TMI Blog2024 (4) TMI 479X X X X Extracts X X X X X X X X Extracts X X X X ..... iation Act has inherent restrictions. The Section puts a bar on the courts not to go outside the contours of Section 8 and the Court can only exercise jurisdiction to see if there is a valid clause and whether the dispute is arbitrable. Thus to give a finding at this stage to the effect R1 and R2 are owners of 4000 shares, which in fact is the main relief claimed in the Company Petition, the Ld. NCLT certainly had travelled beyond its jurisdiction. There was no occasion for Ld. NCLT to delve into the issue of ownership of 4000 shares in an application under Section 8 (Supra) and the said question would arise only when the maintainability of the main case would be decided. Thus though the appellant forego their claim to challenge dismissal o ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... 8 of the Arbitration and Conciliation Act, 1996 as in such an application the court is only to see if there exists a valid arbitration agreement between the parties and if disputes are covered therein. 3. Admittedly an application was moved under Section 8 of the Act by the Appellants in Company Petition No.159/2021 to refer the parties to arbitration in accordance with the Clause 9.5.2 of the Securities Purchase Agreement (SPA) dated 06.05.2016. In fact the Respondent No.1 herein had earlier filed Commercial Arbitration Petition No.8887/2021 before the Bombay High Court, prior to filing of Company Petition No.159/2021, which it subsequently withdrew. 4. The Respondent No.1 then by way of Company Petition No.159/2021 filed before the Ld. N ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... was argued the Respondent No.1 company had failed to perform any of its obligations under the SPA or the Side Letter, both of which stood terminated by efflux of time as provided under clause 9.12 of the SPA, is as under:- 9.12 Time Any date or period as set out in any Clause of this Agreement may be extended with the written consent of the Parties failing which time shall be of the essence. 6. It was further alleged the shares certificates produced by the Appellant No.2 and 3 clearly show the shares were never transferred in the name of Respondent No.1 and it continued to remain in their names. It is also alleged the share certificates produced clearly state the fact that no transfer was recorded in the section of Memorandum of Transfers i ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... month from the date of the said order. 10. This order was challenged before Hon ble Supreme Court in Civil Appeal No.9052-9053 of 2022 whereby vide order dated 16.12.2022 the Hon ble Supreme Court had observed there shall be interim relief in terms of clause (vi) of para 17 of the impugned order wherein the NCLT was directed to proceed further as there being no stay in the proceedings and the parties were directed not to take perceptive steps in the subject matter. 11. Thus it is clear the issue of ownership of 4000 shares is pending since long and such finding in the impugned order would certainly affect the pending cases interse the parties. 12. We have gone through the impugned order. Language of Section 8 of the Arbitration and Concili ..... X X X X Extracts X X X X X X X X Extracts X X X X
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