Mohemmed Islam Abdul Salam Qureshi vs Saleh Najmuddin Mithiborwala & Ors.

The Petitioner has filed the present Petition under Section 9 of the Arbitration and Conciliation Act, 1996. By this Petition, the Petitioner seeks urgent interim protection of his interest as a partner in the dissolved firm, M/s. Associated Construction Co. The Petitioner says that he dissolved the partnership at will in January 2025 because disputes between the partners had continued for a long time. He alleges that the partners had failed to discharge their duties properly, that he was kept away from the management of the firm and that he was not given proper and transparent accounts from the time he joined the partnership in 2012. The Petitioner apprehends that the Respondents may now take steps on behalf of the firm in relation to the earlier development project which had been abandoned. He particularly refers to the proposed or fresh arbitral proceedings known as the Mistry Arbitration. According to the Petitioner, the Respondents cannot continue or restart such proceedings without his consent after dissolution of the firm. He states that such proceedings may create liabilities against the firm and may result in the assets of the firm being dealt with or reduced to his prejudice.

The Petitioner has sought, among other reliefs, an injunction restraining the Respondents from acting on behalf of the firm, from prosecuting the Mistry Arbitration and from dealing with the assets of the firm without his consent and without first settling the accounts of the firm. He has sought an order directing the parties to maintain the existing position, to disclose the complete affairs and accounts of the firm from the year 2012 onwards and to preserve all records of the firm. The Petitioner has requested that a Court Receiver be appointed to take charge of the winding up of the firm, take possession of its assets, prepare the accounts and divide the assets according to the respective profit-sharing ratios of the partners. Other related reliefs have been sought so that the rights and interests of the Petitioner are protected until the disputes between the partners are decided in arbitration under the partnership deeds.

The background facts which have resulted in filing of the present Petition are as follows. The partnership was first formed under a Partnership Deed dated 17 January 2005. Thereafter, the partners entered into a Development Agreement dated 6 January 2006 and a Modification Deed dated 13 March 2006. Subsequently, a Deed of Retirement and Reconstitution of Partnership was executed on 26 October 2012. The Petitioner became a partner of the firm under this reconstitution. Disputes thereafter arose between the parties concerning the development project. On 3 June 2017, M/s. A. H. Mistry & Co. and M/s. E. M. Brothers addressed a letter to M/s. Associated Construction Co. Thereafter, on 23 April 2019, the Landowners filed Commercial Arbitration Application No. 322 of 2019. In that proceeding, this Court passed orders from time to time on 24 June 2019, 18 October 2019, 3 January 2022, 6 January 2022, 24 January 2022 and 8 February 2022. Thereafter, on 3 December 2024, the Respondents issued a notice to the Landowners. The Landowners replied to that notice on 8 December 2024. They thereafter sent a detailed reply on 3 January 2025. On 6 January 2025, the Petitioner addressed a letter to Advocate of respondent. On 8 January 2025, he issued a notice to the Respondents. Thereafter, on 10 January 2025, the Petitioner caused public notices to be published in the Free Press Journal and Nav Shakti newspapers.

The Petitioner states that, because of the continuing disputes between the partners and the circumstances existing between them, he exercised his right to dissolve the partnership at will in January 2025. According to him, once the partnership was dissolved, the business and affairs of the firm were required to be brought to an end in accordance with law. He states that the accounts of the firm were required to be prepared and settled in accordance with the partnership deeds and the applicable law. After this, on 4 March 2025, the Respondents filed Commercial Arbitration Application (L.) No. 7197 of 2025. In that proceeding, the Petitioner filed his Preliminary Affidavit in Reply on 12 June 2025. M/s. A. H. Mistry filed its Affidavit in Reply on 13 June 2025. On 26 June 2025, the Respondents filed their Rejoinder Affidavit to the Preliminary Affidavit in Reply filed by the Petitioner. On the same day, they filed their Rejoinder Affidavit to the Affidavit in Reply filed by the Landowners. Thereafter, on 1 July 2025, the Landowners filed their Additional Affidavit. In Commercial Arbitration Application No. 7197 of 2025, this Court passed an order on 13 June 2025. Thereafter, upon consideration of the proceedings, this Court delivered its judgment in Commercial Arbitration Application No. 7197 of 2025 on 27 November 2025.

