w w w . L a w y e r S e r v i c e s . i n



Ladymoon Towers Private Limited V/S Mahendra Investment Advisors Private Limited


Company & Directors' Information:- C & C TOWERS LIMITED [Active] CIN = U45206HR2009PLC038928

Company & Directors' Information:- MAHENDRA INVESTMENT ADVISORS PRIVATE LIMITED [Active] CIN = U67190TG2004PTC058625

Company & Directors' Information:- P V T INVESTMENT LIMITED [Amalgamated] CIN = U74899DL1988PLC121600

Company & Directors' Information:- S P ADVISORS PVT LTD [Active] CIN = U74140WB1996PTC078207

Company & Directors' Information:- P V T INVESTMENT LTD [Not available for efiling] CIN = U67120PB1988PLC008068

Company & Directors' Information:- S T INVESTMENT PRIVATE LIMITED [Amalgamated] CIN = U65993WB1990PTC050032

Company & Directors' Information:- H M TOWERS PRIVATE LIMITED [Active] CIN = U85110KA1996PTC020382

Company & Directors' Information:- H. L. INVESTMENT COMPANY LIMITED [Amalgamated] CIN = U65990WB1975PLC128186

Company & Directors' Information:- Q INDIA INVESTMENT ADVISORS PRIVATE LIMITED [Active] CIN = U67190MH2005PTC156790

Company & Directors' Information:- R K TOWERS INDIA PRIVATE LIMITED [Active] CIN = U74899DL1976PTC008446

Company & Directors' Information:- M M INVESTMENT PRIVATE LIMITED [Converted to LLP] CIN = U65921CT2008PTC020533

Company & Directors' Information:- G. N. G. INVESTMENT LIMITED [Active] CIN = U65910GJ1981PLC004128

Company & Directors' Information:- A S G S INVESTMENT PRIVATE LIMITED [Active] CIN = U74120DL2008PTC173938

Company & Directors' Information:- G L INVESTMENT PVT LTD [Active] CIN = U65993WB1991PTC051072

Company & Directors' Information:- C & C INVESTMENT LTD [Active] CIN = U67120AS1976PLC001654

Company & Directors' Information:- S M S INVESTMENT CORPORATION PRIVATE LIMITED [Active] CIN = U74899DL1963PTC003988

Company & Directors' Information:- V R V INVESTMENT PRIVATE LIMITED [Active] CIN = U67120WB1985PTC039793

Company & Directors' Information:- S P INVESTMENT PVT LTD [Active] CIN = U70109WB1961PTC025099

Company & Directors' Information:- R H INVESTMENT PRIVATE LIMITED [Active] CIN = U99999MH1978PTC020633

Company & Directors' Information:- T N B INVESTMENT PRIVATE LIMITED [Active] CIN = U74899DL1986PTC025590

Company & Directors' Information:- A R S INVESTMENT PVT LTD [Active] CIN = U65993WB1990PTC048513

Company & Directors' Information:- V B ADVISORS PRIVATE LIMITED [Active] CIN = U74140DL2004PTC124365

Company & Directors' Information:- D D TOWERS PRIVATE LIMITED [Active] CIN = U45200PB2005PTC028227

Company & Directors' Information:- V P INVESTMENT PRIVATE LIMITED [Active] CIN = U74899DL1983PTC015714

Company & Directors' Information:- INDIA INVESTMENT ADVISORS PRIVATE LIMITED [Strike Off] CIN = U65923MH2012PTC229802

Company & Directors' Information:- D N J INVESTMENT ADVISORS PRIVATE LIMITED [Active] CIN = U65993TG2006PTC051676

Company & Directors' Information:- R R TOWERS PRIVATE LIMITED [Active] CIN = U45201DL2001PTC112814

Company & Directors' Information:- S M D INVESTMENT LIMITED [Strike Off] CIN = U65993TN1995PLC033139

Company & Directors' Information:- G R D INVESTMENT PVT LTD [Amalgamated] CIN = U67120WB1980PTC032727

Company & Directors' Information:- C AND N INVESTMENT PRIVATE LIMITED [Active] CIN = U74899DL1983PTC015710

Company & Directors' Information:- S G M ADVISORS PRIVATE LIMITED [Active] CIN = U74120DL2008PTC173485

