Delhi District Court
Abdul Basit Siddiqui vs Aruna Sales Pvt. Ltd on 7 May, 2026
IN THE COURT OF SH. PANKAJ ARORA:
DISTRICT JUDGE-16, CENTRAL DISTRICT:
TIS HAZARI COURTS: DELHI
CSDJ No. 1057/2019
CNR No. DLCT01-014071-2019
Shri Abdul Basit Siddiqui
S/o. Shri Abdul Majid Siddique
R/o. 4480-81, 7/20, Street Makhan Lal,
Ansari Road, Daryaganj New Delhi. Plaintiff
Versus
M/s. Aruna Sales Pvt. Ltd.
A company registered under the companies Act
Having its registered office at 115, Defence Enclave
Vikas Marg, New Delhi-110092
Through its Director
Mr. Kailash Nath Chaturvedi Defendant
Date of Institution : 15.10.2019
Date of Arguments : 23.04.2026
Date of judgment : 07.05.2026
SUIT FOR SPECIFIC PERFORMANCE AND INJUNCTION.
JUDGMENT
1. The case of the plaintiff, as per the plaint, is that the defendant is a Private Limited Company engaged in the business of construction as builders and developers. The defendant, through its Director, entered into an agreement for sale and purchase with the plaintiff vide receipt dated 22.12.2005, whereby the defendant agreed to sell the first floor with terrace rights of property bearing No. 3519, Kucha Lal Man, Daryaganj, New Delhi (hereinafter referred to as "suit property") for a total sale consideration of Rs.15,00,000/-. At the time of execution of the said receipt, the defendant received a sum of Rs.5,00,000/- in advance CSDJ No. 1057/2019 Abdul Basit Siddiqui V/s. M/s. Aruna Sales Pvt. Ltd. Page no. 1 of 14 Digitally signed by PANKAJ PANKAJ ARORA ARORA Date:
2026.05.08 15:49:02 +0530 towards the sale consideration of the said property. The balance sale consideration was to be paid by the plaintiff to the defendant on or before 30th January, 2006, failing which a sum of Rs.1,00,000/- was liable to be forfeited and the balance amount was to be refunded. The said Agreement/Receipt was executed on the letterhead of the defendant company and was duly signed and executed by the defendant company through its Director. The defendant had assured the plaintiff that the said property was owned by the defendant. It is further stated that it was understood, agreed, and settled between the parties that the said agreement for sale and purchase would be duly implemented. Shri Raeesuddin, son of Mohd. Yaqoob, filed a suit against the defendant for specific performance and other reliefs, and the present defendant, through its Director Shri Kailash Nath Chaturvedi, also filed a suit for recovery of possession and other reliefs against the said Raeesuddin. Two RFAs arose out of the said suits, and the matter reached the Hon'ble High Court. On 16.05.2019, Ld. Counsel for Raeesuddin stated before the Hon'ble High Court that in both the appeals filed by Raeesuddin against the defendant, the matter had already been settled before the Mediation and Conciliation Center in terms of the settlement agreement dated 07.05.2019. The said position was also conceded by the Ld. Counsel for the defendant before the Hon'ble High Court. The original copy of the settlement agreement was filed in the RFAs, and consequently, the said appeals were dismissed as withdrawn. The dispute between Raeesuddin and the defendant was with regard to the title of the said property, which was finally settled between the defendant and the said Raeesuddin. It is CSDJ No. 1057/2019 Abdul Basit Siddiqui V/s. M/s. Aruna Sales Pvt. Ltd. Page no. 2 of 14 further stated that the plaintiff had earlier approached the defendant for execution of the sale deed, but the plaintiff had repeatedly taken the plea that the dispute regarding the property was still pending. Upon coming to know about the settlement between Raeesuddin and the defendant, the plaintiff again approached the defendant and requested the defendant to execute the sale deed in pursuance of the agreement for sale and purchase, but the plaintiff was again avoided on false and frivolous pretexts. It is further stated that the plaintiff has always been ready and willing to perform his part of the agreement, and the balance sale consideration of Rs.10,00,000/- was/is always ready and available with the plaintiff. It is further averred that on 01.10.2019, the defendant not only failed to perform its part of the contract and refused to execute the necessary documents, but also threatened to use and utilize the possession of the said property and to sell, alienate, or create third-party interest/lien in respect of the suit property. Hence, this suit.