Mr. Parasrampuria, learned Advocate for the Petitioner, submits that the judgment referred to above has increased the disputes between the Petitioner and the Respondents. According to him, because of that judgment, the arbitral proceedings arising from it, known as the “Mistry Arbitration”, are now being pursued by the Respondents on their own, without the consent of the Petitioner and without first preparing or settling the accounts of the Firm. The Petitioner submits that this conduct may again create liabilities and claims against the dissolved Firm under the Development Agreements. Such liabilities may affect the Petitioner’s share in the goodwill, amounts receivable by the Firm and any benefit which may arise from the Mistry Arbitration. It is submitted that the Respondents acting in this manner, are failing to discharge their duties towards the Petitioner and are creating a real possibility that the assets and interests of the Firm may be dealt with or reduced without first settling the accounts or deciding how the affairs of the dissolved Firm are to be dealt with. He submits that the said judgment has left certain questions concerning the partnership to be decided by the Arbitral Tribunal. These questions include whether the proceedings can continue without the consent of all the partners and what is the legal effect of dissolution of the Firm. At the same time, according to the Petitioner, the judgment makes it clear that his claims concerning accounts, division of the assets and liabilities of the Firm, the effect of the Mistry Arbitration and the need for appropriate restrictions on the Respondents are matters which can be decided in arbitration under Clause 18 of the Partnership Deeds.

The Petitioner submits that all disputes concerning the meaning and effect of the Partnership Deeds, including Clause 18, the acts and conduct of the partners, valuation, and division of the Firm’s assets, debts and liabilities, the effect of the Mistry Arbitration and the winding up of the Firm are covered by the arbitration clause. Until these disputes are decided, the Petitioner submits that he faces an immediate risk of serious loss. According to him, the assets of the Firm may be dealt with, the records may be lost or misused, and his rights may be affected because the Mistry Arbitration is being pursued without his consent. He submits that urgent interim protection under Section 9 of the Arbitration and Conciliation Act, 1996, is necessary.

He submits that the interim reliefs sought by the Petitioner would only maintain the existing position until the disputes are decided. Granting such reliefs would not cause any serious difficulty to the Respondents. According to the Petitioner, the Respondents hold the majority share in the Firm and this position may otherwise put the Petitioner at a disadvantage. On the other hand, if interim protection is refused, the Petitioner may suffer a loss which cannot properly be compensated later. The Petitioner repeats that, under the Partnership Deeds, the consent of every partner is necessary for taking decisions concerning the Firm and that any decision taken without such consent is illegal and unlawful.

Mr. Memon, learned Advocate for the Respondents, submits that before considering the present Petition, it would be useful to briefly explain the background of the dispute between the parties. He submits that the dispute concerns the Respondents, including M/s. A. H. Mistry (“AHM”) and its partners. One of the partners of AHM is Usman, who is the son of the Petitioner. He submits that whenever the word “Respondents” is used in his submissions, it includes the Respondents and the other concerned parties connected with the dispute. He submits that the Petitioner and the Respondents were partners of M/s. Associated Construction Co. (“ACC”), which has now been dissolved. Their respective shares in ACC were as follows. Mr. Saleh Najmuddin Mithiborwala, Respondent No. 1, held 25%. Mr. Mohamed Javid Rafique Qureshi, Respondent No. 2, held 24%. Mr. Irshad Rafique Qureshi, Respondent No. 3, held 24%. Mr. Zaheer Iqbal Ratansi, Respondent No. 4, held 13%. Mrs. Mumtaz Iqbal Ratansi, Respondent No. 5, held 9%. The Petitioner, Mr. Mohammed Islam Abdul Salam Qureshi, held 5%. It is submitted that AHM, through its partners, including the Petitioner’s son, approached ACC in connection with a property situated at Bandra, Greater Mumbai, within the Registration Sub-District of Mumbai Suburban. The property measures approximately 4,456 square metres and comprises Plot No. 3, being the remaining portion of the larger property bearing City Title Survey No. C/1642 (Part), ULPIN No. 71371868033, of Village Bandra. According to the Respondents, AHM explained the history of ownership of the property, the litigation concerning it and the proposed manner in which the property was to be developed.

