- 1 - HC-KAR CNR: KAHC010614432026 NC: 2026:KHC:47977-DB COMAP No. 427 of 2026 IN THE HIGH COURT OF KARNATAKA AT BENGALURU DATED THIS THE 3RD DAY OF SEPTEMBER, 2026 PRESENT THE HON'BLE MR. VIBHU BAKHRU, CHIEF JUSTICE AND THE HON'BLE MRS. JUSTICE K.S. HEMALEKHA COMMERCIAL APPEAL NO.427 OF 2026 BETWEEN: TRACTORS AND FARM EQUIPMENT LIMITED, A COMPANY REGISTERED UNDER THE INDIAN COMPANIES ACT, 1956 HAVING ITS REGISTERED OFFICE AT 861, ANNA SALAI, CHENNAI – 600 002. HAVING ITS CORPORATE OFFICE AT NO.35, NUNGAMBAKKAM HIGH ROAD, CHENNAI – 600 034 TAMIL NADU. HAVING ITS BRANCH OFFICE AT #12, RAJEHA TOWERS, SHANTHALA NAGAR, MUSEUM ROAD, BANGALORE – 560001. REPRESENTED BY ITS AUTHORIZED OFFICER DARSHAN G.L. AGED ABOUT 34 YEARS. …APPELLANT (BY SRI. C.K. NANDAKUMAR, SENIOR COUNSEL FOR MS. RITHIKA RAVIKUMAR, ADVOCATE) Digitally signed by MAHALAKSHMI B M Location: High Court of Karnataka - 2 - HC-KAR CNR: KAHC010614432026 NC: 2026:KHC:47977-DB COMAP No. 427 of 2026 AND: M/S SRI LAKSHMI VENKATESHWARA MOTORS, A PARTNERSHIP FIRM HAVING ITS OFFICE AT: SY.NO.37, KERECHIKKANAHALLI, OPP. TIMES P U COLLEGE, B.M. ROAD, CHANNARAYAPATNA, HASSAN DISTRICT, KARNATAKA – 573116 REPRESENTED BY ITS PARTNER MR. ANKAM SANJEEV. …RESPONDENT THIS COMMERCIAL APPEAL IS FILED UNDER SECTION 37(1)(b) OF THE ARBITRATION AND CONCILIATION ACT, 1996 READ WITH SECTION 13(1)(a) OF THE COMMERCIAL COURTS ACT, 2015 PRAYING TO SET ASIDE THE IMPUGNED ORDER DATED 18.08.2026 ON I.A.NO.2 OF 2026 IN COM.A.A.NO.1 OF 2026, PASSED BY THE HON’BLE PRINCIPAL DISTRICT AND SESSIONS JUDGE, (COMMERCIAL COURT), HASSAN, (ANNEXURE-A). THIS APPEAL, COMING ON FOR ADMISSION, THIS DAY, JUDGMENT WAS DELIVERED THEREIN AS UNDER: CORAM: HON'BLE MR. VIBHU BAKHRU, CHIEF JUSTICE and HON'BLE MRS. JUSTICE K.S. HEMALEKHA ORAL JUDGMENT (PER: HON'BLE MR. VIBHU BAKHRU, CHIEF JUSTICE) 1. The appellant has filed the present appeal under Section 37(1)(b) of the Arbitration and Conciliation Act, 1996 [A&C Act] read with Section 13 (1-A) of the Commercial Courts Act, 2015, impugning an ad interim order dated 18.08.2026 passed by the learned Principal District and Sessions Judge, Hassan - 3 - HC-KAR CNR: KAHC010614432026 NC: 2026:KHC:47977-DB COMAP No. 427 of 2026 [Commercial Court], on I.A.No.2/2026 in Com. A.A. No.1/2026, filed under Section 9 of the A&C Act. 2. The respondent had filed the said application, inter alia, praying for an order of injunction restraining the appellant from appointing any new dealer, distributor or franchisee for sale and service of Massey Ferguson Tractors within Channarayapatna Taluk, Hassan District, pending commencement and conclusion of the arbitral proceedings. Additionally, the respondent prayed for the issuance of a direction to the appellant to withdraw the notice dated 23.07.2026 withdrawing the TAFE franchise, pending the arbitral proceedings. 3. A plain reading of the impugned order indicates that the application seeking interim measures was premised on a Dealership Agreement dated 14.10.2020, which was subsequently renewed by the agreements dated 29.09.2021 and thereafter, on 29.09.2025, for a further period of three years. Copies of the said agreements have been handed over to this Court. - 4 - HC-KAR CNR: KAHC010614432026 NC: 2026:KHC:47977-DB COMAP No. 427 of 2026 4. It is relevant to refer to Clause 2 of the said agreement, which reads as under: “2. GRANT OF NON-EXCLUSIVE RIGHTS The Company grants to the Dealer a non-exclusive right during the continuance of this agreement to purchase for re-sale within the territory (Area of concentration) described in Schedule-I hereto (hereinafter called "the Territory") such of the Company's Products as are mentioned in the Schedule-II hereto (hereinafter called "the Products") on the terms and conditions hereinafter contained, it being clearly understood that the Company shall have the liberty to grant the right to any other person / persons to sell the Products of the Company in the territory (Area of concentration) or any part thereof and further that the Company shall also have the right to sell its Products directly to the customers in the territory (Area of concentration).” 