another arbitral tribunal (of second instance)? 106. There was wide support for the view that parties were free to agree that the award may be appealed before .....

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This view also throws open the issue of party autonomy, which we will advert to a little later. But for the present, we may also refer to the Handbook of Arbitration Practice5 in which a reference is made to a two-tier system of arbitration particularly in commodity trade in the following words: .....Fundamental and ancient feature of commodity trade arbitration is the two tier system whereby the first arbitration is held speedily and relatively informally and results in the issuance of an awar .....

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wn to several jurisdictions in which the statutory acceptance of a two-tier system of arbitration is prevalent, but it is not necessary to discuss this since the contention of learned Counsel for HCL is that the law in India through the A&C Act is quite different. 19. Learned Counsel for the parties agree that historically in India prior to the enactment of the A&C Act, two-tier arbitration was permissible. Justice Sinha adverted to the existence of a two-tier arbitration system in India .....

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and yet chose not to specifically prohibit the two-tier arbitration system. If that be so, we are entitled to proceed on the basis that even after the passage of the A&C Act, there can perhaps be no objection to the existence of a two-tier arbitration system. But we do not propose to base our decision on this assumption. We may, however, note that it has been brought to our notice that there are several decisions rendered by the Bombay High Court8 that have accepted the two-tier arbitration .....

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1940, from its inception and right through to 2004 (in P.S. Sathappan v. Andhra Bank Ltd. (2004) 11 SCC 672) was held to be a self-contained code. Now, if the Arbitration Act, 1940 was held to be a self-contained code, on matters pertaining to arbitration, the Arbitration and Conciliation Act, 1996, which consolidates, amends and designs the law relating to arbitration to bring it, as much as possible, in harmony with the UNCITRAL Model must be held only to be more so. Once it is held that the .....

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the applicability of the general law procedure would be impliedly excluded. 22. On the other hand, in ITI Ltd. v. Siemens Public Communications Network Ltd. (2002) 5 SCC 510 the question before this Court was whether the provisions of the Code of Civil Procedure were applicable to the A&C Act or not. In response, this Court observed10 that since there was no express provision excluding the provisions of the Code in the A&C Act, it cannot be held by inference that the provisions of the C .....

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very well be the converse. In any event, the observations of this Court were in the context of a statutory appeal not provided (or provided). In that context, it was observed that if an appeal is not provided for by a statute, then the filing of an appeal is not permissible. This was made clear many years ago by the Constitution Bench in Garikapati Veeraya v. N. Subbiah Choudhry 1957 SCR 488 when it was concluded that: From the decisions cited above the following principles clearly emerge: (i) T .....

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ested right and such a right to enter the superior court accrues to the litigant and exists as on and from the date the lis commences and although it may be actually exercised when the adverse judgment is pronounced such right is to be governed by the law prevailing at the date of the institution of the suit or proceeding and not by the law that prevails at the date of its decision or at the date of the filing of the appeal. (v) This vested right of appeal can be taken away only by a subsequent .....

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ned Counsel for HCL to the provisions of Sub-section (1) of Section 34 and then to Sections 35 and 36 of the A&C Act. These read as follows: 34. Application for setting aside arbitral award.-(1) Recourse to a Court against an arbitral award may be made only by an application for setting aside such award in accordance with Sub-section (2) and Sub-section (3). 35. Finality of arbitral awards.-Subject to this Part an arbitral award shall be final and binding on the parties and persons claiming .....

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cation shall not by itself render that award unenforceable, unless the Court grants an order of stay of the operation of the said arbitral award in accordance with the provisions of Sub-section (3), on a separate application made for that purpose. (3) Upon filing of an application under Sub-section (2) for stay of the operation of the arbitral award, the Court may, subject to such conditions as it may deem fit, grant stay of the operation of such award for reasons to be recorded in writing: Prov .....

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re to be accepted, we would perforce have to read the Sub-section quite differently by repositioning the word "only" and the Sub-section to read: "Recourse only to a Court against an arbitral award may be made by an application for setting aside such award in accordance with Sub-section (2) and Sub-section (3)." Or "Recourse against an arbitral award may be made only to a Court by an application for setting aside such award in accordance with Sub-section (2) and Sub-sect .....

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st accept the interpretation given by learned Counsel to Sub-section (1) of Section 34 of the A&C Act. However, since we do not agree with learned Counsel on the interpretation of Sub-section (1) of Section 34 of the A&C Act, acceptance of the contention of learned Counsel does not arise. 27. In our opinion, on a combined reading of Sub-section (1) of Section 34 of the A&C Act and Section 35 thereof, an arbitral award would be final and binding on the parties unless it is set aside b .....