It is submitted that thereafter, on 6 January 2006, a Development Agreement was entered into between M/s. A. H. Mistry, described in that agreement as the Original Owner, and M/s. E. M. Brothers, described as the First Developer, of the One Part, and M/s. Associated Construction Co., in which the Respondents and the Petitioner were partners, described as the Developer, of the Other Part. Thereafter, the parties executed a Deed of Confirmation-cum-Modification-cum-Rectification dated 13 March 2006 in respect of the same property. According to the Respondents, this Deed was duly impounded and adjudicated by the Collector of Stamps, Enforcement-1, under Case No. ENF1/ENVT/208/11 dated 1 December 2011, and was delivered on 24 December 2011.

Learned Advocate for the Respondents submits that the allegations made by the Petitioner are false and have been made only to defame the Respondents. He submits that the legal position is clear that ACC was a partnership at will and that the Firm stood dissolved when even one partner served a notice of dissolution in accordance with Section 43 of the Indian Partnership Act. According to the Respondents, the Petitioner has no right or authority to challenge the dissolution of the Firm. It is submitted that the entire action taken by the Petitioner is intended to help and benefit Usman, the Petitioner’s son, who is a majority partner in AHM. The Respondents contend that the present Petition has been filed as a result of an understanding between the Petitioner and his son and that the Petition is motivated and lacks bona fides.

Learned Advocate for the Respondents submits that AHM an email dated 12 December 2025, objected to the appointment of the Sole Arbitrator. The objection was that the arbitrator had earlier dealt with the dispute between the parties in his judicial capacity and that the dispute arose from the same contracts. According to AHM, because of his earlier involvement, his appointment as Arbitrator was prohibited under the Fifth and Seventh Schedules to the Arbitration and Conciliation Act, 1996. It is submitted that a preliminary meeting of the arbitration was fixed for 19 December 2025. However, arbitrator recused from the matter by an email dated 18 December 2025. Thereafter, another arbitrator recused from the arbitration. The parties were consequently directed to approach this Court for directions and for appointment of a new Arbitrator.

I have considered the Petition, the submissions made by the learned Advocates and the documents placed before the Court. I have considered the Deed of Retirement and Reconstitution of Partnership dated 26 October 2012. The dispute has to be looked at from the terms agreed between the partners and what effect those terms have after the Petitioner says that the partnership was dissolved by him in January 2025. The fact that there are disputes between the partners does not decide the matter. The Court has to see whether there is sufficient reason to stop the Respondents from dealing with the affairs of the Firm or from taking steps in the Mistry Arbitration. It is necessary to see whether the material before the Court is sufficient for appointing a Court Receiver at this stage.

The Deed dated 26 October 2012 is an important document in the present matter because the Petitioner became a partner under this Deed. The Deed records that Mr. Javed R. Qureshi, Mr. Irshad R. Qureshi, Mr. Zaheer Ratansi and Mr. Mohammed Islam Abdul Salam Qureshi were brought into the Firm as “The Incoming Partners” from 26 October 2012. It records that Mr. Parvez S. Lakdawala and Mr. Javed Patel retired from the Firm from the same date. The Deed provides that “The Continuing Partners” would continue the business along with “The Incoming Partners”. Therefore, the Petitioner became a partner under a written arrangement where the rights and duties of the partners after the reconstitution were provided.

Clause 2 of the Deed is important for the question of dissolution. It states:

From this wording, it appears that the partners had not fixed any particular period for which the Firm was required to continue. The partnership was therefore at will. To this extent, the submission of the Respondents gets support from the Deed. There is no provision in the 2012 Deed which says that the partnership could not be brought to an end by one partner. Therefore, only because the Respondents do not agree with the decision of the Petitioner, it cannot be said that the Petitioner had no right to seek dissolution of a partnership which was stated to be “at will”. However, the submission of the Respondents that after dissolution the Petitioner has no right remaining in the affairs or assets of the Firm cannot be accepted in such a broad manner. Dissolution does not mean that all the rights of the partners immediately disappear. The assets of the Firm still have to be collected. The liabilities have to be dealt with. Accounts have to be prepared and settled. Pending matters have to be completed. These matters continue even after dissolution. In the present case, this becomes more important because the Deed has separate provisions concerning management of the Firm, bank accounts, liabilities, books of accounts, goodwill, and proceedings in the name of the Firm.

