M/S NANDAN BIOMATRIX LIMITEDversusD 1 OILS LIMITED

                     [2009] 3 S.C.R. 115


            M/S NANDAN BIOMATRIX LIMITED                           A
                               v.
                       D 1 OILS LIMITED
             (Arbitration Petition No. 6 of 2007)
                    FEBRUARY 11, 2009
                                                                   B
                     [S.H. KAPADIA, J.]

    ARBITRATION AND CONCILIATION ACT, 1996:

     ss. 2 (1) (f), 7, 11 (5) and (9) - International commercial   c
arbitration -Agreement providing for submission of dispute to
"institutional arbitration" - Application for appointment of
arbitrator - Resisted on the grounds that the expression
"institutional arbitration" being vague, the arbitration clause
was void and, because of the subsequent termination                D
agreement, the claim stood extinguished - HELD: An
arbitration agreement, as defined in s. 7, is not required to be
in any particular form - Intention of parties for resolution of
disputes through arbitration is relevant - In the instant case,
there exists a valid arbitration agreement between the parties     E
- Applicant having denied genuineness of termination
agreement, number of issues arise for determination and, as
such, there exists a live claim between the parties - Disputes
between the parties referred to Singapore International
Arbitration Centre, which would nominate an arbitrator from its
~~                                                                 F
     The applicant was engaged in the business of seed
cloning and production etc. It entered into a Supply
Agreement with the respondent, Clause 15.1 whereof
stipulated, "any dispute that arises between the parties           G
shall be resolved by submitting to the institutional
arbitration in India under the provisions of the Arbitration
and Conciliation Act, 1996". Thereafter, a Joint Venture
Agreement was entered into between the parties" on
                             115                                   H
    116        SUPREME COURT REPORTS            (2009] 3 S.C.R.


A 30.9.2004. It was followed by a third agreement dated
   26.11.2004 called "R & D Agreement". According to the
  applicant, it noticed only on 24.5.2005 the existence of a
  termination agreement dated 16.10.2004, which was a
   fabricated document. A complaint was registered in this
8 regard. Since dispute arose between the parties due to
   respondent's non-fulfilling the obligations under the
  Supply Agreement, the applicant approached the Court
  for appointment of arbitrator. The stand of the respondent
  was that the Supply Agreement did not provide for
c arbitration by reference to any particular institution nor
  did it provide for the rules framed by any particular
  institution and, therefore, the expression "institutional
  arbitration" used in Clause 15.1 of the Supply Agreement
  was vague and/or incapable of being made certain and,
  as such, was void. It was further submitted that the the
0
  Joint Venture Agreement, which superseded and
  replaced the Supply Agreement, did not contain any
  arbitration clause and, in any event, by virtue of the Deed
  of Termination dated 16.10.2004, which was signed by
  the Directors of the applicant, the claim, if any, of the
E applicant stood extinguished.

      The questions for consideration before the Court
  were: (1) "Whether there exists a valid arbitration
  agreement between the parties" and (2) "Whether there
F exists a live claim between the parties".

          Allowing the application, the Court

       HELD: 1. The Arbitration and Conciliation Act, 1996,
  which defines 'arbitration agreement' u/s 7, does not
G prescribe any form for the purpose nor does it require an
  arbitration agreement to be in any particular form. What
  is required is to gather the intention of the parties as to
  whether they have agreed for resolution of the disputes
  through arbitration. In the instant case, name of any
H specific institution is not indicated in Clause 15.1 of the
       NANDAN BIOMATRIX LIMITED v. D 1 OILS             117
                    LIMITED

Supply Agreement, but the parties unequivocally agreed        A
for resolution of the disputes through institutional
arbitration and not through an ad hoc arbitration.
Therefore, there exists a valid arbitration agreement
between the parties in terms of clause 15.1 of the Supply
Agreement dated 10.8.2004. [Para 21) [127-B]                  B

     Rukmanibai Gupta v. Collector, Jabalpur & Ors. (1980)
4 SCC 556; and M. Dayanand Reddy v. A.P. Industrial
Infrastructure Corporation Limited & others - (1993) 3 SCC
137 and Bihar State Mineral Development Corporation & C
Another v. Encon Builders (/) (P) Ltd. (2003) 7 SCC 418,
relied on.

