- 1 - NC: 2025:KHC:6818 CMP No. 186 of 2024 IN THE HIGH COURT OF KARNATAKA AT BENGALURU DATED THIS THE 14TH DAY OF FEBRUARY, 2025 BEFORE THE HON'BLE MR JUSTICE SACHIN SHANKAR MAGADUM CIVIL MISC. PETITION NO. 186 OF 2024 BETWEEN: 1. M/S RAVINDRA ENERGY LTD. (REGISTERED UNDER THE COMPANIES ACT, 1956) CIN: L40104KA1980PLC075720 HAVING ITS REGISTERED OFFICE AT NO.105, HAVELOCK ROAD, CAMP BELAGAVI, KARNATAKA-590 001. REPRESENTED BY ITS ASSISTANT GENERAL MANAGER MR. KALLAPPA MARUTI GHADI S/O MARUTI GHADI AGED 46 YEARS R/AT 123/A, KARAMBAL, KHANAPUR BELGAUM, KARNATAKA-591 302. …PETITIONER (BY SRI. MANMOHAN .P.N, ADVOCATE FOR SRI. VINAY .N, ADVOCATE) AND: 1. KARNATAKA RENEWABLE ENERGY DEVELOPMENT LTD. NO.39, SHANTI GRUHA BHARAT SCOUTS & GUIDES BUILDING OPP. CHIEF POST MASTER GENERAL OFFICE PALACE ROAD, BENGALURU-560 001. REPRESENTED BY MANAGING DIRECTOR …RESPONDENT (BY SRI. AHAAN MOHAN, ADVOCATE) Digitally signed by AL BHAGYA Location: HIGH COURT OF KARNATKA - 2 - NC: 2025:KHC:6818 CMP No. 186 of 2024 THIS CIVIL MISC. PETITION IS FILED UNDER SEC.11(5) OF THE ARBITRATION AND CONCILIATION ACT, PRAYING TO ALLOW THIS PETITION AND APPOINT AN ARBITRATOR AS PER CLAUSE 4 OF SECTION IV OF SPECIAL CONDITIONS OF CONTRACT IN THE TENDER DOCUMENT DATED 05.01.2016 (PRODUCED AS ANNEXURE-B). 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 (for short "the Act") seeking appointment of sole arbitrator to resolve the dispute between the parties as per Clause 4 of Section IV of Special Conditions of Contract in the Tender Document dated 05.01.2016. 2. The respondent, on receipt of notice, has tendered appearance and has engaged a learned counsel. 3. Petitioner a private limited company registered under the Companies Act, 1956 participated in a tender - 3 - NC: 2025:KHC:6818 CMP No. 186 of 2024 notification floated by respondent. The contract related to supply, installation, testing, commissioning and five years of comprehensive maintenance of AC/DC Solar Water Systems of 5 HP capacity with a remote monitoring facility at the project sites of the farmers under the "Solar Water Pumping Scheme" in Karnataka. Petitioner asserts that it has installed 321 pumps as per the revised work order which amounted to Rs.9,53,36,700/-. Petitioner alleges that respondent is guilty of violation of contract and further respondent has also withheld the amount payable to the petitioner herein to the tune of Rs.68,37,300/-. Petitioner/company based on clause 4(a) of Special Conditions of contract invoking Section 21 of Act, 1996 issued a notice calling upon respondents to nominate an arbitrator. This civil miscellaneous petition is filed alleging that there is no response by the respondents. 4. The learned counsel appearing for respondent referring to clause 4 of the Special conditions of contract would emphasize that the parties have agreed to nominate - 4 - NC: 2025:KHC:6818 CMP No. 186 of 2024 a sole arbitrator and failing such agreement, the parties are bound to appoint the arbitrator engaged by the appointing authority namely the Indian Council of Arbitration/President of the Institution of Engineers(India)/The International Centre for Alternative Dispute Resolution(India) for alternative dispute resolution center. 5. Upon a closer examination of Clause 4 of the Special Conditions of Contract, particularly Clause 4(a), it becomes evident that the dispute resolution mechanism has been expressly agreed upon by the parties, stipulating that any disputes arising under the contract shall be referred to arbitration in accordance with the provisions of the Arbitration and Conciliation Act, 1996. However, the latter portion of Clause 4(a) introduces a conflicting stipulation by prescribing that the appointment of the arbitrator shall be made through the Indian Council of Arbitration, the President of the Institution of Engineers (India), or The International Centre for Alternative Dispute - 5 - NC: 2025:KHC:6818 CMP No. 186 of 2024 Resolution. This provision appears to contradict the earlier portion of the same clause, which establishes a general framework for arbitration under the Act. 6. In such circumstances, the Hon’ble Supreme Court has consistently held that when there exists an inconsistency between different parts of a contractual clause, the earlier or preceding conditions should prevail over any conflicting subsequent conditions. This principle ensures that the fundamental intent of the parties, as reflected in the initial portion of the clause, is upheld, preventing any ambiguity or contradictory interpretation that may arise from the latter stipulation. Therefore, in the present case, the primary obligation to refer disputes to arbitration under the Act, as set out in the initial part of Clause 4(a), should take precedence over the subsequent conflicting provision regarding the mode of appointment of the arbitrator. 7. Therefore, on closer examination of annexures annexed along with the civil miscellaneous petition, more - 6 - NC: 2025:KHC:6818 CMP No. 186 of 2024 particularly, clause 4(a), this Court is more than satisfied in regard to existence of settlement mechanism in terms of Arbitration Act. This Court is also satisfied that the petitioner has fulfilled the mandate provided under Section 11(4) of the Act, 1996. 8. For the foregoing reasons, this Court proceeds to pass the following: ORDER (i) The Civil Miscellaneous petition is allowed appointing Shri. S.R. Somasekhara, Retired District 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), 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 Shri. S.R. Somasekhara, Retired District Judge, - 7 - NC: 2025:KHC:6818 CMP No. 186 of 2024 as required under the Arbitration and Conciliation Centre Rules, 2012. Sd/- (SACHIN SHANKAR MAGADUM) JUDGE ALB List No.: 3 Sl No.: 11