The Respondents have relied upon Clause 7 of the Deed. The said clause provides:

The wording of this clause gives authority to “The Continuing Partners” and “The Incoming Partners” to collect and recover the assets and claims of the Firm. It gives authority to settle accounts and matters relating to the Firm and to deal with its debts and claims in the manner stated there. Therefore, the submission of the Petitioner that the Respondents have no authority at all to take any step concerning the claims of the Firm cannot be accepted. Clause 7 does give authority to the partners for collection of assets, settlement of accounts, compromise of claims and institution of proceedings. However, Clause 7 cannot be looked at separately. The other provisions of the Deed have to be considered. Clause 11 deals with the manner in which the affairs of the Firm are to be carried on. It provides that the partners shall carry on the day to day affairs of the Firm in the best interest of the partners. It says that matters relating to “line of Business, finances, Place of business, Salaries, appointments etc., Shall be decided from time to time by both “The Continuing Partners” and “The Incoming Partners”. Therefore, the authority under Clause 7 cannot be understood to mean that one group of partners could take every important decision without involving the other group. This clause is relevant because the Petitioner was one of the “Incoming Partners”.

The same position can be seen from Clause 12. It provides:

This clause shows that the parties had not intended that the financial affairs of the Firm should be controlled only by one group of partners. The bank accounts were to be operated by both “The Continuing Partners” and “The Incoming Partners”. Therefore, to this extent, the Petitioner's grievance that the Incoming Partners were required to participate in the financial affairs of the Firm has some basis. Clause 16 provides:

Therefore, when an individual partner wants to take a loan or incur a liability, the Deed requires written concurrence of the other partner. The exact effect of this clause would depend upon the particular transaction which is questioned. Even then, the clause shows that the partners had agreed that one partner should not create liabilities. Therefore, the Petitioner's apprehension that the Respondents cannot create fresh liabilities in the name of the Firm contrary to the agreed terms cannot be said to be without any basis.

The Petitioner's grievance about the accounts gets some support from the Deed. The Deed does not prove that the Respondents did not maintain proper accounts after 2012. But Clause 17 requires proper books of accounts to be maintained. The books are to be available for inspection by the other partner and are to be audited every year by qualified auditors. Thus, the partners had provided for proper accounts, inspection and audit. The Petitioner has alleged that the accounts were not transparent. Whether that allegation is proved will depend upon the evidence and other material. At this stage the right to proper accounts and inspection cannot be ignored.

The Petitioner's claim relating to goodwill requires consideration. Clause 15 states:

Partnership deed shows that the goodwill was intended to belong to the Firm. The Petitioner claims an interest in the goodwill, receivables and other benefits of the Firm. This claim cannot be rejected only because the Petitioner's share was 5%. The extent of his financial entitlement is one question. His interest as a partner in the assets and goodwill of the Firm is another question. The Deed treats the goodwill as belonging to the Firm.

There is difficulty in the Petitioner's submission regarding the arbitration clause. The Petitioner says that his claims are arbitrable under Clause 18 of the Partnership Deeds. However, in the copy of the Deed dated 26 October 2012 placed before the Court, Clause 18 reads:

Clause 18 deals with retirement of a partner. Therefore, the Petitioner's submission that Clause 18 is the arbitration clause cannot be accepted on the basis of this particular Deed. It may be that the Petitioner is relying upon another Partnership Deed or another clause. But from the document before the Court, Clause 18 cannot be treated as an arbitration clause. The existence and scope of the arbitration agreement may have to be considered from the Partnership Deeds taken as a whole and from the arbitration proceedings referred to by the parties. But the Court cannot put an arbitration clause into a document where no such clause is found. Therefore, the Petitioner's submission regarding arbitrability has to be considered on the basis of the actual arbitration agreement relied upon by him.