5. A plain reading of Clause 2 indicates that the appellant had granted a non-exclusive dealership to the respondent. Prima facie, given the said agreement, the ad interim measure of protection restraining the appellant from engaging any other dealer may not be sustainable. 6. It is also relevant to refer to Clauses 33 and 36 of the said agreement, which are set out below: - 5 - HC-KAR CNR: KAHC010614432026 NC: 2026:KHC:47977-DB COMAP No. 427 of 2026 “33. ARBITRATION: Any claim, dispute or difference of any kind whatsoever arising out of or in connection with this Agreement or the breach thereof shall be first referred for mediation and on failure to be resolved, be referred for arbitration to be conducted by a sole arbitrator appointed by the Company and the Arbitration shall be held in accordance with the provisions of the Indian Arbitration and Conciliation Act, 1996 or any amendments, modifications or reenactment thereof. Such arbitration shall be conducted in the English language at Chennai. Judgment on any Arbitration Award shall also be entered in a court of competent jurisdiction at Chennai. The parties hereby specifically agree to the exclusion of the other Courts for any issues pertaining to the Dealership or this agreement. 36. GOVERNING LAW AND JURISDICTION: This Agreement shall be governed by Indian Laws and Parties agree that for any legal purpose under this Agreement the Courts in Chennai alone will have exclusive jurisdiction and the jurisdiction of other Courts will stand specifically excluded.” 7. A plain reading of the arbitration clause indicates that the parties had agreed that the arbitration proceedings would be conducted in Chennai and therefore, the place of arbitration would be Chennai. Additionally, the parties had also agreed that the Courts in Chennai alone would have exclusive jurisdiction. - 6 - HC-KAR CNR: KAHC010614432026 NC: 2026:KHC:47977-DB COMAP No. 427 of 2026 8. The appellant also states that it had appointed a dealer prior to the passing of the impugned order and that the impugned order has the propensity to lead to multiplicity of litigation. 9. The impugned order does not indicate that the Court had considered the aforesaid clauses. Since the impugned order is an ad interim order, this Court does not consider it apposite to examine the said issue further, except to note that the aforesaid clauses are relevant and ought to have been considered while considering issuance of an ad interim order. We therefore consider it apposite to suspend the impugned order. 10. We note that the application under Section 9 of the A&C Act is now listed before the learned Commercial Court on 07.09.2026. The learned Commercial Court shall consider the contentions advanced by the parties and take an informed decision after taking note of the aforesaid clauses, uninfluenced by the observations made by this Court. - 7 - HC-KAR CNR: KAHC010614432026 NC: 2026:KHC:47977-DB COMAP No. 427 of 2026 11. In view of the above, no further purpose would be served in keeping the present appeal pending. We accordingly dispose of the same. However, we grant liberty to the respondents to approach this Court, if so advised. Sd/- (VIBHU BAKHRU) CHIEF JUSTICE Sd/- (K.S. HEMALEKHA) JUDGE MBM List No.: 2 Sl No.: 10