Company & Directors' Information:- R INVESTMENT PRIVATE LIMITED [Strike Off] CIN = U65993TZ1988PTC002181

Company & Directors' Information:- H N G L INVESTMENT PRIVATE LIMITED [Active] CIN = U74899DL1995PTC066774

Company & Directors' Information:- M B TOWERS PRIVATE LIMITED [Active] CIN = U65991UP1996PTC020736

Company & Directors' Information:- K M S INVESTMENT PRIVATE LIMITED [Active] CIN = U67120UP1993PTC015287

Company & Directors' Information:- U M INVESTMENT PVT LTD [Active] CIN = U70101WB1979PTC032160

Company & Directors' Information:- A S T INVESTMENT PRIVATE LIMITED [Strike Off] CIN = U67120DL1996PTC082812

Company & Directors' Information:- K P TOWERS PRIVATE LIMITED [Active] CIN = U70101RJ1997PTC013828

Company & Directors' Information:- V I P TOWERS PVT LTD [Amalgamated] CIN = U45201WB1996PTC079615

Company & Directors' Information:- B N E INVESTMENT LTD [Not available for efiling] CIN = U67120WB1974PLC029360

Company & Directors' Information:- K S J INVESTMENT COMPANY PRIVATE LIMITED [Strike Off] CIN = U74899DL1994PTC061335

Company & Directors' Information:- P T INVESTMENT PVT LTD [Strike Off] CIN = U65999WB1995PTC067065

Company & Directors' Information:- K. S. R. INVESTMENT LIMITED [Strike Off] CIN = U65992UP1988PLC010253

Company & Directors' Information:- S. L. TOWERS PRIVATE LIMITED [Active] CIN = U70200WB2019PTC235260

Company & Directors' Information:- K R TOWERS PRIVATE LIMITED [Active] CIN = U70103OR2020PTC033380

Company & Directors' Information:- J K TOWERS PRIVATE LIMITED [Active] CIN = U45209WB2008PTC124220

Company & Directors' Information:- 1-0 ADVISORS INDIA PRIVATE LIMITED [Active] CIN = U74140RJ2013FTC042564

Company & Directors' Information:- MAHENDRA (INDIA) LIMITED [Active] CIN = U17114GJ1990PLC013483

Company & Directors' Information:- J T INVESTMENT PVT LTD [Strike Off] CIN = U65923WB1979PTC032344

Company & Directors' Information:- G. K. ADVISORS PRIVATE LIMITED [Active] CIN = U74140MP2007PTC019317

Company & Directors' Information:- P & O ADVISORS PRIVATE LIMITED [Strike Off] CIN = U74120MH2012PTC235204

Company & Directors' Information:- R K INVESTMENT LTD [Strike Off] CIN = U65993WB1969PLC027398

Company & Directors' Information:- N M G C INVESTMENT PRIVATE LIMITED [Strike Off] CIN = U74899DL1982PTC014603

Company & Directors' Information:- G S ADVISORS PRIVATE LIMITED [Active] CIN = U51909WB2008PTC131597

Company & Directors' Information:- T M INVESTMENT CO PVT LTD [Active] CIN = U67120WB1971PTC028172

Company & Directors' Information:- S. A. F. INVESTMENT LIMITED [Active] CIN = U67120DL1997PLC088611

Company & Directors' Information:- H K (INVESTMENT) COMPANY PRIVATE LIMITED [Active] CIN = U65990GJ1950PTC000511

Company & Directors' Information:- B. P. ADVISORS PRIVATE LIMITED [Active] CIN = U74140WB2009PTC133516

Company & Directors' Information:- P N INVESTMENT PRIVATE LIMITED [Under Liquidation] CIN = U65910GJ1988PTC010715

Company & Directors' Information:- INVESTMENT CORPORATION LIMITED [Under Liquidation] CIN = U65993KL1942PLC000449

Company & Directors' Information:- D. P. TOWERS PRIVATE LIMITED [Strike Off] CIN = U45201DL1987PTC027884

Company & Directors' Information:- M J ADVISORS PRIVATE LIMITED [Strike Off] CIN = U65999WB1999PTC088689

Company & Directors' Information:- S R M INVESTMENT PVT LTD [Strike Off] CIN = U67120WB1979PTC031888