The Respondents have relied upon Clause 20 of the Deed. The clause provides that the Firm shall sue and be sued in its own name and that “The Continuing Partners” and “The Incoming Partners” shall represent the Firm before Courts, Arbitrators and other authorities by signing the papers which are required. This clause is important while considering the Petitioner's prayer to stop the Respondents from dealing with the Mistry Arbitration. The parties agreed that the Firm would conduct its proceedings in its own name through its partners. Therefore, merely because the Respondents are taking steps in an arbitration concerning a claim of the Firm, such conduct cannot be called unlawful. At the same time, Clause 20 cannot mean that one partner or one group of partners can ignore all the other conditions in the Deed. The authority to represent the Firm has to be used along with the other provisions of the Deed. The Deed requires participation of both groups in important matters. It requires written concurrence where a partner incurs a loan or liability. It provides rights of inspection of accounts and records. Therefore, there is a difference between taking a necessary step for protecting or recovering an existing asset or claim of the Firm and taking a step which creates a fresh liability, gives up an important right, compromises a claim or causes financial prejudice to another partner.

The Petitioner's allegation that the Respondents are pursuing the Mistry Arbitration without his consent therefore has to be considere. If the Mistry Arbitration concerns an existing claim or defence of the Firm arising from the Development Agreement, every step taken in that arbitration cannot be treated as a fresh business transaction. A pending claim may be an asset or liability of the Firm. It may have to be dealt with while the affairs of the dissolved Firm are being completed. Therefore, merely because the Petitioner has issued a notice of dissolution, the Respondents cannot be said to be prohibited from taking every step which is necessary to protect an existing interest of the Firm. At the same time, the Petitioner's submission has substance to the extent that the Respondents cannot use the Mistry Arbitration for creating fresh and separate liabilities against the Firm or for giving up the Petitioner's rights concerning accounts and his interest in the Firm. Clause 7 permits settlement, compromise and institution of proceedings. But that power has to be used in the interest of the Firm and along with the other provisions of the Deed. The Respondents cannot rely upon Clause 7 to justify an act which is restricted under another provision of the same Deed.

The Respondents have submitted that the present Petition has been filed because of the Petitioner's relationship with his son, Usman, who is stated to be a majority partner in AHM. According to the Respondents, the Petition is collusive and has been filed with mala fide intention. This allegation cannot be treated as proved only from the material before the Court. An allegation of collusion requires some material showing an actual understanding or conduct of such nature. The fact that Usman is the Petitioner's son does not establish collusion. Therefore, in the absence of material, this submission of the Respondents is not sufficient to reject the Petition.

The Respondents have relied upon the fact that the Petitioner has only a 5% share in the Firm. The Deed shows that the Petitioner's profit-sharing share is 5%, whereas the other partners have larger shares. The shares recorded in the Deed include 25% for Mr. Saleh Mithiborwala, 24% for Mr. Javed R. Qureshi, 24% for Mr. Irshad R. Qureshi, 13% for Mr. Zaheer Ratansi and 5% for the Petitioner. The fact that the Petitioner has a smaller share does not mean that he has no rights under the Partnership Deed concerning the accounts, management, or assets of the Firm. The Deed gives rights and duties to the partners. Those rights are not stated to depend only upon the percentage of share.

The Respondents have stated that AHM objected to the appointment of first arbitrator as Sole Arbitrator by email dated 12 December 2025. According to them, the objection was raised because first arbitrator had earlier dealt with the dispute in his judicial capacity and the dispute arose from the same contracts. It is stated that first arbitrator recused on 18 December 2025 and thereafter second arbitrator recused. The parties were then required to approach this Court for orders and for appointment of another Arbitrator. These facts show that there have been changes in the arbitral process. They show that the constitution of the arbitral tribunal has not remained uninterrupted. But these facts, by, do not show that the Respondents are acting unlawfully in protecting or pursuing an existing claim of the Firm.

The main submission of the Petitioner is that after dissolution the Respondents cannot continue to represent the Firm as if the partnership was still continuing in the normal manner. Clause 2 says that the partnership was “at will”. The other clauses regulate the management and conduct of the Firm while the partnership continued. After dissolution, the position changes. The remaining matters have to be dealt with for settling and winding up the affairs of the Firm. Therefore, the Respondents cannot claim an unlimited right to continue business for their own benefit while ignoring the rights of the Petitioner in the dissolved Firm.