2. Summons of the suit were issued to the defendant and thereafter, the defendant, through Director has filed written statement stating therein that Shri Raeesuddin had entered into an agreement dated 31.08.2005 for completion of construction on the first floor of property bearing No. 3519, Kucha Lal Man, Daryaganj, New Delhi-110006, in terms of the agreement dated 31.08.2005. At that time, the first floor was partly built up. The terrace rights of the partly built-up first floor portion were agreed to be sold to the plaintiff as per receipt dated 22.12.2005. Shri Raeesuddin committed default and failed to raise construction on the remaining area of the first floor, which led to disputes between the defendant and CSDJ No. 1057/2019 Abdul Basit Siddiqui V/s. M/s. Aruna Sales Pvt. Ltd. Page no. 3 of 14 Shri Raeesuddin. The defendant filed a suit for recovery of possession and other claims, while Shri Raeesuddin also filed a suit for specific performance. Both the suits were tried together, and vide judgment dated 17.10.2016, the suit filed by the defendant was decreed and the suit filed by Shri Raeesuddin was dismissed by the Court of Shri Shailender Malik, the then Ld. ADJ (Central), Tis Hazari Courts, Delhi.
Shri Raeesuddin filed two appeals against the said judgments before the Hon'ble High Court. The parties were referred to mediation, wherein a settlement was arrived at. In terms of the settlement agreement dated 07.05.2019, the defendant agreed to sell the first floor along with roof rights to Shri Raeesuddin for a sum of Rs.1,20,00,000/- on the terms and conditions mentioned in the said settlement. The defendant intimated the plaintiff about the said settlement and, in terms of the receipt dated 22.12.2005, offered to pay a sum of Rs.4,00,000/- to the plaintiff. However, the plaintiff requested that the amount of Rs.1,00,000/- should not be forfeited. The defendant acceded to the said request and returned the entire amount of Rs.5,00,000/- to the plaintiff on 13.09.2019. The plaintiff gladly accepted the said amount of Rs.5,00,000/-. The plaintiff had stated that he had lost/misplaced the original receipt dated 22.12.2005. In fact, a copy of the said receipt was sent to the plaintiff on his WhatsApp by the Director of the defendant company. It is further stated that having received back the entire amount of Rs.5,00,000/-, the plaintiff has no cause of action to institute the present suit or to seek specific performance of the alleged receipt/agreement.
3. The plaintiff has not filed the replication to the written statement filed on behalf of defendant.
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4. On the basis of pleadings of the parties, following issues were framed vide orders dated 26.05.2022:-
i. Whether the plaintiff is entitled to decree of specific performance of the agreement to sell/ receipt dated 22.12.2005 as prayed for? OPP ii. Whether the plaintiff is entitled to decree of permanent injunction as prayed for? OPP iii. Whether the plaintiff has already received Rs. 5,00,000/-
paid by him towards earnest money to the defendant? OPD iv. Relief.
5. In order to substantiate its case, the plaintiff got examined himself as PW1. He tendered his evidence by way of affidavit Ex.PW1/A, wherein he has reiterated and re-affirmed the averments made in the plaint. He relied upon documents i.e., Copy of mediation settlement dated 07.05.2019 is Ex.PW1/1 and copy of receipt dated 22.12.2005 is Ex.PW1/2. This witness was cross-examined by Ld. Counsel for defendants. Thereafter, PE stood closed vide Order dated 07.04.2026 of my Ld. Predecessor.