    Mis. S.B.P. & Co. v. Mis. Patel Engineering Ltd. & Anr.
(2005) 8 sec 618, referred to.
                                                              D
     2.1. The applicant has claimed compensation/
damages for supply of seeds to the non-applicant under
the Supply Agreement. This is the basic claim made on
behalf of the applicant. Having regard to the claim made
by the applicant and the stand taken by the respondent,       E
a number of issues arise involving genuineness of Deed
of Termination, its effect on the Supply Agreement, effect
of the R & D Agreement and Joint Venture Agreement etc.
In the circumstances, the case involves a live claim
between 'he parties. [Para 23 and 24] [128-B; 128-E]
                                                              F
     2.2. The applicant has given an undertaking to the
Court to withdraw the criminal complaint instituted by it
(registered as FIR No. 902 of 2005 and filed in the Court
of Addi. Chief Metropolitan Magistrate XIV, Hyderabad),
if the matter is referred to arbitration. Undertaking dated   G
7.2.2009 would be taken on record. In the circumstances,
all disputes and differences between the parties should
be referred to Singapore International arbitration Centre,
which would nominate an Arbitrator from its panel. [Para
25 and 26) [128-G-H; 129-A·B]                                 H
     118         SUPREME COURT REPORTS              [2009] 3 S.C.R.


A                          Case Law Reference:
           (2005) 8 sec 618           referred to          para 14
           (1980) 4 sec 556           relied on            para 17
           (1993) 3 sec 131           relied on            para 18
B          (2003) 1 sec 418           relied on            para 21

           CIVIL ORIGINAL JURISDICTION : Arbitration No. 6/2007.
        Under Section 11 (6) of the Arbitration and Conciliation Act,
    1996.
c       Bina Madhavan, Prasad, Shwetank Sailakwol and S.U.K.
    Sagar (M/s. Laywer's Knit & Co) for the Appellants.

        ILL Tikku, Atul S. Rajadhyaksha, Ashwani Kumar, Rajneesh
    Sharma. Debasis Mohapatra for the Respondent.
D
           The Judgment of the Court was delivered by

       S.H. KAPADIA, J.1. This application under sub-section (5)
  and (9) of Section 11 of the Arbitration and Conciliation Act,
  1996 (for short, "the 1996 Act") has been filed with a prayer to
E appoint an Arbitrator in terms of clause 15.1 of the Agreement
  dated 10.8.04 entered into by and between the applicant and
  the non-applicant.

        2. The facts leading to filing of this application may be
F briefly noticed.
        3. The applicant is inter alia engaged in the business of
  seed cloning and production, nursery development and
  propagation, plantation management and maintenance and the
  cultivation of medicinal plants. On 10.8.04 the applicant and the
G non-applicant entered into seed supply agreement (Supply
  Agreement) through which the applicant agreed to establish
  nurseries and prepare seedling (seed) catering to the
  requirement of non-applicant. According to the said Agreement
  the non-applicant promised to make an investment of
H Rs.299.35 lakhs with the applicant. The Supply Agreement inter
               NANDAN BIOMATRIX LIMITED v. D 1 OILS                  119
-                   LIMITED [S.H. KAPADIA, J.]

        alia contained an arbitration clause 15.1 which reads as under:     A
~
             "15.1. Any dispute that arises between the parties shall be
             resolved by submitting the same to the institutional
             arbitration in India under the provisions of Arbitration and
             Conciliation Act, 1996."                                       B
             4. Applicant herein entered into a Joint Venture
        Agreement with non-applicant on 30.09.04. The said
        Agreement contemplated incorporation of a Joint Venture
        Company. This second Agreement did not contain an arbitration
        clause. It may be noted that the applicant has no claim against     c
        the non-applicant under the second Agreement.

             5. Besides the Joint Venture Agreement dated 30.9.04, a
        third Agreement was also entered into on 26.11.04 called as
        Research and Development Agreement ("R & D Agreement",              D
        in short).

             6. In short, there existed three Agreements at the relevant
        time. The first was the Supply Agreement. The second was the
        Joint Venture Agreement. The Third was R & D Agreement. In
                                                                            E
        between the Joint Venture and R & D Agreements there is
        Termination Agreement dated 16.10.04. Although the applicant
        has no claim under the Joint Venture Agreement, it is necessary
        to mention that there were three Agreements by and between
    •   the parties because one of the contentions raised by the non-
        applicant in its counter (at page 109 of the paper book of          F
        Arbitration Application) to the effect that if the applicant
        genuinely believed that the Supply Agreement had not been
        terminated by the Termination Agreement dated 16.10.04, it
        would not have entered into the R & D Agreement under which
        the applicant had received £40 thousand.                            G

             7. To sum up the chronology of events it may be stated that
        the Supply Agreement came to be executed on 10.8.04. The
        Joint Venture Agreement came to be executed on 30.9.04.
                                                                            H
     120       SUPREME COURT REPORTS                  [2009) 3 S.C.R.


