High Court · 2025

Arb O.P No. 78 of 2025IN THE HIGH COURT OF JUDICATURE AT MADRASDATED: 27-10-2025CORAMTHE HONOURABLE MR JUSTICE N. ANAND VENKATESHArb O.P No. 78 of 2025ANDARB APPLN NO. 1092 OF 2025 and OA NO. 769 OF 20251. M/s. Muktha Foundations Private Limited,Represented by its Director, Mr.K.N.Sanjay, S/o.Mr.K. Narayanan, Having its registered office at, 2/296B, DRR Avenue, AUDCO Nagar, Kattupakkam, Chennai- 600056.Applicant(s)Vs1. M/s. Sameera Foundations Private LimitedRepresented by its Director Mr.J.Murugesan, S/o.Mr.Jayaraman, aged about 57 years Having its registered office at, No.47, Anna salai, Chennai-600002.Respondent(s)Arb Appln No. 1092 of 20251. Muktha Foundations Private Limited, Represented by its Director Mr.K.N.Sanjay https://www.mhc.tn.gov.in/judis Arb O.P No. 78 of 20252 296B DRR Avenue AUDCO Nagar Kattupakkam Chennai 600056Applicant(s)Vs1. Sameera Foundations Private LimitedRespondent(s)OA No. 769 of 20251. M/s Muktha Foundations Private LimitedApplicant(s)Vs1. M/s Sameera Foundations Private LimitedRespondent(s)Arb O.P No. 78 of 2025PRAYERTo appoint Arbitrator(s) to decide the disputes and differences between the Petitioner and the Respondent in terms of Memorandum of Compromise dated 08.02.2024 and Memorandum of Understanding dated 28.03.2024.Arb Appln No. 1092 of 2025PRAYERTo furnish security to the tune of Rs.10,00,00,000/- (Rupees Ten Crores Only) within a period to be fixed by this Honble Court failing which to pass an order attaching the property morefully described in the Schedule Property hereunder to secure the interest of the Applicant. https://www.mhc.tn.gov.in/judis Arb O.P No. 78 of 2025OA No. 769 of 2025PRAYERTo issue an order of interim injunction restraining the Respondent their men representatives nominees agents employees any person on their behalf from encumbering creating a charge transferring alienating disposing of or dealing with the Schedule PropertyFor Applicant(s):Mr.A.Abdul Hameed Senior Advocate for Ms.Monisha D For Respondent(s):Ms.B.V.Diveyadharsini ORDEROA No.769 of 2025 has been filed under Section 9 of the Arbitration and Conciliation Act (herein after referred to as the “Act”) seeking for an interim injunction restraining the respondent from alienating / encumbering the subject property.2.Arb OP No.78 of 2025 filed under Section 11 of the Act for appointment of an Arbitrator for referring the dispute and differences between the petitioner and the respondent based on the Memorandum of compromise dated 08.02.2025 and the Memorandum of Understanding dated 28.03.2024. 3.Arb A No.1092 of 2025 has been filed to furnish security https://www.mhc.tn.gov.in/judis Arb O.P No. 78 of 2025to the tune of Rs.10,00,000/- within a period fixed by this Court.4.OA No.769 of 2025 came up for hearing on 30.07.2025 and this Court passed the following order:-This application has been filed under Section 9 of the Arbitration and Conciliation Act, seeking for an order of interim injunction to restrain the respondent from alienating/encumbering the property, morefully described in the schedule to the judges summons.2.The applicant was the owner of the property, morefully described in the schedule to the judges summons. They had entered into a Memorandum of Compromise dated 08.02.2024 and the Memorandum of Understanding dated 28.03.2024.3.Learned Senior Counsel appearing for the applicant drew the attention of this court to the aforementioned documents and would submit that the applicant has agreed to sell the property to the respondent for a total sale consideration of Rs.58,50,00,000/- as per the Memorandum of Understanding and the applicant will have to get approval from CMDA for conversion from hospital zone to commercial zone. Learned Senior Counsel appearing for the applicant also drew the attention of this Court to the conversion plan, which is approved by the CMDA on 13.06.2025 and would submit that despite the applicant having got https://www.mhc.tn.gov.in/judis Arb O.P No. 78 of 2025the approval, the respondent has failed to pay the balance amount as per the Memorandum of Compromise dated 08.02.2024 and the Memorandum of Understanding dated 28.03.2024. The applicant has received only a sum of Rs.42,00,00,000/- out of the sum of Rs.58,50,00,000/-. 4.Learned Senior Counsel appearing for the applicant drew the attention of this Court to the relevant clause in the Memorandum of Compromise dated 08.02.2024 under which he would point out that as seen from the said clause, once the applicant has got the approval for conversion from CMDA, a sum of Rs.10,00,00,000/- has to be paid by the respondent to the applicant. According to him, despite the applicant having got the conversion approval from CMDA, the respondent has failed to pay Rs.10,00,00,000/- as per the Memorandum of Compromise dated 08.02.2024. Learned Senior Counsel appearing for the applicant would also submit that the applicant has already executed a Sale Deed in favour of the respondent for the entire extent of the property and a copy of the Sale Deed dated 28.03.2025 has also been filed as a document along with this application. 