- 1 - NC: 2025:KHC:5644 CMP No. 74 of 2024 IN THE HIGH COURT OF KARNATAKA AT BENGALURU DATED THIS THE 7TH DAY OF FEBRUARY, 2025 BEFORE THE HON'BLE MR JUSTICE SACHIN SHANKAR MAGADUM CIVIL MISC. PETITION NO. 74 OF 2024 BETWEEN: LOUIS DREYFUS COMPANY INDIA PRIVATE LIMITED (A COMPANY REGISTERED UNDER THE PROVISIONS OF THE COMPANIES ACT, 1956) CIN: U51909DL1997PTC126131 REGISTERED OFFICE AT: RNM CENTRE, 68/2 JANPATH, NEW DELHI - 110 001. CORPORATE OFFICE AT: ANCHORAGE 2ND FLOOR 100/5 RICHMOND ROAD, BENGALURU - 560 025, REPRESENTED BY ITS AUTHORIZED REPRESENTATIVE MR. NAGARAJ RAO U.L. …PETITIONER (BY SRI. ABHISHEK, ADVOCATE FOR SRI. JIDESH KUMAR M.D, ADVOCATE) AND: GREEN COMMODITIES (PROPRIETOR FIRM) OFFICE AT 1/88 RANIPET MUTTHAPPA, TEMPLE ROAD, PERIYAPATHA, MADIKERI, MADIKERI, KARNATAKA - 571 201, Digitally signed by AL BHAGYA Location: HIGH COURT OF KARNATKA - 2 - NC: 2025:KHC:5644 CMP No. 74 of 2024 REPRESENTED BY ITS PROPRIETOR MR. ABDULRASHEED VETTAN. …RESPONDENT (BY SRI. ABDUL SALAM N.K, ADVOCATE) This Civil Misc. Petition is filed Under Sec.11 (5) of Arbitration and Conciliation Act, 1996, praying to appoint an Arbitrator for the purpose of adjudicating the disputes between the Petitioner and the Respondent, in pursuance to clause stipulated as (Arbitration and Jurisdiction Bangalore) at purchase contract No. PO 21-1893 dated 05.06.2021 produced as Annexure-B1, purchase Contract No. PO 21-1914 dated 08.06.2021 produced as Annexure-B2, purchase contract No. PO 21-2313 dated 30.09.2021 produced as Annexure-B3, purchase contract No. PO 21-2314 dated 30.09.2021 produced as Annexure-B4, purchase Contract No. PO 21-2326 dated 01.10.2021 produced as Annexure-B5 AND ETC., THIS PETITION, COMING ON FOR ADMISSION, THIS DAY, ORDER WAS MADE THEREIN AS UNDER: CORAM: HON'BLE MR JUSTICE SACHIN SHANKAR MAGADUM ORAL ORDER This Civil Miscellaneous Petition is filed under Section 11(5) of the Arbitration and Conciliation Act, 1996, seeking appointment of sole Arbitrator to resolve the - 3 - NC: 2025:KHC:5644 CMP No. 74 of 2024 dispute and difference between the parties in terms of various purchase contracts. 2. Respondent is served and represented by learned counsel Sri.Abdul Salam.N.K. 3. Petitioner, a Company incorporated under the provisions of Companies Act, is a leading global producer and purchasers and possessors of agricultural goods including coffee. The petitioner entered into a purchase contract with respondent-proprietorship firm, represented by its proprietor Mr.Abdulrasheed Vettan. Petitioner alleges that though petitioner is promised that the respondent would supply coffee to the petitioner within short timely supply, there is a breach on the part of respondent in failing to deliver the goods as ordered by the petitioner as per the time-line stipulated in the agreement. Though several extensions were granted by petitioner till March 2023 to fulfill the orders as stipulated under the agreement, petitioner alleges that there is a complete breach on the part of the respondent as they - 4 - NC: 2025:KHC:5644 CMP No. 74 of 2024 have failed to deliver the goods following several financial constraints upon the petitioner. Therefore, demand notice was issued on 09.05.2023. Petitioner alleges that despite receipt of demand notice, respondent has not responded and therefore, petitioner was compelled to issue a notice invoking arbitration clause as indicated in the purchase contract. 4. Respondent contends that the purchase contract does not contemplate arbitration clause and therefore, this petition is strongly resisted contending that petition under Section 11(6) of the Arbitration and Conciliation Act, is not maintainable. 