Delhi District Court
Ravinder Pal Singh vs Rashmi Katyal on 11 March, 2026
IN THE COURT OF MS. VRINDA KUMARI:
DISTRICT JUDGE (COMMERCIAL COURT)-03,
SOUTH EAST DISTRICT, SAKET COURTS, NEW DELHI.
CS (COMM) No. : 1064/2023
In the matter of :
M/S RAVINDER PAL SINGH
A PARTNERSHIP FIRM
THROUGH ITS PARTNER
NAMELY MR. RAVINDER PAL SINGH
HAVING ITS OFFICE AT
G-9C, PLOT NO. 58,
SHADIPUR TOWER, BLOCK-C,
JANAKPURI, NEW DELHI-110058
.....Plaintiff
VERSUS
MS. RASHMI KATYAL
W/O MR. SANJAY KATYAL
R/O C-6, GROUND FLOOR,
KAILASH COLONY,
NEW DELHI- 110048
.....Defendant
Date of e-filing : 17.11.2023
Date of Institution : 20.11.2023
Date when final arguments concluded : 19.01.2026
Date of Judgment : 11.03.2026
CS (COMM) 1064/23 11.03.2026 Page no. 1 of 53
M/s Ravinder Pal Singh vs. Rashmi Katyal
JUDGMENT
1. Vide this judgment, I shall dispose of the present suit of the plaintiff against the defendant for recovery of Rs. 46,00,000/- along with pendente-lite and future interest @ 24% per annum till the date of realization.
PLAINT
2. The case of the plaintiff is that it is a registered partnership firm and was running a wine and beer shop under L-10 license issued by the Delhi Excise Department from its shop at G-9, G-11 and G-12, Pacific North, KP Block, Pitampura, New Delhi- 110034. In the months of July-August, 2020, the Excise Department came up with a new scheme under which shifting of the said shops was allowed.
3. It is submitted that plaintiff was desirous of opening a liquor vend in the Lajpat Nagar area and defendant was desirous of letting out her shop i.e. GF-8B, 3Cs Mall, Alankar Cinema Building, Lajpat Nagar-III, Delhi -110024. Since this shop was small in size, the defendant offered to provide shop nos. GF-9A and GF-9B also which belonged to the known persons of the defendant. The plaintiff had also clearly informed the defendant about the objective of taking these shops on rent and also about the requirement of the Excise Department for granting license for operating a liquor vend in the said mall.
CS (COMM) 1064/23 11.03.2026 Page no. 2 of 53 M/s Ravinder Pal Singh vs. Rashmi Katyal
4. It is the case of the plaintiff that there was an ATM in between the above said shops. The defendant as also the other owners of the shops assured the plaintiff that the said ATM would be removed shortly. The defendant further assured the plaintiff that the said shop met all the requirements and conditions for opening a liquor vend. The defendant also showed a letter dated 28.08.2020 written by the owner of the adjacent shop to the Bank for the removal of the ATM.
5. It is submitted that the defendant along with the owners of the other shops started writing letters to the Bank for removal of the said ATM but it was not removed till September 2020. Defendant, however, assured the plaintiff that the said ATM would be removed in due course and plaintiff could go ahead with the registration of the Lease Deed. Believing the assurances of defendant, the plaintiff entered into a Lease Agreement/ Deed dated 22.09.2020 of the subject shop i.e. GF-8B. It is submitted that in the Lease Deed, defendant has stated that the said shop had been provisioned by the plaintiff for running the business of wine and beer/ liquor vend only and that it meets all the requirements and conditions of the Excise Act and Rules.
6. It is submitted that along with the above said Lease Agreement, a separate Agreement for the lease of shop no. GF-9A and 9B was also executed. These Lease Agreements were to be submitted to the Excise Department and further inspection and necessary formalities could have been completed only thereafter.