The Petitioner seeks to restrain the Respondents from “prosecuting, pursuing, negotiating, settling or otherwise dealing with” the Mistry Arbitration altogether. Such complete restraint cannot be granted merely because there are disputes between the partners. If the Mistry Arbitration concerns an existing right, claim, defence or liability of the Firm, some steps may be necessary for protecting that right. Stopping the proceedings may cause loss to the Firm. Therefore, the Court has to see the difference between an act which may prejudice the Firm and a step which is necessary for protecting an existing right or claim.

The same difficulty is there in the prayer seeking complete prohibition against the Respondents from dealing with all assets, receivables, claims, goodwill and other properties of the Firm. Clause 7 gives authority to “The Continuing Partners” and “The Incoming Partners” to collect assets, recover debts, settle accounts and institute proceedings. Therefore, a total prohibition against dealing with the Firm's assets would not be consistent with the terms of the Deed.

The prayer for disclosure of accounts is on a different footing. The Deed requires proper books of account, yearly audit and availability of the accounts for inspection by the other partner. The Petitioner has complained that the accounts have not been transparent from the time he became a partner in 2012. The Respondents have denied the allegations. At this stage, considering the clear provisions of the Deed, the request of the Petitioner for disclosure cannot be said to be unreasonable. Proper accounts showing the assets, liabilities, bank transactions, receivables and pending claims are necessary for knowing the affairs of the dissolved Firm and for settling the rights of the partners.

The prayer for preservation of records requires separate consideration. The books and records of the Firm are necessary to know what assets and liabilities existed, what transactions were made, what claims are pending and what amount may become payable to the partners. The Deed requires proper maintenance of books and records. If the records are destroyed, changed or withheld, it may become difficult to find out the true accounts of the Firm. The Respondents have not shown any provision in the Deed which gives them a right to destroy or alter such records. Therefore, preservation of the records and reasonable inspection of the same would protect the interest of both sides.

The appointment of a Receiver would interfere with the existing management of the Firm. It would change the present position before the rights of the parties are decided. The material before the Court does not show that the Respondents have transferred the assets of the Firm, withdrawn its funds for their own use, destroyed its records or taken any particular step showing immediate dissipation of the Firm's assets. The apprehension of the Petitioner without material showing immediate danger, is not sufficient to place the entire Firm and its assets in the hands of a Court Receiver.

The Petitioner's apprehension regarding possible dissipation of assets has to be considered with the safeguards provided in the Deed. Clause 16 restricts an individual partner from taking a loan or incurring a liability without written concurrence. Clause 12 provides that the bank accounts are to be operated by both “The Continuing Partners” and “The Incoming Partners”. Clause 17 requires proper maintenance, inspection, and audit of the books. These provisions provide some protection to the partners. Therefore, on the material available, it is not necessary to immediately remove the management from the partners and place the entire Firm under a Receiver.

Clause 24 of the Deed is relevant. It states:

This means that the rights and duties of the parties cannot be decided only by looking at one clause of the 2012 Deed. The earlier Deed dated 17 January 2005 continues to apply to the extent it has not been changed or modified by the 2012 Deed. Therefore, both Deeds have to be read together while considering the rights of the parties. Clause 25 provides that where there is no specific provision in the Deed, the parties shall be governed by the provisions of the Indian Partnership Act, 1932 and the amendments made to it from time to time. Therefore, the terms of the Partnership Deeds and the applicable law have to be considered together. The fact that the Firm is a partnership at will does not mean that all rights and duties concerning the settlement of the Firm immediately come to an end after dissolution.

On considering the entire material, I find that the Petitioner's submission that he continues to have an interest in the assets, receivables, goodwill, and accounts of the Firm has substance. His 5% share does not take away those rights. I find that his request for proper disclosure of accounts and preservation of records is supported by the terms of the Deed. At the same time, the Respondents are correct in saying that the Firm was a partnership at will. The Deed says that “the duration of the said partnership shall be at will”. But this does not give the Respondents an unrestricted right to create liabilities, dispose of assets or act contrary to the other provisions of the Partnership Deed.

