- 1 - HC-KAR NC: 2026:KHC:3637 CMP No. 124 of 2024 IN THE HIGH COURT OF KARNATAKA AT BENGALURU DATED THIS THE 22ND DAY OF JANUARY, 2026 BEFORE THE HON'BLE MR. JUSTICE ASHOK S.KINAGI CIVIL MISC. PETITION NO. 124 OF 2024 BETWEEN: UBERNEST DEVELOPERS LLP (NOW EKAYA SPACES LLP) A LIMITED LIABILITY PARTNERSHIP INCORPORATED UNDER THE LIMITED LIABILITY PARTNERSHIP ACT HAVING ITS OFFICE AT C 2, SHANTHI KIRAN APARTMENTS NANDIDURAGA ROAD BENGALURU-560052 REPRESENTED BY ITS PARNTERS 1)MR CHETHAN PUVANNAA AND 2)MS SURBHI SHARMA …PETITIONER (BY SRI. ROHIT V R., ADVOCATE FOR SRI. UDITA RAMESH., ADVOCATE) AND: 1. MS MOHANA ANNE RAMU D/O DR. RAMU AGED ABOUT 63 YEARS R/A NO.2/1 CORNWELL ROAD LANGFORD TOWN BENGALURU-560025 Digitally signed by KIRAN KUMAR R Location: HIGH COURT OF KARNATAKA - 2 - HC-KAR NC: 2026:KHC:3637 CMP No. 124 of 2024 ALSO AT NO.4, FIRST FLOOR ROSE LANE RICHMOND TOWN BENGALURU-560025 2. MS KOKILA JANE RAMU D/O DR RAMU AGED ABOUT 58 YEARS R/A NO.2 CORNWELL ROAD LANGFORD TOWN BENGALURU-560025 ALSO AT NO.4, FIRST FLOOR ROASE LANE RICHMOND TOWN BENGALURU-560025 3. MR ANAND DAVID RAMU S/O DR RAMU AGED ABOUT 57 YEARS R/A NO.2 CORNWELL ROAD LANGFORD TOWN BENGALURU-560025 4. MR KUMAR JOHN RAMU S/O DR RAMU AGED ABOUT 55 YEARS R/A NO.6 GREEN SIDE APARTMENTS 13/1, 2ND CROSS VEERABADHRA NAGAR BENGALURU-56003 …RESPONDENTS (BY SRI. VIJAY KASHYAP S., ADVOCATE) THIS CIVIL MISC. PETITION IS FILED UNDER SEC.11(6) OF THE ARBITRATION AND CONCILIATION ACT 1996, PRAYING - 3 - HC-KAR NC: 2026:KHC:3637 CMP No. 124 of 2024 THAT THIS HON’BLE COURT BE PLEASED TO PASS AN ORDER A) TO APPOINT SOLE ARBITRATOR OF THE ARBITRAL TRIBUNAL AS THIS HON’BLE COURT DEEMS FIT, TO ADJUDICATE ALL DISPUTES BETWEEN THE PARTIES IN TERMS OF CLAUSE 43.9 OF THE MOU DATED 12/09/2019 VIDE ANNEXURE-C. B) TO REFER THE DISPUTE TO BE ADJUDICATED BY THE ABOVE CONSTITUTED ARBITRAL TRIBUNAL BEFORE THE ARBITRATION AND CONCILIATION CENTRE, BENGALURU STRICTLY IN ACCORDANCE WITH THE ARBITRATION AND CONCILIATION ACT, 1996 (AS AMENDED) AND ARBITRATION AND CONCILIATION CENTRE RULES 2012 (AS AMENDED) AND C) TO GRANT OTHER SUCH RELIEF/S AS THIS HON’BLE COURT MAY DEEM FIT TO GRANT IN THE CIRCUMSTANCES OF THE CASE, IN THE INTEREST OF JUSTICE. THIS PETITION, COMING ON FOR ADMISSION, THIS DAY, ORDER WAS MADE THEREIN AS UNDER: CORAM: HON'BLE MR. JUSTICE ASHOK S.KINAGI ORAL ORDER 1. The petitioner has filed this petition under Section 11(6) of the Arbitration and Conciliation Act, 1996 to appoint an arbitrator to resolve the dispute between the petitioner and respondents in terms of Clause 43.9 of the Memorandum of Understanding dated 12.09.2019 vide Annexure ‘C’. 2. Brief facts leading rise to the filing of this petition are as follows: - 4 - HC-KAR NC: 2026:KHC:3637 CMP No. 124 of 2024 3. The petitioner and the respondents entered into a Memorandum of Understanding on 12.09.2019, whereby they have agreed to, authorised and conferred on the petitioner an irrevocable right to develop 01 acre 15 guntas in Survey No.81/2A2 of Singasandra Village, Begur Hobli, Bangalore South Taluk. 4. As the dispute arose between the petitioner and respondents, in terms of the Memorandum of Understanding dated 12.09.2019, the petitioner invoked the arbitration clause by issuing a notice dated 20.11.2023 under Section 21 of the Arbitration and Conciliation Act, vide Annexure ‘F’. However, the respondents did not respond to the arbitration notice. Hence, on these grounds, prays to allow the petition. 