Authority: Calcutta High Court, Civil Appellate Jurisdiction (Appellate Side)

Order Date: 28.09.2026

Case Overview

  • Parties: Appellant – Ambica BERI; Respondent – Forum Atmosphere Flat Owner's Association (a Section 8 company).
  • Proceedings: Appeal (F.M.A.T. No. 342 of 2026) against the District Judge, Alipore, who had refused an ad interim injunction under Section 9 of the Arbitration and Conciliation Act, 1996.
  • Background: On 03 August 2026 the respondent issued a notice of its second Annual General Meeting (AGM) to be held on 26 August 2026, alleging that the appellant’s share certificate was “disputed and denied” and that she was not a rightful owner of Apartment E‑101 in the Forum Atmosphere complex.
  • Appellant’s Actions: On 24 August 2026 the appellant served a notice under Section 21 of the 1996 Act invoking the arbitration clause in the respondent’s Articles of Association, seeking arbitration of the dispute and simultaneously filed an application under Section 9 for an interim injunction to prevent the AGM and to protect her voting and membership rights.
  • Key Legal Points Raised:
  • Shareholder voting rights under Clause 50 of the Articles and Section 47 of the Companies Act, 2013.
  • Arbitration clause in the Articles is a standalone contract (per Section 7 of the 1996 Act) and covers disputes relating to the Articles, statutes, and the premises.
  • Respondent argued that Section 6 and Section 430 of the Companies Act barred civil‑court intervention and that the arbitration clause did not extend to ownership of the apartment.
  • Respondent also contended that the Section 21 notice was rendered ineffective after the AGM had taken place.
  • Evidence Presented:
  • KMC Special Officer’s order dated 24 May 2025 confirming structural stability and regularisation of the apartment under Section 400(1) of the KMC Act, 1980.
  • Share certificate issued to the appellant, establishing her as a member of the association.
  • Judicial precedents – Life Insurance Corporation of India v. Escorts Ltd. (1986 1 SCC 264) and Vodafone International Holding BV v. Union of India (2012 6 SCC 613) – supporting shareholder voting rights.

Final Outcome

  • The High Court set aside the impugned order dated 25 August 2026 (Order No. 01) of the District Judge.
  • It granted an injunction restraining the respondent from giving any effect to the 03 August 2026 notice insofar as it restricts the appellant’s right to membership, attendance, and voting in any meetings of the association, pending disposal of Miscellaneous (Arb.) Case No. 64 of 2026.
  • The injunction is temporary and remains in force until the arbitration proceedings are concluded.
  • The court dismissed any claim of bar under Section 6 read with Section 430 of the Companies Act, holding the arbitration clause to be an independent agreement enforceable notwithstanding its placement in the Articles.
  • No order as to costs was made.
  • The court directed that urgent certified copies of the judgment be supplied to the parties upon compliance with formalities.

Topics: Shareholder Rights, Arbitration, Real Estate Ownership