7. Relying upon the assurances of the defendant, the plaintiff agreed to pay a sum of Rs. 21,00,000/- towards the subject CS (COMM) 1064/23 11.03.2026 Page no. 3 of 53 M/s Ravinder Pal Singh vs. Rashmi Katyal shop as security amount as well as advance rent. The plaintiff also invested huge sum in the said shop and necessary refurbishments were also done.
8. It is the case of the plaintiff that after execution of the Lease Agreement / Deed dated 22.09.2020 in respect of the subject shop no. GF-8B and the adjacent shops, the plaintiff filed an application before the Excise Department on 30.09.2020. On inspection in October 2020, however, it was found that the ATM was situated amidst the shops no. GF-8B, GF-9A and 9B which was against the guidelines of the Excise Department. When the defendant was informed about the same, defendant again assured the plaintiff that the defendant will get the said ATM removed.
9. It is the case of the plaintiff that under the garb of removal of the ATM, defendant continued to take rent from the plaintiff and also showed some communications sent to the Bank in November 2020 and December 2020 but the said ATM was not got removed till March 2021. In December 2020, the Excise Department informed the plaintiff that the said site had been rejected for the purpose of shifting the liquor vend. After receiving this intimation, the defendant along with other owners of the adjacent shops assured the plaintiff that they were making efforts to get the ATM removed. They also showed a letter dated 09.12.2020 sent to the Bank for this purpose.
10. It is the case of the plaintiff that when the defendant failed to get the said ATM removed despite repeated requests from the CS (COMM) 1064/23 11.03.2026 Page no. 4 of 53 M/s Ravinder Pal Singh vs. Rashmi Katyal plaintiff, the plaintiff informed the defendant to not present any cheque in the Bank account and to return the security amount as well as the rent taken from the plaintiff along with the expenses made by the plaintiff. The defendant assured the plaintiff that if the ATM related matter did not get resolved, the defendant would return the said amount. However, the defendant continued to present the cheques without any confirmation from the plaintiff even though the plaintiff had never used the premises in question.
11. It is also submitted by the plaintiff that instead of returning the security and rent amount, the defendant issued a false and frivolous legal notice dated 18.11.2021 which was duly replied by the plaintiff vide its reply dated 18.11.2021.
12. It is the case of the plaintiff that defendant is liable to return the security deposit in sum of Rs. 18,00,000/- and rent of leased shop @ Rs. 3,00,000/- per month for the period from October 2020 till March 2021 which comes to Rs. 18,00,000/- in total. Plaintiff has also sought recovery of damages in sum of Rs. 10,00,000/-.
13. Plaintiff also initiated Pre-litigation Mediation u/s 12A of the Commercial Courts Act. However, no settlement could arrive between the parties and a Non Starter Report dated 21.02.2023 was issued by South East District Legal Services Authority.
14. Plaintiff was constrained to file the present suit in sum of Rs. 46,00,000/- along with pendente-lite and future interest @ 18% per annum from the date of filing of the present suit till its realization and costs.
CS (COMM) 1064/23 11.03.2026 Page no. 5 of 53 M/s Ravinder Pal Singh vs. Rashmi Katyal WRITTEN STATEMENT
15. In its Written Statement, the defendant has denied the allegations of the plaintiff. It is submitted that plaintiff himself has violated the terms and conditions of the Lease Deed dated 22.09.2020. It is submitted that present suit is a counter blast to the complaint case u/s 138 NI Act bearing CT Case No. 9415/2021 filed by the defendant against the plaintiff. It is submitted that defendant is not the owner of shop No. GF-9A in which ATM is located. The plaintiff had entered into separate Lease Deeds with two other persons, namely, Arjminder Pal Singh and Jagjeet Kaur, owners of shops no. GF-9A and GF-9B. It is submitted that the present suit is bad for non-joinder of these two persons. It is further submitted that it was not the responsibility of the defendant to remove the said ATM Machine from Shop No. GF-9A. It is further submitted that the plaintiff has relied upon letters dated 28.08.2020, 12.11.2020 and 09.12.2020 which have been issued by Sh. Arjminder Pal Singh alone qua shop no. GF-9A. The response dated 28.12.2020 of the Bank is also addressed to Sh. Arjminder Pal Singh.