6. In order to prove his defence, Sh. Kailash Nath Chaturvedi, who is the Director of defendant firm examined as DW1 and tendered his evidence affidavit as Ex.DW1/A. He relied upon the following documents i.e., extract of board resolution in my favour as Ex. DW1/1 and bank statement of defendant company reflecting the payment of Rs5 lakhs dated 13-09- 2019 as Mark A. This witness was cross-examined by Ld. Counsel for plaintiff. Thereafter, defence evidence was closed.
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7. This Court has heard the arguments from both sides and perused the record.
8. It is submitted on behalf of the plaintiff that the plaintiff has filed the present suit for specific performance of an agreement to sell dated 22.12.2005 Ex. PW1/2 whereby the defendant is under an obligation to transfer his ownership rights in the suit property. The plaintiff has already made payment of Earnest Money of Rs. 5 lakhs, which is duly reflected in the receipt/ agreement to sell dated 22.12.2005 Ex. PW1/2. The plaintiff later on came to know that there was some dispute going on between the defendant and one Raeesuddin in respect of the suit property. Therefore, it was agreed that the agreement to sell Ex. PW1/2 shall be executed after the resolution of dispute of the defendant company with one Raeesuddin. On 16-05-2019, the dispute of the defendant with said Raeesuddin in respect of the suit property got settled in Delhi High Court Mediation and Conciliation Center. Pursuant to the said agreement, all pending litigation in respect of the suit property were withdrawn. The plaintiff has paid substantial amount i.e., 1/3rd of entire sale consideration as per the agreement to sell Ex. PW1/2. Since price of the suit property increased with the passage of time, the defendant became dishonest and refused to execute the sale deed in respect of the suit property as per the agreement to sell Ex. PW1/2. Therefore, it is prayed that suit of the plaintiff be decreed.
9. On the other hand, it is submitted on behalf of the defendant that the plaintiff has based the present suit on the settlement Ex. PW1/1 to make it within limitation whereas the cut-off date for transaction was 30.01.2006. There is no evidence that plaintiff had funds readily available with him on or CSDJ No. 1057/2019 Abdul Basit Siddiqui V/s. M/s. Aruna Sales Pvt. Ltd. Page no. 6 of 14 before 30.01.2006 or that there was any impediment for the defendant to execute the sale deed by 30.01.2006. There is no evidence worth namesake to show that balance sale consideration amount was available with the plaintiff at any time from 22.12.2005 till the date of filing of this suit. The relief sought is a discretionary relief which, as per conduct of the plaintiff, he is not entitled to.
10. It is further submitted that the defendant has already returned the Earnest Money as reflected in agreement to sell Ex. PW1/2 by making payment of Rs. 5 lakhs on 13.09.2019 through RTGS, which was gladly accepted by the plaintiff. It is, therefore, submitted that as per the agreement to sell Ex. PW1/2, the plaintiff has made payment of Earnest Money to one advocate Sh. Santosh Kumar Sharma on behalf of defendant company and as per the pleadings, the plaintiff was well aware of the fact that dispute in respect of the suit property was going on between the defendant and one Raeesuddin. Therefore, the present suit is bad for non-joinder of necessary parties i.e. Raeesuddin and Sh. Santosh Kumar Sharma, advocate. The plaintiff deliberately did not file any replication to the written statement filed on behalf of defendant as the plaintiff did not want to offer any explanation as to for what purpose he has received payment of Rs.5,00,000/-. It is, therefore, prayed the suit of the plaintiff be dismissed with cost.