Company & Directors' Information:- A TO Z INVESTMENT PVT LTD [Dissolved] CIN = U67120WB1988PTC044464

Company & Directors' Information:- S N TOWERS PRIVATE LIMITED [Active] CIN = U70109WB2010PTC142785

Company & Directors' Information:- A AND A ADVISORS PRIVATE LIMITED [Active] CIN = U74999PB2001PTC024158

Company & Directors' Information:- R J INVESTMENT PRIVATE LIMITED [Active] CIN = U67120MH1976PTC018954

Company & Directors' Information:- A AND A ADVISORS PRIVATE LIMITED [Active] CIN = U74110PB2001PTC024158

Company & Directors' Information:- B N K INVESTMENT CO PVT LTD [Active] CIN = U65993WB1971PTC028169

Company & Directors' Information:- A D INVESTMENT CO PVT LTD [Active] CIN = U67120WB1971PTC028170

Company & Directors' Information:- M K TOWERS PRIVATE LIMITED [Active] CIN = U74899DL1994PTC060144

Company & Directors' Information:- S S TOWERS PRIVATE LIMITED [Active] CIN = U74899DL1994PTC060157

Company & Directors' Information:- K C TOWERS PRIVATE LIMITED [Active] CIN = U74899DL1994PTC060163

Company & Directors' Information:- K J TOWERS PRIVATE LIMITED [Active] CIN = U74899DL1994PTC060174

Company & Directors' Information:- A TO Z ADVISORS PRIVATE LIMITED [Converted to LLP] CIN = U74140DL2005PTC143215

Company & Directors' Information:- T D INVESTMENT CO PVT LTD [Strike Off] CIN = U65921CH1987PTC007637

Company & Directors' Information:- C G K INVESTMENT P LTD [Strike Off] CIN = U65910AP1986PTC006088

Company & Directors' Information:- S B TOWERS PRIVATE LIMITED [Strike Off] CIN = U45400WB2008PTC124856

Company & Directors' Information:- LADYMOON TOWERS PRIVATE LIMITED [Active] CIN = U70109WB2012PTC177331

Company & Directors' Information:- R M G ADVISORS PRIVATE LIMITED [Active] CIN = U74140MH2000PTC124952

Company & Directors' Information:- L D INVESTMENT COMPANY PVT LTD [Strike Off] CIN = U65921HP1988PTC008425

Company & Directors' Information:- R M S ADVISORS PRIVATE LIMITED [Strike Off] CIN = U74120UP2014PTC065507

Company & Directors' Information:- R N TOWERS PVT LTD [Active] CIN = U74899DL1988PTC030737

Company & Directors' Information:- J & J ADVISORS PRIVATE LIMITED [Strike Off] CIN = U74140HR2008PTC038128

Company & Directors' Information:- G K INVESTMENT PRIVATE LIMITED [Active] CIN = U65993TZ1987PTC001919

Company & Directors' Information:- G V INVESTMENT PRIVATE LIMITED [Active] CIN = U65993TZ1987PTC001920

Company & Directors' Information:- B C K H INVESTMENT CO PVT LTD [Active] CIN = U67120MH1982PTC026819

Company & Directors' Information:- H V INVESTMENT PRIVATE LIMITED [Active] CIN = U67120MH1997PTC107686

Company & Directors' Information:- J & D ADVISORS PRIVATE LIMITED [Strike Off] CIN = U93090MH2008PTC177244

Company & Directors' Information:- M F ADVISORS PRIVATE LIMITED [Converted to LLP and Dissolved] CIN = U74140MH2007PTC172408

Company & Directors' Information:- F. S. ADVISORS PRIVATE LIMITED [Active] CIN = U74140MH2008PTC182851

Company & Directors' Information:- V S ADVISORS (INDIA) PRIVATE LIMITED [Active] CIN = U67190PN2010PTC136930

Company & Directors' Information:- A & S ADVISORS PRIVATE LIMITED [Active] CIN = U74999MH2013PTC250538

Company & Directors' Information:- Y K ADVISORS PRIVATE LIMITED [Active] CIN = U74999MH2015PTC260934

Company & Directors' Information:- M L INVESTMENT PVT LTD [Strike Off] CIN = U67120WB1979PTC032180

Company & Directors' Information:- P & C TOWERS PRIVATE LIMITED [Active] CIN = U45400DL2008PTC183330