16. It is further contended by the defendant that the plaintiff not only continued to pay the lease amount to the defendant till April 2021 but also deposited the TDS with the concerned authority.
17. It is further submitted that despite retaining possession of the property let out by the defendant to the plaintiff from 10.04.2021 to February 2022, the plaintiff did not remit the monthly lease amount CS (COMM) 1064/23 11.03.2026 Page no. 6 of 53 M/s Ravinder Pal Singh vs. Rashmi Katyal legally due to the defendant which accumulates to Rs. 30 lacs. It is further submitted that even after the receipt of notices dated 18.08.2021 and 18.11.2021, the plaintiff refused to pay the lease amount to the defendant and at the same time continued its possession over the subject shop let out to the plaintiff.
18. It is further submitted that the plaintiff agreed to deposit interest security amount equivalent to six months rent amounting to Rs. 18 lacs as well as one month's advance lease amount. The total amount deposited was Rs. 21 lacs only. The security deposit was refundable to the plaintiff within 15 days of the delivery of the vacant and peaceful possession of the subject property after making due deductions and / or adjustments of any unpaid lease amount, damages, if any, unpaid electricity and water charges, unpaid TDS and / or any other dues and claims recoverable by the defendant from the plaintiff. At the time of execution of Lease Deed, plaintiff handed over 12 post dated cheques to the defendant towards the lease amount for a period of 12 months w.e.f 10.10.2020. The cheques for the period till 09.04.2021 were duly encashed, however, the post dated cheques towards monthly lease amount for the period from 10.04.2021 to 09.08.2021 were returned unpaid with the remark 'Payment Stopped by Drawer'.
19. In these circumstances, the defendant was constrained to issue legal notice dated 18.08.2021 to the plaintiff vide which the defendant terminated the Lease Deed dated 22.09.2020 and called upon the plaintiff to hand over the peaceful and vacant possession of CS (COMM) 1064/23 11.03.2026 Page no. 7 of 53 M/s Ravinder Pal Singh vs. Rashmi Katyal the subject property to the defendant and pay the entire arrears of rent within 15 days. Plaintiff was also notified that in the event of failing to handover the possession of the subject shop, plaintiff was liable to pay mesne profits and damages to the defendant to the tune of Rs. 55 lacs. It is further submitted that despite service and receipt of legal notices dated 18.08.2021 and 23.08.2021, plaintiff failed to comply.
20. It is further submitted that on account of Covid-19 pandemic, no legal action could be taken by the defendant qua the cheques dated 07.04.2021, 07.05.2021, 07.06.2021 and 07.07.2021. However, action was initiated u/s 138 NI Act qua the cheques dated 07.08.2021 and 07.09.2021.
21. It is further submitted that the defendant had again issued a legal notice dated 18.11.2021 to the plaintiff calling upon it to handover peaceful possession of the subject property as well as pay the entire arrears of rent, damages and mesne profits. This legal notice was delivered at the registered office and residence of the plaintiff on 24.11.2021. The plaintiff again failed to comply.
22. It is further submitted that plaintiff had approached the defendant out of his own free will. All the allegations in the plaint have been denied. It is further submitted that as per the Lease Deed dated 22.09.2020, it was the sole responsibility of the plaintiff to obtain all licenses for carrying out its activities in the subject premises and to comply with all the statutory rules and regulations. The defendant has prayed for dismissal of the suit.
CS (COMM) 1064/23 11.03.2026 Page no. 8 of 53 M/s Ravinder Pal Singh vs. Rashmi Katyal REPLICATION
23. In its Replication, the plaintiff has reiterated its stand in the plaint and has controverted the averments of the defendant in the Written Statement. It is submitted that apart from offer to let out her own shop, the defendant also offered to provide other shops i.e. GF- 9A and GF-9B to the plaintiff which belonged to the known persons of the defendant. It has also been reiterated that the defendant also assured removal of ATM machine.