11. The issue-wise findings of this court are as under:
12. Issue no. 1: Whether the plaintiff is entitled to decree of specific performance of the agreement to sell/ receipt dated 22.12.2005 as prayed for? OPP The onus to prove the issues lies upon the plaintiff. The CSDJ No. 1057/2019 Abdul Basit Siddiqui V/s. M/s. Aruna Sales Pvt. Ltd. Page no. 7 of 14 plaintiff has filed the present suit seeking specific performance of an agreement to sell/receipt dated 22.12.2005. Present suit has been filed on behalf of the plaintiff on 15.10.2019. Even though no issue regarding limitation has been framed yet it is the duty of the Court to see whether or not the suit is filed within the period of limitation or not. It has been held by the Hon'ble High Court of Bombay in "Ajai Enterprises V. Jayant Vegolies & Chemicals, AIR 1991 Bom 35" that the Court is under a bounden duty to consider to whether the suit is barred by the limitation or not. As per Article 54 of Schedule of Limitation Act, 1963, the period of limitation for filing a suit seeking relief of Specific Performance of Contract is three years. It shall be reckoned from the date fixed for the performance , or , if no such date is fixed when the plaintiff has noticed that performance is refused. Clearly, as per plain reading of the agreement to sell/ receipt Ex.PW1/2, the date fixed for the performance of the agreement is 30.01.2006. The present suit has been filed on behalf of the plaintiff on 15.10.2019. Thus, the suit of the plaintiff is time barred.
13. It is claimed on behalf of the plaintiff that when the plaintiff requested for execution of sale deed the defendant denied the same due to the pendency of civil suit between Raeesuddin and defendant. It was, therefore, subsequently agreed between the parties that the above stated sale and purchase agreement shall be implemented after the dispute between Raeesuddin and the defendant company is finally decided. Admittedly, the aforesaid subsequent agreement was not reduced into writing and there was only oral agreement to this effect. In effect, as per the claim of the plaintiff, the agreement Ex.PW1/2 later CSDJ No. 1057/2019 Abdul Basit Siddiqui V/s. M/s. Aruna Sales Pvt. Ltd. Page no. 8 of 14 on become contingent upon resolution of dispute between Raeesuddin and defendant company. Admittedly, no written agreement in respect to the variation in original agreement Ex.PW1/2 whereby the said agreement made contingent upon resolution of an ongoing dispute between Raeesuddin and the defendant company has been placed on record.
14. As per Sec.92 of the Indian Evidence Act / Sec.94 & 95 of the BSA, the plaintiff is precluded from leaving any oral agreement to establish variation in agreement Ex.PW1/2. Sec. 91 and 92 of Indian Evidence Act/ Sec.94 & 95 of the BSA are being reproduced hereunder:
"94. Evidence of terms of contracts, grants and other dispositions of property reduced to form of document.--When the terms of a contract, or of a grant, or of any other disposition of property, have been reduced to the form of a document, and in all cases in which any matter is required by law to be reduced to the form of a document, no evidence shall be given in proof of the terms of such contract, grant or other disposition of property, or of such matter, except the document itself, or secondary evidence of its contents in cases in which secondary evidence is admissible under the provisions hereinbefore contained.
Exception 1.--When a public officer is required by law to be appointed in writing, and when it is shown that any particular person has acted as such officer, the writing by which he is appointed need not be proved.36 Exception 2.--Wills admitted to probate in India may be proved by the probate.
Explanation 1.--This section applies equally to cases in which the contracts, grants or dispositions of property referred to are contained in one document, and to cases in which they are contained in more documents than one.
Explanation 2.--Where there are more originals than one, one original only need be proved. Explanation 3.--The statement, in any document whatever, of a fact other than the facts referred to in CSDJ No. 1057/2019 Abdul Basit Siddiqui V/s. M/s. Aruna Sales Pvt. Ltd. Page no. 9 of 14 this section, shall not preclude the admission of oral evidence as to the same fact.