5. Learned counsel for the petitioner relies upon the co- ordinate Bench decision of this Court in Civil Misc. Petition No.402/2023 (DD 27.11.2024), wherein the Judgment of the Hon'ble Apex Court in BABANRAO RAJARAM PUND vs. SAMARTH BUILDERS AND DEVELOPERS AND ANOTHER reported in (2022) 9 SCC 691, has been - 5 - NC: 2025:KHC:5644 CMP No. 74 of 2024 referred. The Co-ordinate Bench, in Paragraph 7 of its Judgment, has held as under: "The Apex Court while dealing with the form of Arbitration Clause, has referred to Section 7 of the 1996 Act and observed that Section 7 does not mandate any particular form for the arbitration clause and it is the intention of referring to the arbitration which is a matter to be taken note of." 6. The co-ordinate Bench has explicitly extracted and reproduced the arbitration clause in its entirety, identical to the one in the present case. While incorporating this clause, the Bench concluded that the purchase contract, signed by both parties, clearly establishes the existence of an arbitration agreement. 7. This Court has carefully examined the annexures submitted along with the petition and has also considered the judgments cited by the petitioner’s counsel. The purchase contract, enclosed as Annexure-B, explicitly includes an arbitration clause. The Hon’ble Supreme Court, in a series of judgments, has consistently held that Section 7 of the Arbitration and Conciliation Act, 1996, does not - 6 - NC: 2025:KHC:5644 CMP No. 74 of 2024 mandate a specific form for an arbitration clause. In the case of Babanrao, referring to the judgment in Rukmanibai Gupta v. Collector [(1980) 4 SCC 556], the Court reiterated its stance while interpreting Section 2(a) of the erstwhile Arbitration Act, 1940, which defined "arbitration agreement." It was held that: "6. Arbitration agreement is not required to be in any particular form. What is required to be ascertained is whether the parties have agreed that if disputes arise between them in respect of the subject-matter of contract such dispute shall be referred to arbitration, then such an arrangement would spell out an arbitration agreement. A passage from Russell on Arbitration, 19th Edn., p. 59, may be referred to with advantage: If it appears from the terms of the agreement by which a matter is submitted to a person's decision that the intention of the parties was that he should hold an inquiry in the nature of a judicial inquiry and hear the respective cases of the parties and decide upon evidence laid before him, then the case is one of an arbitration." 8. The Hon’ble Apex Court observed that while determining the existence of an arbitration clause, courts - 7 - NC: 2025:KHC:5644 CMP No. 74 of 2024 must examine the essential terms outlined in the agreement containing the clause. Upon thorough scrutiny, this Court finds that the arbitration clause is clearly established. The petitioner has also demonstrated that the arbitration clause was duly invoked through a formal notice and further complied with by issuing an undertaking via email, as evidenced in Annexure-G. 9. In the light of the aforesaid arbitration clause and contentions advanced by both the parties, this Court proceeds to pass the following: ORDER (i) The Civil Miscellaneous Petition is allowed appointing Sri. Justice P.N.Desai, Former Retired High Court Judge as the sole Arbitrator to enter reference of the disputes between the petitioner and the respondent and conduct proceedings at the Arbitration and Conciliation Centre (Domestic and International), - 8 - NC: 2025:KHC:5644 CMP No. 74 of 2024 Bengaluru, according to the Rules governing the said Arbitration Centre. (ii) All contentions inter se parties are left open for adjudication in the arbitration proceedings. (iii) The Office is directed to communicate this order to the Arbitration and Conciliation Centre and to Sri. Justice P.N.Desai, Former Retired High Court Judge, as required under the Arbitration and Conciliation Centre Rules, 2012. SD/- (SACHIN SHANKAR MAGADUM) JUDGE BNV List No.: 3 Sl No.: 23 CT: BHK