24. It has further been submitted by the plaintiff that as per the Lease Deed, period of lease was nine years only for running L-10 Licenses (Wine & Beer) under the license from the Excise Department. It is further submitted that since the plaintiff has failed to get the license from the Excise Department, it also did not take possession of the said shop.
25. It has also been averred by the plaintiff that in case, the said shop was not approved by the Excise Department for any reason whatsoever, the defendant will return the security amount to the plaintiff as well as the advance rent but the defendant failed to abide by the same. It is also submitted that it was the responsibility of the defendant to provide the shop to the plaintiff in such a condition that the purpose of taking it on rent could have been fulfilled. When the defendant failed to get the ATM removed despite assurances given, the defendant violated the terms and conditions of the said Lease Deed.
CS (COMM) 1064/23 11.03.2026 Page no. 9 of 53 M/s Ravinder Pal Singh vs. Rashmi Katyal
26. It is further submitted that all the terms and conditions of the Lease Deed would have come into force only after the plaintiff obtained the L-10 license. Since the license could not be obtained, plaintiff was never in a position to use the said shops. Despite assurances, defendant did not refund the security amount as well as the advance rent.
27. It is also submitted that the legal notice dated 18.08.2021 was never received by the plaintiff and no proof of service or tracking report has been placed on record by the defendant. It is also submitted that the defendant did not present the cheques for the period from April to July 2021 for encashment which shows that plaintiff was not liable to pay any amount to the defendant. Further, the cheques dated 07.08.2021 and 07.09.2021 have been misused.
28. It has also been submitted that since the plaintiff was never in possession of the suit property, there was no question of returning possession thereof to the defendant.
ISSUES
29. On completion of pleadings, vide Order dated 26.09.2024, following issues were framed by my Ld. Predecessor :
1. Whether the plaintiff is entitled to decree for a sum of Rs. 46,00,000/-
against the defendant, as prayed for ?
OPP CS (COMM) 1064/23 11.03.2026 Page no. 10 of 53 M/s Ravinder Pal Singh vs. Rashmi Katyal
2. Whether the plaintiff is entitled to interest. If yes, at what rate and for which period ? OPP
3. Relief.
PLAINTIFF'S EVIDENCE
30. Plaintiff examined himself as PW1. His affidavit in evidence is Ex.PW1/A. He relied upon various documents. Original Authority Letter dated 15.11.2023 is Ex.PW1/2. Copy of the legal notice sent by J & J Associates is Ex.PW1/10. Copy of the Reply to the legal notice dated 17.01.2022 sent by the Plaintiff is Ex.PW1/11. Original Non-starter report dated 21.02.2023 is Ex.PW1/13. Copy of form for the registration of the partnership firm is Mark-A. Copy of the letter dated 28.08.2020 as written by Sh. Arjminder Pal Singh to PNB for removal of the ATM is Mark-B. Copy of the Lease deed vide dated 22.09.2020 executed between the Plaintiff and the Defendant is Mark-C. Copy of the Lease deed dated 22.09.2020 for the property bearing no. 9A and 9B is Mark-D. Copy of the Application for the shifting of L-10 vender is Mark-E. Copy of the letter dated 12.11.2020 is Mark-F. Copy of the letter dated 02.12.2020 alongwith the report of Excise Department is Mark-G. Copy of the letter dated 09.12.2020 is Mark-H. Copy of letter dated 28.12.2020 is Mark-I.
31. Sh. Ravinder Shukla was examined as PW2. His affidavit in evidence is Ex.PW2/A. CS (COMM) 1064/23 11.03.2026 Page no. 11 of 53 M/s Ravinder Pal Singh vs. Rashmi Katyal
32. Sh. Avinash Singh, Assistant Section Officer with the Office of the Commissioner Excise, Entt & Luxury Tax, Govt. of NCT of Delhi was examined as PW3. His id proof is Ex.PW3/1. PW3 brought the attested copy of the record pertaining to application for shifting of the L-10 Vend of M/s. Ravinder Pal Singh to GF-8B, 9A and 9B in 3C's Mall, Alankar Cinema Building, Lajpat Nagar-3, New Delhi. The same is Ex.PW3/2.