A However, on 16.10.04 a Termination Agreement allegedly has
  been entered into by and between the parties. After
  Termination Agreement, parties executed R & D Agreement on
  26.11.04.

       8. There is no dispute regarding execution of the Supply
8
  Agreement, the execution of the Joint Venture Agreement and
  the execution of R & D Agreement. The dispute is regarding
  the execution of the Termination Agreement dated 16.10.04.
  The dispute is regarding the effect of that Termination
  Agreement by which purportedly the Supply Agreement stood
C terminated. The dispute is also whether in view of the specific
  clauses mentioned in the Termination Agreement, all claims
  ceased to exist.

     9. The entire controversy revolves around the purported
D Deed of Termination dated 16.10.04.

    The claim of the applicant

        10. The claim made by the applicant concerns willful
  breach of obligations by the non-applicant under the Supply
E Agreement. Applicant says that they have exhausted all the
  available remedies before approaching this Court for
  appointment of Arbitrators under Section 11 of the 1996 Act. It
  is their submission that the Supply Agreement dated 10.8.04
  has not been terminated by the purported Termination
F Agreement dated 16.10.04. It is their claim that the alleged
  Deed of Termination is brought about by the non-applicant by
  forging the signatures of its Directors only to avoid the liabilities
  and obligations under the Supply Agreement between the
  parties. It is their claim that the existence of the Termination
G Agreement came to be noticed by them only on 24.5.05 when
  the non-applicant representatives forwarded the alleged
  Termination Agreement. It is only then that they noticed that the
  document was false and fabricated. The applicant's claim that
  the Termination Agreement was not signed by two of its
H




                                                                '
        NANDAN BIOMATRIX LIMITED v. D 1 OILS                  121
             LIMITED [S.H. KAPADIA, J.]

Directors whose signatures had been forged and that in any            A
event the said two Directors had no authority to sign the said
Agreement. In fact a criminal complaint has been registered on
1.9.05 in Hyderabad and the same is under investigation. The
applicant claims that they have also forwarded the forged
document to a private investigating agency with the specimen          B
signatures of their two Directors together with the admitted
signatures which, according to the applicant, reveals that the
signatures on the Termination Agreement were forged between
16.10.04 being the date of the Termination Agreement and
24.5.04 being the date on which the applicant noticed the             c
existence of the Termination Agreement for the first time. There
has been lot of correspondence between the parties on the
basis of which the claimant claims damages for not being paid
for supply of Jatropha seedlings. In short, the claim for damages
is for reimbursement of expenses incurred by the applicant as         D
part of the total investment under the Supply Agreement. It may
be noted that in the Arbitration Application, the claim for
damages based on reimbursement of expenditures incurred by
the applicant is confined to the Supply Agreement. However,
in the Written Statement, the claim refers to the Supply
Agreement as well as the R & D Agreement. In this connection,         E
it is alleged that in the original R & D Agreement dated
26.11.04, there was no arbitration clause, however, in the R &
D Agreement read with the modification in the form of
Addendum dated 9.4 .05, an arbitration clause was
incorporated. The claim of the applicant is set out in its letter     F
dated 17.6.05 by which the applicant has claimed
compensation in respect of breach of obligations by the non-
applicant under the Supply Agreement and under the R & D
Agreement. It is also set out in the letter dated 4.7.05. By notice
dated 10.8.05 the applicant called upon the non-applicant to          G
agree for appointment of M/s. Jupiter Legal Services Pvt. Ltd.
to conduct arbitration under 1996 Act to which the non-applicant
did not agree. Suffice it to state that after exhausting all
available remedies the applicant have approached this Court
for appointment of Arbitrators under Section 11 of the 1996 Act.      H
    122        SUPREME COURT REPORTS                  [2009) 3 S.C.R.