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see no difficulty in honouring their mutual decision and accepting the validity of their agreement. 28. The fact that recourse to a court is available to a party for challenging an award does not ipso facto prohibit the parties from mutually agreeing to a second look at an award with the intention of an early settlement of disputes and differences. The intention of Section 34 of the A&C Act and of the international arbitration community is to avoid subjecting a party to an arbitration agreem .....

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y deals, inter alia, with Article 34(1) of the Model Law on International Commercial Arbitration12 and it is stated as follows: 1. Existing national laws provide a variety of actions or remedies available to a party for attacking the award. Often equating arbitral awards with local court decisions, they set varied and sometimes extremely long periods of time and set forth varied and sometimes long lists of grounds on which the award may be attacked. Article 34 is designed to ameliorate this situ .....

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nvisaged (as, e.g., in certain commodity trades).13 [Emphasis supplied by us]. 29. Similarly, the Explanatory Note by the UNCITRAL Secretariat on the 1985 Model Law on International Commercial Arbitration as amended in 2006 14 also affirms this position in the following words: 44. The disparity found in national laws as regards the types of recourse against an arbitral award available to the parties presents a major difficulty in harmonising international arbitration legislation. Some outdated l .....

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recourse against an arbitral award may be made. a. Application for setting aside as exclusive recourse 45. The first measure of improvement is to allow only one type of recourse, to the exclusion of any other recourse regulated in any procedural law of the State in question. Article 34(1) provides that the sole recourse against an arbitral award is by application for setting aside, which must be made within three months of receipt of the award (Article 34(3)). In regulating "recourse" .....

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mphasis supplied by us]. 30. Learned Counsel for HCL contended that since an award of the first instance is final and binding on the parties Under Section 35 of the A&C Act there cannot be an 'appeal' provision in the agreement between the contracting parties. The "final and binding" nature of an arbitral award (postulated by Section 35 of the A&C Act) has come up for consideration in this Court. This Court has taken the view that an award is not a waste paper only beca .....

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effects partition of immovable property exceeding the value of ₹ 100/-? 31. In that case, this Court relied upon the following passage from Uttam Singh Dugal & Co. v. The Union of India16 which held that once an award is made on a subject-matter, no action can be started on the original claim which had been the subject matter of reference. This Court was not concerned with any agreement between parties to subject the correctness of the award to further scrutiny through an 'appeal& .....

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ed, no action can be started on the original claim which had been the subject-matter of the reference. As has been observed by Mookerjee, J. in the case of Bhajahari Saha Banikya v. Behary Lal Basak 33 Cal. 881 "the award is, in fact, a final adjudication of a Court of the parties' own choice, and until impeached upon sufficient grounds in an appropriate proceeding, an award, which is on the fact of it regular, is conclusive upon the merits of the controversy submitted, unless possibly .....

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urt of last resort. Therefore, if the award which has been pronounced between the parties has, in fact, or can, in law, be deemed to have dealt with the present dispute, the second reference would be incompetent. This position also has not been and cannot be seriously disputed. [Emphasis supplied by us]. 32. This Court held that the above decision stated the correct position in law and was binding. This Court further adverted to paragraph 7 of Schedule I to the Arbitration Act, 1940 to state: .. .....

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es. The first stage commences with arbitration agreement and ends with the making of the award. And the second stage relates to the enforcement of the award. Paragraph 7 of the First Schedule to the Arbitration Act lays down that "the award shall be final and binding on the parties and persons claiming under them respectively". Therefore it is not possible to agree with the Full Bench decisions of the Patna High Court and that of the Punjab and Haryana High Court that an award which is .....

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right is not created, it is an entirely different thing to say that the right created cannot be enforced without further steps. [Emphasis supplied by us]. 34. It is therefore quite clear that the "final and binding" Clause in Section 35 of the A&C Act does not mean final for all intents and purposes. The finality is subject to any recourse that an aggrieved party might have under a statute or an agreement providing for arbitration in the second instance. The award is binding in a .....

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Mahal Ltd. v. Progetto Grano Spa (2014) 2 SCC 433 wherein an award by the Board of Appeal of the Grain and Feed Trade Association, London was considered and upheld. Similarly in Subhash Aggarwal Agencies v. Bhilwara Synthetics Ltd.17 the decision of an appellate Tribunal constituted under the Delhi Hindustan Mercantile Association Rules and Regulations was under consideration. Several other instances could be cited but that is not necessary. There are several decisions of several High Courts to .....