33. Plaintiff closed his PE on 21.11.2024.
DEFENDANT'S EVIDENCE
34. The defendant examined herself has DW1. Her affidavit in evidence is Ex.DW1/A. She relied upon various documents. The copy of the complaint u/s 138 of NI Act is Mark A. The copies of the Orders passed in CT Case No. 9415/2021 are Mark B. The copy of Lease Deed dated 22.09.2020 is Ex.DW1/3. The copy of the legal notice dated 18.08.2021 is Mark C. Copy of the cheque dated 07.06.2021 alongwith Bank Return Memo is Mark D (colly). Copy of the cheque dated 07.07.2021 alongwith Bank Return Memo is Mark E (colly). Copy of the cheque dated 07.08.2021 alongwith Bank Return Memo is Mark F (colly). Copy of the cheque dated 07.09.2021 alongwith Bank Return Memo is Mark G (colly). Copy of legal notice dated 18.11.2021 u/s 138 NI Act alongwith postal receipts and tracking reports is Mark H (colly). Copy of legal notice dated 18.11.2021 for termination of Lease Deed with proof of service is CS (COMM) 1064/23 11.03.2026 Page no. 12 of 53 M/s Ravinder Pal Singh vs. Rashmi Katyal Ex.DW1/1 (colly). Copy of Case Information Chart of the complaint u/s 138 NI Act is Mark I. Original Bank Statements of the defendant is Ex.DW1/2.
35. Sh. Mridul Katyal (son of the defendant) was examined as DW2. His affidavit in evidence is Ex.DW2/A.
36. Sh. Sachin Khatri, Asst. Ahlmad in the Court of Ms. Anjali Singh, Ld. JMFC-02, South East District, Saket Court Complex was examined as DW3. He brought the original Court file of CT Case no. 9415/2021 titled as Rashmi Katyal Vs. Ravinder Pal Singh and Anr. pending in the Court of Ld. JMFC-02, South-East District, Saket Courts. The cumulative record of the said case is Ex.DW3/1.
37. Defendant closed her DE on 23.01.2025.
38. I have heard the detailed final arguments on behalf of both the parties and have perused the record carefully including the written submissions and as well as case laws relied upon by them.
DISCUSSION
39. During the course of arguments, plaintiff has relied upon the following case laws:
(i) Judgment dated 16.11.1953 of Hon'ble Supreme Court of India in Civil Appeal No. 80 of 1952 titled as Satyabrata Ghose Vs. Mugneeram Bangur and Company and Ors;
(ii) Judgment dated 16.12.1964 of Hon'ble Supreme Court of India in Civil Appeal No. CS (COMM) 1064/23 11.03.2026 Page no. 13 of 53 M/s Ravinder Pal Singh vs. Rashmi Katyal 180 of 1962 titled as Mugneeram Bangur & Co. Vs. Sardar Gurbachan Singh;
(iii) Judgment dated 12.04.2002 of Hon'ble Supreme Court of India in Appeal (civil) 3239 of 1995 titled as Industrial Finance Corporation of India Ltd Vs. The Cannanore Spinning & Weaving Mills Ltd and Ors.;
(iv) Judgment dated 05.05.1971 of Hon'ble Supreme Court of India in Civil Appeal No. 1225 of 1966 titled as Sushila Devi and Ors.