95. Exclusion of evidence of oral agreement.-- When the terms of any such contract, grant or other disposition of property, or any matter required by law to be reduced to the form of a document, have been proved according to section 94, no evidence of any oral agreement or statement shall be admitted, as between the parties to any such instrument or their representatives in interest, for the purpose of contradicting, varying, adding to, or subtracting from, its terms:
Provided that any fact may be proved which would invalidate any document, or which would entitle any person to any decree or order relating thereto; such as fraud, intimidation, illegality, want of due execution, want of capacity in any contracting party, want or failure of consideration, or mistake in fact or law:
Provided further that the existence of any separate oral agreement as to any matter on which a document is silent, and which is not inconsistent with its terms, may be proved. In considering whether or not this proviso applies, the Court shall have regard to the degree of formality of the document:
Provided also that the existence of any separate oral agreement, constituting a condition precedent to the attaching of any obligation under any such contract, grant or disposition of property, may be proved: Provided also that the existence of any distinct subsequent oral agreement to rescind or modify any such contract, grant or disposition of property, may be proved, except in cases in which such contract, grant or disposition of property is by law required to be in writing, or has been registered according to the law in force for the time being as to the registration of documents:
Provided also that any usage or custom by which incidents not expressly mentioned in any contract are usually annexed to contracts of that description, may be proved:
Provided also that the annexing of such incident would not be repugnant to, or inconsistent with, the express terms of the contract:
CSDJ No. 1057/2019 Abdul Basit Siddiqui V/s. M/s. Aruna Sales Pvt. Ltd. Page no. 10 of 14 Provided also that any fact may be proved which shows in what manner the language of a document is related to existing facts."
15. Plain reading of Agreement to sell/receipt Ex.PW1/2 reveals that plaintiff was under an obligation to make the balance payment of sale consideration for purchasing the suit property of Rs.10,00,000/- by 30.01.2006. There is no explanation from the side of the plaintiff as to why he has not made the balance payment of Rs.10,00,000/- by 30.01.2006 in accordance with agreement to sell Ex.PW1/2.
16. Cross examination dated 25.07.2023 of PW1 reveals that no evidence has been led by the plaintiff to show his financial capacity to make balance payment of Rs.10,00,000/- by 30.01.2006. The relevant extract of cross-examination of PW1 is being reproduced hereunder:
"I have no document to show that I was in possession of Rs.10,00,000/- on 30.01.2006 or on 03.10.2019. (Vol. we four brothers, who are the partners and are residing together and after pooling the said amount, we were having the required amount on the abovesaid dates). I have no documentary proof to support the statement made voluntarily above."
17. The plaintiff's failure to make balance payment of Rs.10,00,000/- as per agreement Ex.PW1/2 indicates a lack of diligence and commitment of fulfilling the contractual obligation as per Sec.37 of the Indian Contract Act, 1872, which reads as under:
"37 Obligations of parties to contracts: The parties to a contract must either perform, or offer to perform, their respective promises, unless such performance is dispensed with or excused under the provisions of this Act, or of any other law. Promises bind the representatives of the promisors in case of the death of such promisors before performance, unless a contrary intention appears CSDJ No. 1057/2019 Abdul Basit Siddiqui V/s. M/s. Aruna Sales Pvt. Ltd. Page no. 11 of 14 from the contract."
18. Further, it is noted that agreement Ex.PW1/2 was executed by the plaintiff with the Director of the defendant company. It is well settled that Director is not the owner of the company registered under the Companies Act. A company, upon registration, becomes a separate juridical person distinct from its members/ directors. No Board Resolution authorizing the Director of the company to enter into agreement in Ex.PW1/2 has been filed on behalf of the plaintiff nor the plaintiff has taken any steps for procuring extracts of board resolutions whereby the directors has been authorized to execute agreement to sell/receipt Ex.PW1/2 with the plaintiff. Thus, agreement to sell Ex.PW1/2 is invalid and unenforceable in the eyes of law. In view of the foregoing reasoning, in the opinion of this court, the plaintiff is not entitled to seek specific performance of agreement/receipt Ex.PW1/2 against the defendant. Accordingly, this issue is decided in favour of the defendant and against the plaintiff.