5. The respondents filed a statement of objections contending that the petitioner filed an application - 5 - HC-KAR NC: 2026:KHC:3637 CMP No. 124 of 2024 under Section 9 of the Arbitration and Conciliation Act, which came to be rejected by the learned Commercial Court, where all the points are discussed in detail for such a dismissal. It is also contended that as there is no vesting right for the petitioner and even if the petitioner claims that there is any vesting right by the Memorandum of Understanding, the same is inadmissible, and is liable to be impounded for the payment of requisite stamp duty. Hence, the petitioner has no enforceable right considering from any angle. Hence, on these grounds, prays to dismiss the petition. 6. Heard the arguments of the learned counsel for the petitioner and learned counsel for the respondents. 7. Learned counsel for the petitioner submits that the petitioner and respondents have entered into a Memorandum of Understanding, and the dispute arose between the petitioner and respondents. In - 6 - HC-KAR NC: 2026:KHC:3637 CMP No. 124 of 2024 terms and conditions of Memorandum of Understanding, wherein it is stated that if any dispute arising out or touching upon or in relation to the terms and conditions of Memorandum of Understanding, including the interpretation and validity of the terms thereof, the parties shall settle the same through mutual discussion. If not settled, then the disputes shall be resolved through arbitration in accordance to the Arbitration and Conciliation Act, 1996. 8. He submits that there is an arbitration clause in the Memorandum of Understanding and the petitioner has also issued an arbitration notice under Section 21, and the respondents have failed to reply to the arbitration notice. Hence, on these grounds, he prays to allow the petition. 9. Per contra, learned counsel for the respondents submits that the petitioner has not pleaded in the - 7 - HC-KAR NC: 2026:KHC:3637 CMP No. 124 of 2024 petition regarding the nature of the dispute that arose between the petitioner and respondents. He submits that the petition is filed by the petitioner after a lapse 5 years from the date of execution of the Memorandum of Understanding. He also submits that the petitioner filed an application under Section 9 of the Arbitration and Conciliation Act before the Commercial Court. The said application came to be dismissed by the Commercial Court. Therefore, he submits that the petitioner has not made out any grounds to refer the dispute to the arbitrator. Hence, on these grounds he prays to dismiss the petition. 10. Perused the records, and considered the submissions of the learned counsel to the parties. 11. The point that would arise for consideration is as follows: “Whether the petitioner has made out a ground to refer the dispute, between the parties to the petition, to the Arbitration in - 8 - HC-KAR NC: 2026:KHC:3637 CMP No. 124 of 2024 terms of Clause 43.9 of the Memorandum of Understanding dated 12.09.2019 as per the provisions of the Arbitration and Conciliation Act and Rules?” 12. It is an undisputed fact that the petitioner and the respondents have executed a Memorandum of Understanding on 12.09.2019, wherein, the respondents have agreed, authorised and conferred on the petitioner an irrevocable right to develop 01 acre 15 guntas in Survey No.81/2A2 of Singasandra Village, Begur Hobli, Bangalore South Taluk. 