5.According to the learned Senior Counsel for the applicant, the applicant having executed the sale deed for the https://www.mhc.tn.gov.in/judis Arb O.P No. 78 of 2025entire property, the applicant's interest must be protected. Learned Senior Counsel for the applicant also submits that the respondent is attempting to encumber the property, morefully described in the schedule to the judges summons in which event, the applicant will be put to irreparable loss as the applicant will not have any security to recover its dues from the respondent. He would further submit that the cheque issued by the respondent favouring the applicant for a sum of Rs.10,00,00,000/- towards part payment has also been returned dis-honoured for the reason 'account closed'. Learned Senior Counsel for the applicant, on instructions would submit that as on date, the respondent has not alienated any portion of the property, morefully described in the schedule to the judges summons. The said statement made by the learned counsel for the applicant, on instructions, is recorded. 6.The applicant has made out a prima facie case and balance and convenience and irreparable hardship have also been established by the applicant for the grant of an order of injunction as prayed for in this application.7.Since on a prima facie consideration, this Court finds that as on date the respondent is liable to pay Rs.10,00,00,000/- to the applicant on account of the fact that the applicant has got the https://www.mhc.tn.gov.in/judis Arb O.P No. 78 of 2025conversion approved from CMDA and since the cheque issued by the respondent has also got dis-honoured, this Court will necessarily has to protect the interest of the applicant, pending arbitration and therefore, this Court is inclined to grant an order of interim injunction as prayed for provided the respondent has not already alienated any portion of the property, morefully described in the schedule hereunder. If any portion has already been alienated, the interim injunction granted by this Court through this order shall not apply to the said property already alienated. 8.Accordingly, there shall be an order of interim injunction as prayed for in this application, but, however, the said interim injunction shall not apply if the respondent has already sold any extent of the land in the property, morefully described in the schedule to the judges summons.Notice to the respondent returnable by 19.08.2025. Private notice is also permitted. Post the matter on 19.08.2025. 5.Pursuant to the above order, the notice was served on the respondent and the respondent has entered appearance.6.Arb OP No.78 of 2025 came up for hearing on 10.09.2025 and this Court passed the following order:- https://www.mhc.tn.gov.in/judis Arb O.P No. 78 of 2025This petition has been filed under Section 11(5) of the Arbitration and Conciliation Act, 1996[for brevity, hereinafter referred to as 'the Act'] for appointment of an Arbitrator to decide the disputes and differences between the petitioner and the respondent in terms of the memorandum of compromise dated 08.02.2024 and the memorandum of understanding dated 28.03.2024.2. Clause 10 of the memorandum of compromise dated 08.02.2024 provides for referring the dispute to the sole arbitrator with the seat of arbitration at Chennai. The trigger notice dated 24.07.2025 under Section 21 of the Act has also been issued.3. It is also seen from the records that Section 9 application has been filed by the petitioner in O.A.No.769 of 2025 and the same is listed for hearing on 16.09.2025. Hence, the learned counsel for petitioner is permitted to serve notice on the counsel appearing on behalf of the respondent in the connected O.A.No.769 of 2025. The learned counsel for the petitioner shall also take private notice to the respondent returnable by 16.09.2025.Post this petition along with O.A.No.769 of 2025 on 16.09.2025.7.This Court heard both sides. https://www.mhc.tn.gov.in/judis Arb O.P No. 78 of 20258.There is a valid agreement between the parties in line with Section 7 of the Act, which contains an Arbitration clause and hence, this Court is inclined to appoint Hon'ble Justice Mr.N.Paul Vasanthakumar, Former Chief Justice, High Court of Jammu and Kashmir, address for service at No.24-A, 2nd Street, Kamaraj Avenue, Adayar, Chennai 600 020, as sole Arbitrator and the Arbitrator is requested to adjudicate the arbitral dispute that were arising between the parties by holding the sittings in any venue in Chennai to the convenience of all concerned and render an award. Fees of the sole Arbitrator shall be in accordance with the Madras High Court Arbitration Centre (MHCAC)(Administrative Cost and Arbitrator's Fees) Rules 2017.9. The interim order passed by this Court on 30.07.2025 will continue for a period of four weeks from the date of the learned Arbitrator entering reference after the re]ceipt of notice. The parties are at liberty to place the interim application filed by the petitioner before the learned Arbitrator and the learned Arbitrator shall hear both sides in this application and take a final decision under Section 17 of the Act, on merits and in accordance with law. https://www.mhc.tn.gov.in/judis Arb O.P No. 78 of 202510.In the result all these applications are disposed of in the above terms. There shall be no order as to costs.27-10-2025rkaIndex:Yes/NoSpeaking/Non-speaking orderInternet:YesNeutral Citation:Yes/No https://www.mhc.tn.gov.in/judis Arb O.P No. 78 of 2025 To1.M/s. Sameera Foundations Private LimitedRepresented by its Director Mr.J.Murugesan, S/o.Mr.Jayaraman, aged about 57 years Having its registered office at, No.47, Anna salai, Chennai-600002. https://www.mhc.tn.gov.in/judis Arb O.P No. 78 of 2025N.ANAND VENKATESH J.rkaArb O.P No. 78 of 2025ARB APPLN NO. 1092 OF 2025,OA NO. 769 OF 202527-10-2025