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the Report, it was observed: Party autonomy being the brooding and guiding spirit in arbitration, the parties are free to agree on application of three different laws governing their entire contract - (1) proper law of contract, (2) proper law of arbitration agreement, and (3) proper law of the conduct of arbitration, which is popularly and in legal parlance known as "curial law". The interplay and application of these different laws to an arbitration has been succinctly explained by t .....

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islative drafting is made by experts and is subjected to scrutiny at different stages before it takes final shape of an Act, Rule or Regulation. There is another category of drafting by lawmen or document writers who are professionally qualified and experienced in the field like drafting deeds, treaties, settlements in court, etc. And then there is the third category of documents made by laymen who have no knowledge of law or expertise in the field. The legal quality or perfection of the documen .....

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e two parties, the court cannot adopt an approach for interpreting a statute. The terms of the contract will have to be understood in the way the parties wanted and intended them to be. In that context, particularly in agreements of arbitration, where party autonomy is the ground norm, how the parties worked out the agreement, is one of the indicators to decipher the intention, apart from the plain or grammatical meaning of the expressions and the use of the expressions at the proper places in t .....

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which is recognised in the Act is the party autonomy in the choice of procedure. This means that if a particular procedure is prescribed in the arbitration agreement which the parties have agreed to, that has to be generally resorted to. [Emphasis supplied by us]. 38. This is also the view taken in Law and Practice of International Commercial Arbitration20 wherein it is said: Party autonomy is the guiding principle in determining the procedure to be followed in an international arbitration. It .....

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t is, parties are free to determine the substantive law or Rules applicable to the merits of the dispute to be resolved by arbitration. Party autonomy provides contracting parties with a mechanism of avoiding the application of an unfavourable or inappropriate law to an international dispute. This choice is and should be binding on the arbitration tribunal. This is also confirmed in most arbitration rules. [Emphasis supplied by us]. 40. Be that as it may, the legal position as we understand it i .....

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wo clauses mutually agreed upon by the parties. Public policy and two-tier arbitrations 41. The question that now arises is the interplay between public policy and party autonomy and therefore whether embracing the two-tier arbitration system is contrary to public policy. 42. Years ago, it was said per Burroughs, J in Amicable Society v. Bolland (Fauntleroy's Case): "Public policy is a restive horse and when you get astride of it, there is no knowing where it will carry you."22 Per .....

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e powers which lie exclusively within the jurisdiction of the courts. Clause 14 of the agreement between the parties does not fall under any of these situations. 43. In our country, the case law on the subject has recently been exhaustively discussed and stated in Associate Builders v. Delhi Development Authority (2015) 3 SCC 49 and it is not necessary to revisit this. Briefly, it has been held that an award could be set aside if it is contrary to: (a) fundamental policy of Indian law; or (b) th .....

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aware, or at least ought to have been aware that they could have agreed upon the finality of an award given by the arbitration panel of the Indian Council of Arbitration in accordance with the Rules of Arbitration of the Indian Council of Arbitration. Yet they voluntarily and deliberately chose to agree upon a second or appellate arbitration in London, UK in accordance with the Rules of Conciliation and Arbitration of the International Chamber of Commerce. There is nothing in the A&C Act tha .....

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wriggle out of a solemn commitment made by it voluntarily, deliberately and with eyes wide open. 45. We decline to read the A&C Act in the manner suggested by learned Counsel for HCL and hold that the arbitration Clause in the agreement between the parties does not violate the fundamental or public policy of India by the parties agreeing to a second instance arbitration. It follows from our discussion that the award which is required to be challenged by HCL is the award rendered on 29th Sept .....

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lip;…………………………………………………………………….............................................. 1 Chapter 24 Arbitration Award in Julian D.M. Lew, Loukas A. Mistelis, et al., Comparative International Commercial Arbitration, ((c) Kluwer Law International; Kluwer Law International 2003) pp. 627-662 2 Chapter 9. Award in Nigel Blackaby, .....

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ll in conjunction with The Chartered Institute of Arbitrators, (para 3-35) at p. 276 and para 3-106 at p. 290. 6 Paragraphs 27, 65 and 119 of the Report 7 Paragraph 136 of the Report 8 Dedhia Investments Pvt. Ltd. v. JRD Securities Pvt. Ltd. [2002] 104 (4) Bom L.R. 932, Amin Merchant v. Bipin M. Gandhi 2005 (Suppl.) Arb. LR 337, Dhansukh K. Sethia v. Rajendra Capital Services Ltd. 2008 (1) Arb. LR 368 (Bombay), Dowell Leasing & Finance Ltd. v. Radheshyam B. Khandelwal 2008 (1) Bom C.R. 768, .....

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