13. As per the terms and conditions of the Memorandum of Understanding, the petitioner has started his part of performance and the petitioner submits that a payment has been made to the respondents till August 2023. The petitioner issued a notice indicating his desire to initiate arbitration proceedings by a retired Judge of the High Court of Karnataka on 20.11.2023. However, the respondents have not replied to the arbitration notice. - 9 - HC-KAR NC: 2026:KHC:3637 CMP No. 124 of 2024 14. The petitioner has produced the Memorandum of Understanding executed between the parties to the petition, on 12.09.2019. I have perused the dispute resolution Clause, which reads as follows: “43.9 Dispute Resolution: Any dispute arising out or touching upon or in relation to the terms and conditions of this MOU, including the interpretation and validity of the terms thereof and the respective rights and obligations of the parties, shall be settled amicably by mutual discussion, failing which the same shall be settled through the Karnataka Real Estate Regulatory Authority or such adjudicating officer appointed under RERA. Any dispute between the parties which is outside scope of the RERA shall be referred to and be settled through arbitration to be conducted in accordance with the Arbitration and Conciliation Act, 1996. The dispute shall be adjudicated in accordance with the Arbitration and Conciliation Act, 1996 as modified from time to time. The seat and venue of arbitration shall be Bengaluru. The Arbitration shall be conducted in English language. The date, time and venue of Arbitration shall be fixed by the Arbitrator/s appointed for this purpose.” - 10 - HC-KAR NC: 2026:KHC:3637 CMP No. 124 of 2024 15. From the perusal of Clause 43.9, it is clear that if any dispute arising out or touching upon or in relation to the terms and conditions of this Memorandum of Understanding, first the parties have to make an attempt to resolve the dispute amicably. If the same is not settled, then the dispute shall be adjudicated in accordance with the Arbitration and Conciliation Act. 1996. 16. Admittedly, the dispute arose between the petitioner and respondents, and in terms of MOU dated 12.09.2019, the said dispute has to be resolved through an arbitration. 17. There exists an arbitration clause in the Memorandum of Understanding and the petitioner by invoking the arbitration clause, issued a notice under Section 21 of the Arbitration and Conciliation Act, 1996. Thus, the petitioner has made out a ground to - 11 - HC-KAR NC: 2026:KHC:3637 CMP No. 124 of 2024 refer the arbitral dispute to the arbitrator. Accordingly, I answer the point in the affirmative. 18. In view of the above discussion, I proceed to pass the following order: ORDER (I) This Civil Miscellaneous Petition is allowed. (II) Sri.S.S.Nagarale, learned retired District Judge, is nominated as an Arbitrator to resolve the dispute(s) between the petitioner and the respondents in terms of Clause 43.9 of the Memorandum of Understanding, as per the provisions of Arbitration and Conciliation Act, and the Rules. (III) The Registry is directed to forward a copy of this order to the learned Arbitrator, and the Director of the Arbitration and Conciliation Centre, Bangalore. - 12 - HC-KAR NC: 2026:KHC:3637 CMP No. 124 of 2024 (IV) All the contentions of the parties are kept open, including the interpretation of Clause 43.9 of the Memorandum of Understanding. (V) The Registry is directed to return the original and/or certified copies, if produced, to the respective parties who have produced it/them by following due procedure. (VI) Pending application/s, if any, shall stand disposed of accordingly. Sd/- (ASHOK S.KINAGI) JUDGE RK List No.: 1 Sl No.: 34