Company & Directors' Information:- R R ADVISORS PRIVATE LIMITED [Active] CIN = U45400DL2010PTC209062

Company & Directors' Information:- M R TOWERS PRIVATE LIMITED [Active] CIN = U74899DL1989PTC035352

Company & Directors' Information:- R V TOWERS PRIVATE LIMITED [Active] CIN = U45400DL2011PTC222351

Company & Directors' Information:- V & V ADVISORS PRIVATE LIMITED [Active] CIN = U74140DL2011PTC215351

Company & Directors' Information:- COMPANY INDIA ADVISORS PRIVATE LIMITED [Active] CIN = U74140DL2011PTC227385

Company & Directors' Information:- S A & CO ADVISORS PRIVATE LIMITED [Active] CIN = U74140DL2015PTC281281

Company & Directors' Information:- S & G INVESTMENT COMPANY PRIVATE LIMITED [Active] CIN = U65100DL2012PTC244271

Company & Directors' Information:- M R T ADVISORS PRIVATE LIMITED [Strike Off] CIN = U65100DL2014PTC271000

Company & Directors' Information:- D P N C ADVISORS PRIVATE LIMITED [Active] CIN = U74900DL2012PTC237936

Company & Directors' Information:- E TO E INVESTMENT ADVISORS PRIVATE LIMITED [Active] CIN = U67190KA2009PTC050537

Company & Directors' Information:- B AND W ADVISORS PRIVATE LIMITED [Active] CIN = U74999RJ2020PTC071422

Company & Directors' Information:- MAHENDRA LTD [Strike Off] CIN = U45201WB1943PLC011234

Company & Directors' Information:- S B INVESTMENT PVT LTD [Liquidated] CIN = U99999RJ1959PTC001090

Company & Directors' Information:- R AND P INVESTMENT PVT LTD [Strike Off] CIN = U67120PB1995PTC016124

Company & Directors' Information:- M M B INVESTMENT PRIVATE LIMITED [Active] CIN = U65993RJ1996PTC012698

Company & Directors' Information:- M G A INVESTMENT COMPANY PRIVATE LIMITED [Strike Off] CIN = U99999MH1980PTC022406

Company & Directors' Information:- D S N INVESTMENT PVT LTD [Strike Off] CIN = U65993TG1988PTC008554

Company & Directors' Information:- V C ADVISORS PRIVATE LIMITED [Strike Off] CIN = U74140KA2006PTC040359

Company & Directors' Information:- V. I INVESTMENT PVT LTD [Strike Off] CIN = U67120HR1988PTC030206

Company & Directors' Information:- R J P INVESTMENT PRIVATE LIMITED [Strike Off] CIN = U65993GJ1981PTC004678

Company & Directors' Information:- D D P INVESTMENT PRIVATE LIMITED [Strike Off] CIN = U65910GJ1981PTC004695

Company & Directors' Information:- C J P INVESTMENT PVT LTD [Strike Off] CIN = U99999GJ1981PTC004662

Company & Directors' Information:- M P INVESTMENT CO PRIVATE LIMITED [Under Process of Striking Off] CIN = U65993KA1974PTC002646

Company & Directors' Information:- INVESTMENT COMPANY PRIVATE LIMITED [Dissolved] CIN = U65990KL1946PTC000461

Company & Directors' Information:- INVESTMENT CORPORATION LIMITED [Not available for efiling] CIN = U99999MH1943PLC007730

    IA No. GA/4/2021 in CS/99/2020

    Decided On, 13 August 2021

    At, High Court of Judicature at Calcutta

    By, THE HONORABLE JUSTICE: MOUSHUMI BHATTACHARYA

    For Petitioner: Shailendra Jain and Swati Agarwal, Advocates And For Respondents: Jishnu Chowdhury, Aritra Basu, Abhijit Sarkar and Souradeep Banerjee, Advocates.



Judgment Text


1. The present application is for return of the plaint and for dismissal of the suit. The issue which arises for decision is whether the suit, filed before a Commercial Division of this Court, should be tried under the provisions of The Commercial Courts Act, 2015 or be heard as a regular suit.