A Response of the non-appl.icant

        11. By way of counter, non-applicant at the outset submits
   that the Supply Agreement did not provide for arbitration by
   reference to any particular institution nor did it provide for the
   rules framed by any particular institution and, therefore, the
8
   expression "institutional arbitration" used in clause 15.1 of the
   Supply Agreement is vague and/or uncertain and/or incapable
   of being made certain and, therefore, clause 15.1 was void
   under Indian Contract Act and consequently the Arbitration
  Application was not maintainable under Section 11 of the 1996
C Act. It is further stated that the Arbitration Application was liable
  to be dismissed as it sought an appointment of an Arbitrator
  in respect of claims for which there was no arbitration
  agreement between the parties. In this connection, reliance was
  placed on the Joint Venture Agreement which does not provide
D for arbitration. Similarly reliance was placed on the R & D
  Agreement to show that it was a separate agreement which did
  not provide for arbitration nor was there any reference to clause
  15.1 mentioned in the Supply Agreement. Therefore, on the
  aforestated inter alia grounds, the non-applicant submits that
E the Arbitration Application was not maintainable.

        12. On merits, the non-applicant has stated in its counter        ...
  that prior to 16.10.04 parties were involved in discussions
  relating to commercial necessity warranting variation in the
F terms of Supply Agreement resulting in the applicant agreeing
  to execute a deed of variation dated 14.10.04. That deed did
  not meet the requirements of the parties. Therefore, it was
  suggested to the applicant by the non-applicant that th~ Supply
  Agreement be terminated. According to the non-applicant,
G there was correspondence in that regard through internet
  between the parties. That correspondence showed that the
  applicant had received the Deed of Termination on 16.10.04.
  That correspondence showed that the applicant had agreed to
  terminate the Supply Agreement and had in fact signed the
  Termination Agreement and the same was mutually accepted
H
••


             NANDAN BIOMATRIX LIMITED v. D 1 OILS               123
                  LIMITED [S.H. KAPADIA, J.]

      by both the parties. Therefore, the non-applicant has denied all A
      the allegations of the applicant in regard to the invalidity and
      the illegality of the Deed of Termination dated 16.10.04.
      According to the non-applicant, the contentions raised by the
      applicant stating that the Deed of Termination has not been
      executed, that it was forged and in any event that it was signed B
      by Directors who were not authorized to sign was an after-
      thought. According to the non-applicant, it was agreed between
      the parties that the Joint Venture Agreement would supersede
      the Supply Agreement. The Joint Venture Agreement would
      replace the Supply Agreement. The applicant could not have c
      pursued the Joint Venture Agreement on and after it came to
      replace the Supply Agreement. According to the non-applicant,
      the applicant continued to pursue the Joint Venture Agreement.
      According to the non-applicant, the applicant was specifically
      advised not to act in furtherance of the Supply Agreement till D
      the Joint Venture Company is incorporated. The Termination
     Agreement was signed by the parties with the intention that such
     execution would void the Supply Agreement. According to the
      non-applicant, the correspondence between the parties shows
     that the applicant was fully aware of the Termination Agreement. E
     It shows that the Deed was signed on 16.10.04. It shows that
     all issues/claims under the Supply Agreement stood resolved.
     The correspondence shows that after 16.10.04, the parties
     discussed implementation of the Joint Venture Agreement
     rather than the Supply Agreement. Lastly, according to the non-
     applicant, it would be commercially inconsistent and illogical for F
     p<;irties to enter into R & D Agreement while the Supply
     Agreement still continues to exist. According to the non-
     applicant, it was highly inconceivable that the parties would have
     entered into R & D Agreement if it thought that the Supply
     Agreement was still in existence or if it thought that the Joint G
     Venture Agreement was legally binding. According to the non-
     applicant, the Supply Agreement dated 10.8.04 stood validly
     terminated on 16.10.04, that the Joint Venture Agreement dated
     30.9.04 consisted of heads of terms only whereas the R & D
     Agreement dated 26.11.04 stood implemented. According to H
                                                                         .I




    124          SUPREME COURT REPORTS               (2009] 3 S.C.R.


A the non-applicant, amounts have been received by the applicant
  under the third Agreement. That, the applicant had failed to
  meet their obligations under the R & D Agreement. That, the
  applicant was in breach of the R & D Agreement. That, under
  the Deed of Termination dated 16.10.04 all claims in respect
B of alleged expenditure for alleged supply of seedlings stood
  satisfied/ceased. For the aforestated reasons, the non-
  applicant submits that the Arbitration Application No.6 of 2007
  deserves to be dismissed with costs.

c Issues which arise for determination
         13. Having regard to the pleadings and contentions, the
    following issues arise for consideration:

           (a)   Whether there exists a valid arbitration agreement
o                between the parties.