19. Issue no. 2: Whether the plaintiff is entitled to decree of permanent injunction as prayed for? OPP The onus to prove this issue lies upon the plaintiff. Admittedly, the plaintiff is neither the owner of the suit property nor he is in the possession thereof. Therefore, in view of the observation given by the Hon'ble apex court in judgment titled "Anathula Sudhakar Vs. P. Buchi Reddy, AIR 2008 Supreme Court 2033", plaintiff is not entitled for permanent injunction of restraining the defendants from utilizing the suit property. Accordingly, this issue is decided in favour of the defendant and against the plaintiff.
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20. Issue no. 3: Whether the plaintiff has already received Rs.5,00,000/- paid by him towards earnest money to the defendant? OPD The onus to prove this issue is upon the defendant. It is claimed on behalf of the defendant that defendant has repaid the entire earnest money to the plaintiff on 13.09.2019 by making payment through RTGS. Copy of RTGS bank statement dated 11.10.2019 showing debit entry in this regard has been filed on behalf of the defendant alongwith WS. Perusal of the record reveals that vide order dated 25.04.2022, the Ld. Predecessor of this Court has directed to both the parties to file an affidavit of admission-denial of documents within a period of one week. Subsequently, defendant has filed their affidavit of admission/denial of documents, however, plaintiff has failed to file the said affidavit. Therefore, it was observed by the Ld. Predecessor of this Court vide Order dated 25.05.2022 that an adverse inference be drawn against the plaintiff for not filing of affidavit of admission-denial of documents as per law. Neither the plaintiff has filed any replication nor the plaintiff has explain in his evidence affidavit Ex.PW1/A as to for what purpose he has received the amount of Rs.5,00,000/- from the defendant on 13.09.2019. Thus, there is concealment of material facts on the part of the plaintiff. The Hon'ble Supreme Court in case titled "S.P. Chengalvaraya Naidu (dead) by LR's Vs. Jagannath (dead) by LR's & Ors. JT 1993 (6) SC 331" has categorically laid down that a party who suppresses or conceals material facts, with a view to obtain advantage over the opposite side in effect plays a fraud on Court and makes it to pass any order, can be thrown out from the Court at any CSDJ No. 1057/2019 Abdul Basit Siddiqui V/s. M/s. Aruna Sales Pvt. Ltd. Page no. 13 of 14 stage of the proceeding.
21. Plaintiff has admitted having received Rs.5,00,000/- in his cross-examination, however, he furnished vague responses with regard to the purpose of which he has been received Rs.5,00,000/- when he was asked about the same in his cross- examination dated 25.07.2023. The relevant extract of the cross-examination is as under:
"I had received Rs.5,00,000/- from the defendant by way of cheque, which was encashed by me. (Vol. the said amount was returned to me by the defendant as it was the amount for a shop in Okhla Mandi). I had told my Counsel at the time of drafting of plaint about the return of Rs.5,00,000/-
by defendant to me. I can not tell the shop number of alleged shop in Okhla. I do not know that the defendant was not the owner of any shop in Okhla. I had not seen any title document of any shop in favour of defendant situated in Okhla.
22. Thus, it is established on the scale of preponderance of probabilities that the plaintiff has already received Rs.5,00,000/- paid by the defendant towards refund of earnest money which was paid by the plaintiff as per the agreement Ex.PW1/2. Accordingly, this issue is decided against the plaintiff and in favour of the defendant.
23. RELIEF:
In view of the findings of this Court on issue no. 1 & 3, the suit of the plaintiff stands dismissed. No Order as to costs.
24. File be consigned to Record Room after due compliance.
Announced in the open Court on 07.05.2026 PANKAJ ARORA Digitally signed by PANKAJ ARORA Date: 2026.05.08 15:49:13 +0530 (PANKAJ ARORA) DISTRICT JUDGE-16/ CENTRAL: TIS HAZARI COURT:DELHI/ 07.05.2026 CSDJ No. 1057/2019 Abdul Basit Siddiqui V/s. M/s. Aruna Sales Pvt. Ltd. Page no. 14 of 14