2. The plaintiff complains about the conduct of the defendant in not filing the written statement and seeking to take advantage of such by having the suit transferred to a regime with more liberal timelines. The defendant insists that the want of jurisdiction of the Commercial Division can be urged at any point of time and should be decided by this Court before the suit proceeds any further. The claim in the suit is for recovery of money advanced by the plaintiff to the defendant as a short term financial accommodation with an accrued rate of interest. The plaintiff has claimed a decree for Rs. 64,50,000/- along with accrued interest.

3. The defendant vigorously argues that the suit cannot be classified as a commercial suit as the dispute between the parties is not a commercial dispute, as defined in the Act. A "commercial dispute" has been defined under Section 2(1)(c) as a dispute arising out of a broad spectrum of transactions and agreements qualified by an explanation which provides an action for recovery of immovable property or for realisation of monies or where one of the contracting parties is the State or a Private body carrying on public functions the dispute shall not cease to be a commercial dispute within the meaning of Section 2(1)(c). The thrust of the present matter is whether the dispute in the suit falls within Section 2(1)(c)(i) which is set out below:-

"2(1)

...................

(c). "Commercial dispute" means a dispute arising out of--

(i) ordinary transactions of merchants, bankers, financiers and traders such as those relating to mercantile documents, including enforcement and interpretation of such documents;

................"

4. In order to ascertain whether the present dispute qualifies as a "commercial dispute" within the purview of the Act, it is necessary to break down the classes of persons and transactions contemplated in the above clause. Since clauses (ii) to (xxii) do not apply in this case, the construction of 2(1)(c)(i) falls for consideration in the present case.

".......... Ordinary transactions of merchants, bankers, financiers and traders .............".

5. The statements in the plaint make it evident that the Directors of the plaintiff and the defendant were known to each other which served as a reason for the plaintiff to part with Rs. 50 lakhs by way of a short-term loan. The Memorandum of Association of the plaintiff which is annexed to the plaint states that the plaintiff carries on business of acquisition by purchase, lease, etc., for development of land and buildings. The Objects of the Plaintiff Company provide that the plaintiff carries on real estate and construction business. It is hence evident that the plaintiff's regular business is not of lending money and the plaint also does not contain any statement to that effect. The loan given by the plaintiff to the defendant was based on a familiarity between the Directors of the parties and can hence be assumed that the loan was in the nature of what is occasionally referred to as a "hand-loan" and was not given in the regular course of business or as a commercial loan. This assumes importance in the difference recognised under Section 34 of The Code of Civil Procedure, 1908 between the rate of interest to be adjudged on a decree for payment of money and a liability arising out of a commercial transaction. The aforesaid would find support from Manesh Rajkumar Kanhed vs. Ramesh Bhagwansa Walale : AIR 2007 Bom 86, wherein it was held that taking of a "hand-loan" for starting a business of agency cannot come within the four-corners of the definition of a commercial transaction. Dena Bank vs. Prakash Birbhan Katariya : AIR 1994 Bom 343 also rejected the idea of a loan advanced for the construction of a hospital being termed as a commercial transaction.

"Merchants"

6. P. Ramanatha Aiyar's The Law Lexicon, 2nd Edition, Reprint 2010 defines a "merchant" as one who buys and trades in anything and as merchandise includes all goods and wares exposed to sale in fairs or markets. The definition of merchant extends to all sorts of traders, buyers and sellers.

"Bankers"

7. In Halsbury's Laws of England, Fourth Edition, Volume 3, a banker has been defined as one who is involved in the business of receipt of money on current or deposit account and the payment of cheques drawn by and the collection of cheques paid in by a customer. Section 5(b) of The Banking Regulation Act, 1949 defines the work of a Banker on the same lines.

"Traders"

8. The commonly accepted definition of a "trader" is one who trades in goods, buys goods and sells them at a profit. Black's Law Dictionary, Eighth Edition, also defines a trader as one who sells goods substantially in the form in which they are bought or as a member of a stock exchange, buys and sells securities on the exchange floor or one who buys and sells commodities and commodity futures for others or for his/her own account in anticipation of a speculative profit.

"Financiers"

9. The Oxford Universal Dictionary Illustrated defines a "Financier" as an administrator, collector or farmer of taxes or one who is skilled in levying and managing public money or as a capitalist concerned in financial operations. The definition proceeds to clarify that the objects of a financier are to secure an ample revenue.