           (b)   Whether there exists a live claim between the
                 parties.

       14. It is now well-settled that the power exercised by the
E Chief Justice of India or the designated judge under Section
  11 (6) of the 1996 Act is not an administrative power. [See: Ml
  s. S.B.P. & Co. v. Mis. Patel Engineering Ltd. & Anr. - (2005)
  a sec 6181
F Findings on Issue No.(a) - Whether there exists a valid
  arbitration agreement between the parties

         15. The disputed arbitration clause in the present case is
    clause 15.1, mentioned in the Supply Agreement, which is
    reproduced as under:
G
          "15.1. Any dispute that arises between the parties shall be
          resolved by submitting the same to the institutional
          arbitration in India under the provisions of Arbitration and
          Conciliation Act, 1996."
H
           NANDAN BIOMATRIX LIMITED v. D 1 OILS                 125
                LIMITED [S.H. KAPADIA, J.]

      16. Arbitration agreement is defined under Section 7 of          A
the 1996 Act. It does not prescribe any particular form as such.
In terms of the said provision, arbitration agreement means:

     "Section 7 - Arbitration agreement

     (1) In this Part, "arbitration agreement" means an                8
     agreement by the parties to submit to arbitration all or
     certain disputes which have arisen or which may arise
     between them in respect of a defined legal relationship,
     whether contractual or not.
                                                                       c
     (2) An arbitration agreement may be in the form of an
     arbitration clause in a contract or in the form of a separate
     agreement.

     (3) An arbitration agreement shall be in writing.
                                                                       D
     (4) An arbitration agreement is in writing if it is contained
     in-

     (a) a document signed by the parties;

      17. This Court in Rukmanibai Gupta v. Collector, Jabalpur        E
& Ors. - (1980) 4 SCC 556, has held that what is required to
be ascertained, while construing a clause is : whether the
parties have agreed that if disputes arise between them in
respect of the subject matter of contract such dispute shall be
referred to arbitration, then such an arrangement would spell          F
out an arbitration agreement.

      18. In M. Dayanand Reddy v. A.P. Industrial Infrastructure
Corporation Limited & others- (1993) 3 SCC 137, this Court
has held that an arbitration clause is not required to be stated       G
in any particular form. If the intention of the parties to refer the
dispute to arbitration can be ascertained from the terms of the
agreement, it is immaterial whether or not the expression
"arbitration" or "arbitrator" or "arbitrators" has been used in the
agreement.
                                                                       H
    126          SUPREME COURT REPORTS              [2009) 3 S.C.R.


A      19. The Court is required, therefore, to decide whether the
  existence of an agreement to refer the dispute to arbitration can
  be clearly ascertained in the facts and circumstances of the
  case. This, in turn, may depend upon the intention of the parties
  to be gathered from the correspondence exchanged between
B the parties, the agreement in question and the surrounding
  circumstances. What is required is to gather the intention of the
  parties as to whether they have agreed for resolution of the
  disputes through arbitration. What is required to be decided in
  an application on Section 11 of the 1996 Act is : whether there
c is an arbitration agreement as defined in the said Act.

        20. Mr. H.L. Tikku, learned senior counsel appearing on
  behalf of the non-applicant submitted that clause 15.1 did not
  contain any arbitration clause, that clause 15.1 was vague as
  it did not provide for arbitration by reference to any particular
D institution nor did it provide that the rules framed by any
  particular institution shall govern the arbitration between the
  parties. According to the learned senior counsel, in absence
  of a reference to any particular institution providing for
  arbitration or in absence of rules framed by it, the expression
E "institutional arbitration" used in clause 15.1 of the Supply
  Agreement was vague and/or uncertain and/or incapable of
  being made certain.

        21. I do not find any merit in the above contentions raised
F on behalf of the non-applicant. The question which needs to be
  asked is : what did the parties intend at the time of execution
  of the Supply Agreement dated 10.8.04? What did the parties
  intend when clause 15.1 came to be incorporated in the said
  Supply Agreement? The answer to the said questions
G undoubtedly is that any dispute that may arise between the
  parties shall be resolved by submitting the same to the
  Institutional Arbitration in India under the provisions of the 1996
  Act. It may be mentioned that the name of a specific institution
  is not indicated in clause 15.1. The 1996 Act does not
  prescribe any form for an arbitration agreement. The arbitration
H            •
        NANDAN BIOMATRIX LIMITED v. D 1 OILS                  127
             LIMITED [S.H. KAPADIA, J.]