Vs. Hari Singh and Ors.;
(v) Judgment dated 12.09.1974 of Hon'ble Supreme Court of India in Civil Appeal No. 2016 of 1973 titled as The Godhra Electricity Co. Ltd. and Ors. Vs. The State of Gujarat and Ors.;
(vi) Judgment dated 14.03.1950 of Hon'ble Supreme Court of India in Civil Appeal No. XLIV of 1949 titled as Abdulla Ahmed Vs. Animendra Kissen Mitter;
(vii) Judgment dated 16.03.1999 of Hon'ble Supreme Court of India in Civil Appeal No. 1417 of 1982 titled as Iswar Bhai C. Patel Vs. Harihar Behera and Ors. wherein appellant was defendant no. 2 and money had been advanced to him by respondent no. 2 (defendant no. 1) from the account of the plaintiff (respondent no. 1). It was held that both the appellant and respondent no. 2 were jointly and severally liable to pay that amount to respondent no. 1. Appellant had also not entered the witness box to contradict the allegations against him during trial. An adverse inference was drawn against him.
(viii) Judgment dated 06.01.2020 of Hon'ble High Court of Delhi in CS (OS) 3032/2014 titled as Deepak Chopra Vs. Flakt (India) Pvt Ltd.
CS (COMM) 1064/23 11.03.2026 Page no. 14 of 53 M/s Ravinder Pal Singh vs. Rashmi Katyal
40. The defendant has relied upon following case laws:
(i) Karan Madaan and others Vs. Nageshwar Pandey (2014) 209 DLT 241;
(ii) Raja Dhruv Dev Chand Vs. Harmohinder Singh & Anr. 1968 SCR (3) 339 wherein Section 56 of the Indian Contract Act, 1872 / Doctrine of Frustration has been discussed. It has been held by Hon'ble High Court of Delhi that where property leased is not destroyed or rendered substantially and permanently unfit, the lessee can not avoid that lease even if he does not or is unable to use the land for purposes for which it is let to him. Distinction between a completed conveyance and an executory contract was also discussed.
41. My issue wise findings are as follows:
ISSUE NO. 1.
"Whether the plaintiff is entitled to decree for a sum of Rs.46,00,000/- against the defendant, as prayed for ? OPP"
42. Onus to prove this issue was on the plaintiff.
43. During the course of arguments, various points were agitated by the parties, such as, whether it was the responsibility of the defendant to remove the ATM machine; whether or not the plaintiff never took possession of the subject shop no. GF-8B; whether Section 56 of the Indian Contract Act, 1872 would apply in the present circumstances; whether plaintiff is entitled to recovery of CS (COMM) 1064/23 11.03.2026 Page no. 15 of 53 M/s Ravinder Pal Singh vs. Rashmi Katyal claimed amount on account of non user of the subject premises for the specific purpose for which it was taken on lease.
ATM Machine
44. In para 6 of the plaint, the plaintiff has specifically averred that at the time of taking the subject shop no. GF-8B alongwith the adjacent shops nos. GF-9A and GF-9B on rent, he (Sh. Ravinder Pal Singh, one of the partners of the plaintiff Partnership firm) had inquired about the presence of ATM machine in between the said shops and the defendant had assured the plaintiff that the same shall be removed shortly and she also showed the letter dated 28.08.2020 (Mark-B; Ex.PW1/D1) written by the owner of the adjacent shop (GF-9A) to the Bank for removal of the ATM. This letter was written by one Sh. Arjminder Pal Singh and Sh. Gurinder Pal Singh to the Branch Manager of Punjab National Bank. It reads as follows:
"Sir, We are having your branch ATM at our premises at 3C's mall, Lajpat Nagar since the last 12 years. Since a part of the space is required without any hindrance to the present position of the machine in the premises, it is thus requested to kindly get it inspected at your earliest so that alterations can be made. However, we will consider for the space rent which will be deducted from the present space. Kindly look into the matter and do the needful at the earliest.