10. The above definitions would make it clear that the dispute between the plaintiff and the defendant, which arises out of a loan given by the plaintiff to the defendant on the basis of a personal relation of familiarity, cannot be brought under the individual definitions of a transaction between either merchants, bankers, financiers and traders, used disjunctively.

"Commercial Action"

11. Punjab University vs. Unit Trust of India : (2015) 2 SCC 669, set out the definition of the term 'commercial' as defined in Stroud's Judicial Dictionary. Under this definition, commercial action was meant to include any cause arising out of the ordinary transactions of merchants and traders and without prejudice to the generality of the foregoing words, any cause relating to the construction of a mercantile document, the export or import of merchandise, affreightment, insurance, banking, mercantile agency and mercantile usage. The decision also explained that the words "commercial purpose" would cover an undertaking the object of which is to make a profit out of the undertaking.

"Mercantile documents"

12. The Delhi High Court in Kailash Devi Khanna vs. DD Global Capital Ltd.; held that all suits for recovery of monies cannot brought under Section 2(1)(c)(i) of the Act where the suit is not based on any transaction relating to mercantile documents. The Bombay High Court in Bharat Huddanna Shetty vs. Ahuja Properties & Developers; (Interim Application (L) No. 14350 of 2021) rejected the contention that the suit should be treated as a commercial summary suit on the mandate that the transaction had occurred between merchants, bankers, financiers and traders and further clarified that transactions between individuals where the plaintiff gives a friendly loan to a needy friend will not be seen as a transaction in the course of ordinary business. The Madras High Court in R. Kumar vs. T.A.S. Jawahar Ayya (C.S. No. 431 of 2019) was of the view that since the plaintiffs did not transact in the capacity of financiers, the dispute was not a "commercial dispute" and that an ordinary transaction of the four classes of persons mentioned in 2(1)(c)(i) arising out of mercantile documents alone would fall within the definition of a commercial dispute. The Calcutta High Court in Associated Power Co. Ltd. vs. Ram Taran Roy : AIR 1970 Cal 75 focused its gaze on a "mercantile document" within the meaning of the First Schedule of the City Civil Court Act, 1953 as a document between merchants and traders where the construction, interpretation and meanings of words and clauses of the mercantile documents would assume significance.

13. It should also be pointed out that the words used in sub-clause (i) of clause (c) are "ordinary transactions of merchants, bankers, financiers and traders such as those relating to mercantile documents .........". The placement of the underlined words between ordinary transactions of the named persons and the mercantile documents indicates that all transactions between the specified classes of persons will not result in a "commercial dispute" where the transaction does not relate to mercantile documents. Hence, only a dispute arising out of a transaction between the named classes of persons which has been formalised by way of a mercantile document will be a "commercial dispute" under Section 2(1)(c)(i) of the 2015 Act.

14. The second part of sub-clause (i) of clause (c) "............ including enforcement and interpretation of such documents;" has often missed out any assessment of whether a dispute is a "commercial dispute" under this sub-clause. Associated Power considered this aspect of the matter, namely, whether the dispute involving the construction, interpretation and meaning of words and clauses of the mercantile documents, could be a "commercial dispute" on this basis.

15. The case-law on the subject would indicate that a mercantile document is a document used in a transaction or in relation to a transaction between merchants, bankers, financiers and traders. In the present case, the statements in the plaint make it clear that the plaintiff lent money to the defendant by way of an oral understanding without formalising or reducing such understanding in writing. The plaint does not plead the existence of any agreement, much less a written agreement involving a mercantile document.

16. South City Projects (Kolkata) Ltd. vs. Ideal Real Estates Pvt. Ltd.; (C.S. 255 of 2019), a decision of a learned Single Judge of this court shown on behalf of the plaintiff can be referred to in respect of what would constitute a "commercial dispute" under the provisions of the 2015 Act can be distinguished from the present case since the defendant in South City Projects did not dispute that the claim in the suit was a "commercial dispute". The plaintiff had even obtained registration under the Bengal Money-Lenders Act, 1940 in the facts of that case. The Objects clause in the Memorandum of Association of the plaintiff in that case also permitted the plaintiff to lend an advance money which the court took into account and held that the transaction was, therefore, within the scope of the business of the plaintiff.

