- 1 - HC-KAR NC: 2025:KHC:49726 CMP No. 562 of 2025 IN THE HIGH COURT OF KARNATAKA AT BENGALURU DATED THIS THE 28TH DAY OF NOVEMBER, 2025 BEFORE THE HON'BLE MR. JUSTICE SURAJ GOVINDARAJ CIVIL MISC. PETITION NO. 562 OF 2025 BETWEEN: 1. JAYANTH AZIEL GOJER SON OF C S GOJER AGE ABOUT 50 YEARS NO 651, RANKA HEIGHTS 314/9, 4TH MAIN, 7TH CROSS, DOMLUR LAYOUT BANGALORE 560071 2. ALTON GERALD VIEGAS SON OF MR MICHAEL SEBASTIAN FELIX VIEGAS AGE ABOUT 67 YEARS FLAT NO 141, SOBHA MORZARIA GRANDEUR NO 4/1, BANNERGHATTA ROAD, BHAVANI NAGAR DHARMARAM COLLEGE, BANGALORE 560029 …PETITIONERS (BY SRI. MANU PRABHAKAR KULKARNI, ADVOCATE) AND: 1. IVALUE INFOSOLUTIONS PRIVATE LIMITED A COMPANY REGISTERED WITHIN THE MEANING OF COMPANIES ACT 2013 HAVING ITS REGISTERED OFFICE AT NO 903/1/1, 19TH MAIN ROAD, 4TH SECTOR H S R LAYOUT, BANGALORE 560102 REP BY ITS MANAGING DIRECTOR MR SUNIL KUMAR PILLAI 2. ASPL INFO SERVICES PRIVATE LIMLITED A COMPANY INCORPORATED UNDER THE COMPANIES ACT 2013, HAVING ITS REGISTERED OFFICE AT NO 572, 80 FEET MAIN ROAD, 8TH BLOCK KORAMANGALA, BANGALORE 560095. Digitally signed by SHWETHA RAGHAVENDRA Location: HIGH COURT OF KARNATAKA - 2 - HC-KAR NC: 2025:KHC:49726 CMP No. 562 of 2025 REP BY ITS DIRECTOR MR SUNIL KUMAR PILLAI …RESPONDENTS (BY SRI. MURALI A, ADVOCATE FOR R1 & R2) THIS CMP IS FILED U/S. 11(6) OF ARBITRATION AND CONCILIATION ACT PRAYING TO CONSTITUTE AN ARBITRAL TRIBUNAL IN TERMS OF CLAUSE 11.8 OF THE SHARE PURCHASE AGREEMENT DATED 18.01.2023 AT (ANNEXURE B) FOR RESOLUTION OF THE DISPUTES BETWEEN THE PETITIONERS AND THE RESPONDENTS. THIS PETITION, COMING ON FOR ADMISSION, THIS DAY, ORDER WAS MADE THEREIN AS UNDER: CORAM: HON'BLE MR. JUSTICE SURAJ GOVINDARAJ ORAL ORDER 1. The petitioner is before this Court seeking for the following reliefs; a. Constitute an arbitral tribunal in terms of clause 11.8 of the share purchase agreement dated 18.01.2023 at (Annexure B) for resolution of the disputes between the petitioners and the respondents; and b. Pass such other directions as this Hon'ble Court may deem fit and necessary, in the interest of justice. 2. The petitioners and respondents had entered into a Share Purchase Agreement which is governed by an arbitration Clause in terms of Clause 11.8 which is which is reproduced hereunder for easy reference; - 3 - HC-KAR NC: 2025:KHC:49726 CMP No. 562 of 2025 11.8 Dispute Resolution. a. All disputes and differences arising out of or in connection with any of the matters set out in this Agreement ("Dispute"), if not resolved by amicable settlement within 30 (Thirty) days from the Dispute, shall be finally and conclusively determined by arbitration by an arbitration tribunal of 3 (Three) arbitrators, in accordance with the Arbitration and Conciliation Act, 1996, or any statutory modification or re- enactment thereof for the time being in force. b. The disputing parties ("Disputing Parties") jointly shall appoint one arbitrator, the contesting parties ("Contesting Parties") shall appoint the second arbitrator and the two arbitrators so appointed shall appoint the third arbitrator, who shall act as the presiding arbitrator. Where the Disputing Parties or the Contesting Parties fail to appoint one arbitrator each as contemplated herein within a period of 15 (Fifteen) days from the date of referral of dispute to arbitration, the arbitrators shall be appointed in accordance with Arbitration and Conciliation Act, 1996, or any statutory modification or re-enactment thereof for the time being in force. c. The arbitral tribunal shall reach and render a decision in writing with respect to the appropriate award to be rendered or remedy to be granted pursuant to the dispute. d. To the extent practical, decisions of the arbitral tribunal shall be rendered no more than 90 (Ninety) days following commencement of proceedings with respect thereto. e. The arbitration shall be conducted in English, and the seat and venue for arbitration shall be Bangalore. f. The arbitrator tribunal shall be entitled to award costs of the arbitration. - 4 - HC-KAR NC: 2025:KHC:49726 CMP No. 562 of 2025 3. The parties having not arrived at a consensus as regards arbitration, after notice having been issued. It is in that background that the petitioners are before this Court seeking for the aforesaid reliefs. 4. Both the counsels today submit that though Clause contemplates appointment of panel of three (3) arbitrators, one by each of them and the 3rd by both the arbitrator. 5. Both the counsels today submit that a sole arbitrator could be appointed to arbitrate the dispute between the parties. 6. In that view of the matter, I pass the following; ORDER i. CMP is allowed. ii. Shri Justice A. V. Chandrashekar., former Judge of this Court is appointed as a sole arbitrator to arbitrate the dispute between the parties under the aegis of the Arbitration Centre attached to this Court. - 5 - HC-KAR NC: 2025:KHC:49726 CMP No. 562 of 2025 iii. Registry is directed to forward a copy of this order to the Director, Arbitration & Conciliation Centre for doing the needful. iv. Since the order is passed in the presence of both the counsels, the counsels are directed to appear before the Director, Arbitration & Conciliation Centre without requirement of any notice at 2.30 p.m. on 11.12.2025. v. All contentions are kept open. vi. Original and/or certified copies if produced are directed to be returned to the respective parties who have produced it/them by following due procedure. SD/- (SURAJ GOVINDARAJ) JUDGE SR List No.: 1 Sl No.: 59