I find that the Petitioner's allegation that the Respondents are pursuing the Mistry Arbitration unilaterally does not justify stopping every step in that arbitration. Clause 7 gives authority to the partners to collect the Firm's assets, settle its claims and institute proceedings. Clause 20 provides for representation of the Firm before Courts and Arbitrators. Therefore, a pending arbitration concerning an existing right or claim of the Firm may be pursued for protecting or realising that right. The Petitioner cannot say that every step in the Mistry Arbitration becomes unlawful merely because he has dissolved the partnership. However, the Respondents cannot use the Mistry Arbitration as a means to create fresh liabilities against the Firm, give up a substantial claim of the Firm, compromise the rights of the Firm, dispose of its assets or otherwise prejudice the Petitioner's interest without following the requirements of the Partnership Deeds and the applicable law. Such acts would have to be considered according to the particular facts and the specific provision of the Deed involved. The general authority under Clause 7 cannot be treated as permission to ignore the other clauses of the Deed.

I find that there is no sufficient material to justify appointment of a Court Receiver over the entire affairs and assets of the Firm. Such an order would interfere with the existing arrangement between the partners. The material before the Court shows serious disputes between the parties. But it does not establish any specific and immediate act of dissipation of assets which makes appointment of a Receiver necessary. The apprehension of the Petitioner is therefore not sufficient to grant such extraordinary relief. In my view, the proper course at this stage is to protect the assets and records of the Firm, ensure proper disclosure and transparency of the accounts and prevent any unilateral act which may prejudice the rights of either party. At the same time, the steps in the Mistry Arbitration which are necessary for protecting an existing claim or defence of the Firm should not be stopped. This course is more consistent with the Partnership Deeds and protects the interests of both sides until the disputes are decided.

Accordingly, the Petition deserves to be allowed only to the extent necessary for preservation and protection of the assets, records and accounts of the Firm. The Petitioner's prayer for a complete restraint against the Respondents from prosecuting or dealing with the Mistry Arbitration in every manner cannot be granted on the material available. Similarly, the prayer for immediate appointment of a Court Receiver over the entire Firm and its assets is not made out. The parties shall continue to be governed by the terms of the Partnership Deeds and the applicable law while dealing with the affairs and winding up of the dissolved Firm.

In view of the foregoing discussion and for the reasons recorded hereinabove, the following order is passed:

ii) The Respondents shall maintain status quo in respect of the assets, properties, bank accounts, receivables, goodwill, books of accounts, records and documents of M/s. Associated Construction Co. and shall not create any third-party rights, alienate or encumber the assets of the Firm, except in the course of taking necessary steps for protection and recovery of the existing assets and claims of the Firm;

iii) The Respondents shall not create any fresh liability in the name of the Firm or compromise, relinquish or settle any substantial claim or right of the Firm in a manner which may prejudice the share or interest of the Petitioner, without complying with the requirements of the Partnership Deeds and applicable law;

iv) The Respondents shall preserve all books of accounts, correspondence, electronic records, agreements, pleadings and other documents relating to M/s. Associated Construction Co. and the Mistry Arbitration. They shall not destroy, tamper with, alter or remove any such records;

vi) The Respondents shall disclose on affidavit complete particulars of the assets, properties, liabilities, bank accounts, transactions, receivables, claims, contingent liabilities and pending proceedings of the Firm from 26 October 2012 till date. Such disclosure shall include particulars of the Mistry Arbitration and the steps taken therein;

vii) The Respondents shall maintain proper accounts of the affairs of the Firm and shall make the same available for inspection by the Petitioner in accordance with the terms of the Partnership Deeds;

viii) The Respondents are not restrained from taking such steps in the Mistry Arbitration as may be reasonably necessary for protecting the existing rights, claims or defences of the Firm. However, they shall not, without complying with the Partnership Deeds and applicable law, create any fresh liability, relinquish any substantial claim or otherwise take any irreversible step prejudicial to the rights and interest of the Petitioner;

ix) The prayer for appointment of a Court Receiver over the entire affairs and assets of M/s. Associated Construction Co. is rejected at this stage;

xi) Liberty is granted to the Petitioner to approach this Court for appropriate interim relief if any subsequent act of the Respondents gives rise to a genuine and immediate apprehension of dissipation of the assets of the Firm or prejudice to the Petitioner's rights;

xii) All observations made herein are for the purpose of deciding the present interim reliefs and shall not prejudice the final adjudication of the disputes by the competent Arbitral Tribunal;

xiii) The Petition stands disposed of in the above terms.

Xiv) There shall be no order as to costs.