Authority: High Court of Judicature at Madras

Order Date: 28 September 2026

Case Overview

  • Parties: Casagrand Exotia Private Limited (applicant) and VEES Properties Limited (respondent).
  • Background: A Memorandum of Understanding (MoU) was executed in 2022 for the purchase of land owned by the respondent at Padappai. Under the MoU, three sale deeds transferred 20.70 acres to the applicant, who took possession.
  • An amendment agreement dated 24 Oct 2024 increased the land to be sold to 94.20 acres and incorporated a clause stating that, in case of inconsistency, the amendment would prevail while retaining the arbitration clause of the original MoU.
  • The respondent later became subject to Insolvency and Bankruptcy Code (IBC) proceedings before the NCLT, Chennai. The NCLT recorded a settlement of commercial discussions for the sale of 39 acres on 7 Oct 2025 and dismissed the proceedings as withdrawn on 4 Nov 2025, allowing conveyance of the property to the applicant.
  • Despite the NCLT order, the respondent refused to execute and register the remaining sale deed, allegedly dealing with the property and risking third‑party interests, prompting the applicant to seek an interim injunction pending arbitration.

Court Observations & Reasoning

  • The Court examined the amendment agreement and found that Clause 12 stipulates that any inconsistency between the amendment and the original MoU would be resolved in favour of the amendment, and Clause 13 incorporates the amendment as part of the original MoU, preserving the arbitration clause.
  • The Court rejected the respondent’s argument that the agreements were unregistered, unstamped, or unenforceable, holding that the parties’ conduct and the NCLT’s recorded settlement demonstrate a binding agreement.
  • The Court noted that the applicant had complied with the terms of the MoU and amendment, and that no trigger notice was required under Section 41 of the Specific Relief Act because the applicant was ready to pursue specific performance through arbitration.
  • Considering the NCLT’s order and the risk of third‑party rights arising if the property were alienated, the Court deemed interim relief necessary to preserve the status quo.

Final Outcome

  • An interim injunction is granted in favour of the applicant, restraining the respondent, their agents, servants or anyone claiming through them from alienating, encumbering, or dealing with the properties described in the schedule of the Judge’s summons.
  • The applicant must initiate arbitral proceedings within eight (8) weeks from receipt of this order; failure to do so will result in the injunction being vacated.
  • No order as to costs was made.

Topics: Interim Injunction, Real Estate Dispute