17. Clause 14 of the Objects clause of the plaintiff-company in the present case allows the plaintiff to invest money out of the surplus funds of the plaintiff-company in a manner as the plaintiff may deem fit. This clause cannot be construed to mean that the plaintiff is in the business of giving loans or lending money for the simple reason that a loan cannot be equated to an investment. It can even be said that a loan and an investment are antithetical and are mutually destructive in concept in the light of the expected end-result.

18. Although a point has been taken with regard to the decisions shown on behalf of the defendant as only being between individuals, it may be noted that Section 2(1)(c)(i) speaks in a language which is group-neutral, that is no distinction is made between transactions between individuals and companies or those between individuals and juristic entities.

19. The above discussion as to what would constitute a "commercial dispute" under the options contemplated in Section 2(1)(c) of the Act is important since courts generally tend to accept the listing of matters before the Commercial Division or the Commercial Appellate Division of a High Court, as correct. The categorizations of matters before these Benches are usually done by the concerned Department or by the occasional assessment by the concerned court where a party takes objection to such classification. The two indices which form the basis of the decision as to the classification of a matter are (a) whether the dispute is a "commercial dispute"; and if held to be in the affirmative (b) whether the Specified Value of the subject-matter of the commercial dispute. Since the 2015 Act prescribes a different procedural regime for adjudication of commercial matters in line with the Statement of Objects and Reasons of the Act, it is only desirable that a court undertakes an enquiry in fit cases as to whether the matter should be listed before the Commercial Division before going into the merits of the case.

20. The definition section of the 2015 Act only contemplates a "commercial dispute" and not any other form of dispute where the basis of disagreement between the parties has a non-commercial cause. The gradation of disputes in Section 2(1)(c) taking into account all possible forms of agreements from which a "commercial dispute" may arise, makes it clear that the framers of the statute gave emphasis on the commercial flavour of the transaction as opposed to agreements entered into between parties without a commercial purpose. The qualification of the person being a Merchant, Banker, Trader or Financier imparts an unimpeachable commercial flavour to the transaction and the resulting dispute. The Insolvency and Bankruptcy Code, 2016, for example, defines a dispute from a broader perspective as any suit or arbitration proceedings relating to an existing debt-Section 5(6)(a). The commercial purpose would generally mean a transaction by which a person's commercial or economic interests may be advanced and would result in an economic benefit to that person. It would not include an agreement where profit-making is an incidental outcome of the transaction or may happen by accident. Although, a "hand loan", for example, is given by a person or entity to another with the expected outcome of the principal sum being returned with interest, the essential commercial flavour in such a loan may be lost by reason of the informal terms under which the money is lent and advanced and the consequent uncertainty which may result therefrom. The requirement of fixing the transaction within the ambit of Section 2(1)(c)(i), namely, between the named classes of persons can be construed being in aid of what the Act intends to cut down, namely, unnecessary wastage of time on ascertaining whether a dispute is a commercial dispute. The exhaustive categories of agreements in 2(1)(c)(i)-(xxii) leaves no doubt that th

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e 2015 Act seeks to bring within its fold an inclusive range of disputes where the underlying purpose of the transaction is a commercial interest of the parties. 21. Since it has been found that none of the criteria mentioned in Section 2(1)(c)(i) of the Act has been met by the factual conspectus in the present case, C.S. 99 of 2020 is directed to be de-listed from the Commercial Division and transferred to the appropriate list governing the hearing of ordinary suits. Although the defendant has failed to act in accordance with the timelines prescribed under The Commercial Courts Act, 2015 and now seeks to take advantage of the comparatively liberal time frames of a regular suit, the defendant cannot be pinned down to the rigours of the 2015 Act if it is found that the suit does not arise out of a commercial dispute under the provisions of the 2015 Act. 22. G.A. 4 of 2021 is accordingly allowed. 23. The plaint filed in C.S. 99 of 2020 is returned from the Commercial Division to the appropriate Bench. 24. The defendant shall comply with the directions passed by the learned Single Judge on 23rd December, 2020 and 3rd February, 2021, which facts were noted by this court in the order dated 14th July, 2021. The defendant shall comply within a week from date. The defendant cannot take advantage of the present application by not complying with the earlier orders, particularly when the application has been filed one year after the institution of the suit. 25. Parties shall be at liberty to apply for listing of this matter together with all connected applications before the appropriate Bench.
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