agreement is not required to be in any particular form. [See :       A
Bihar State Mineral Development Corporation & Another v.
Encon Builders (I) (P) Ltd.. - (2003) 7 SCC 418]. What is
required is to gather the intention of the parties as to whether
they have agreed for resolution of the disputes through
arbitration. In my view, in the present case, the parties            B
unequivocally agreed for resolution of the disputes through
Institutional Arbitration and not through an ad hoc arbitration.
Therefore, in my view, there exists a valid arbitration agreement
between the parties vide clause 15.1 in the Supply Agreement
dated 10.8.04. The first issue is accordingly answered in favour     c
of the applicant and against the non-applicant.

Findings on Issue No.(b) - whether there exists a live
claim between the parties

      22. On going through the pleadings and the case of the         D
 parties before me, I find that the following amongst other points
 indicate that there exists a live claim between the parties. As
can be seen from the above facts, in this dispute there are three
agreements. The first is the Supply Agreement. The second is
the Joint Venture Agreement. The third is the R & D Agreement.       E
It is the case of the non-applicant that vide the Termination
Agreement dated 16.10.04, the Supply Agreement stood
terminated. It is the case of the non-applicant that the
Termination Agreement has been signed by two of the
Directors of the applicant company. It is the case of the non-       F
applicant that the Termination Agreement was signed by the
parties with the express intention that such execution would void
the Suppty Agreement. It is the case of the non-applicant that
the intention behind entering R & D Agreement was to put an
end to the Supply A~-;raement. It is the case of the non-applicant   G
that in view of the Termination Agreement, the claim of the
applicant towards alleged expenditure incurred by it stood
extinguished/waived/satisfied. It is the case of the non-applicant
that the Termination Agre,:?ment indicates accord and
satisfaction of all the claims of the parties under the Supply       H
    128       SUPREME COURT REPORTS                (2009] 3 S.C.R.


A Agreement. It is the case of the non-applicant that under the
  Deed of Termination any claim on account of alleged
  expenditure stood extinguished.

       23. Having regard to the claim made by the applicant and
  the response of the non-applicant, number of issues arises for
8                                                                      I
  determination. Some of them are as follows, namely, whether
  the Deed of Termination stood forged as claimed by the
  applicant? If not, whether it has been signed by the two Directors
  who were not authorized to sign on behalf of the applicant?
C Effect of the R & D Agreement and its implementation on the
  Supply Agreement? Whether Joint Venture Agreement
  replaced the Supply Agreement? Whether the Supply
  Agreement should be read along with the Joint Venture
  Agreement and the R & D Agreement or whether the Supply
  Agreement should be read as a stand-alone item? Whether the
D claim for alleged expenditure incurred by the applicant for
  supply of seedlings under the Supply Agreement stood
  extinguished by the Deed of Termination dated 16.10.04?
  Whether claims, if any, under the Supply Agreement had
  ceased in view of the Termination Agreement dated 16.10.04?
E
       24. In my view, if these questions are to be looked into,
  the conclusion is that the case involves a live claim between
  the parties. The applicant has claimed compensation/damages
  for supply of seeds to the non-applicant under the Supply
F Agreement. This is the basic claim made on behalf of the
  applicant. Accordingly, Issue No.(b) is also answered in favour
  of the applicant and against the non-applicant.

       25. Before concluding, it may be mentioned that the
  applicant has given an undertaking to this Court to withdraw the
G criminal complaint instituted by it, if the matter is referred to
  arbitration. That criminal complaint registered as FIR No.902
  of 2005 has been filed in the Court of Additional Chief
  Metropolitan Magistrate No.XIV at Hyderabad. The complaint
  has been filed under Section 200 for offences punishable under
H Section 406, 420, 468, 471 r/w 1208 of Indian Penal Code.
        NANDAN BIOMATRIX LIMITED v. D 1 OILS                 129
             LIMITED [S.H. KAPADIA, J.)

Applicant undertakes to withdraw the said complaint. Registry       A
is directed to take the Undertaking dated 7.2.09 on record.

     26. In the light of the foregoing discussion, I am of the
opinion that all disputes and differences between the parties
should be referred to Singapore International Arbitration Centre,   8
which would nominate an Arbitrator from its panel to decide all
disputes and differences.

    27. Accordingly the Arbitration Application No.6 of 2007
is made absolute with no order at to costs.
                                                                    c
R.P.                                       Application allowed.