Thanking You,"
CS (COMM) 1064/23 11.03.2026 Page no. 16 of 53 M/s Ravinder Pal Singh vs. Rashmi Katyal
45. The endorsements in hand made on the above letter show that the area occupied by the ATM machine was 14' X 7' and it was proposed to the reduced to 9' X 7'. This letter does not contemplate removal of the ATM machine. From the averments in the plaint, it is clear that the plaintiff was well aware of the fact that presence of ATM machine between the shop nos. GF-8B, GF-9A and GF-9B was a hindrance in grant of L-10 liquor license by the Excise Department. Even in his cross-examination, PW1 has admitted that he was aware of the requirements of the Excise Department for grant of L-10 License. The report of the Site Inspection Team, which has been discussed in the succeeding paras, would show that a clear carpet area of 500 sq ft without any hindrance was necessary for grant of L-10 license. The plaintiff still went ahead and entered into a Lease Deed dated 22.09.2020 (Ex.DW1/3) in respect of GF-8B with the defendant as also the Lease Agreements with the respective owners of shop nos. GF-9A and GF-9B. During the course of cross-examination, the PW1 Sh. Ravinder Pal Singh has admitted that no action has been initiated against the owners of GF-9A and GF-9B. The letter dated 28.08.2020 shows that the ATM machine was neither the property of the defendant nor was it installed in the subject shop no. GF-8B.
46. The case of the plaintiff is that it was on repeated assurances of the defendant that the ATM would be got removed that the plaintiff not only entered into above mentioned Lease Deeds but also invested a huge amount on necessary refurbishments in the said shop. It is also the case of the plaintiff that after the execution of the CS (COMM) 1064/23 11.03.2026 Page no. 17 of 53 M/s Ravinder Pal Singh vs. Rashmi Katyal above mentioned Lease Deed, he submitted the application with the Excise Department on 30.09.2020 for shifting its liquor vend from Pitampura, New Delhi to the three shop nos. GF-8B, GF-9A and GF- 9B at 3Cs Mall, Lajpat Nagar-III, Delhi-110024. It is also the case of the plaintiff that an inspection of the site was conducted by the Excise Department in October 2020 and presence of ATM in midst of the three shops was found to be violative of the guidelines of the Excise Department.
47. The cross-examination of PW1 would show that he was in liquor business since 2010. His inquiries related to ATM machine prior to execution of the Lease Deed show that he was well aware of the guidelines of the Excise Department. PW1 was aware that at the time of inspection of the site by the Excise Department, ATM machine had not been removed. It is the case of the plaintiff that in December 2020, the Excise Department informed it that the said site had been rejected as the same was not suitable for shifting of the liquor vend. Copy of correspondence dated 02.12.2020 of the Excise Department has been placed on record as Mark-G wherein it has been mentioned that the proposed site was visited by the Excise Site Inspection Team which in its report dated 28.10.2020 did not find the proposed site suitable for shifting.
48. PW3 Sh. Avinash Singh, Assistant Section Officer with the Office of the Commissioner Excise, Entt & Luxury Tax, Government of NCT of Delhi is a summoned witness. He produced the original record related to application for shifting of L-10 vend of CS (COMM) 1064/23 11.03.2026 Page no. 18 of 53 M/s Ravinder Pal Singh vs. Rashmi Katyal the plaintiff to the proposed site at shop nos. GF-8B, GF-9A and GF- 9B. This record is Ex.PW3/2. The record shows that the proposed site/ three shops were inspected by the Team which observed as follows in its Inspection Report of Site Selection Committee for License Under L-10 (Old L-56) dated 28.10.2020 :
"1. There is no common entry and open area inside the said complex. It was observed that there are few stores on the ground floor and they have separate and restricted entry to their respective outlets.
2. There is separate entry for Cineplex and Bar in the complex through lift / stairs.
3. No interconnected walk-ways found in the said complex.
49. In Clause 19 of the above report, the observations of the Inspecting Team whether the proposed shop was suitable as per the terms and conditions and Delhi Excise Rules or not alongwith reasons are as follows:
"The said premise was found located outside the main Building but within the complex. At the time of visit, it was observed that the proposed premises consist of three shops i.e. GF-88, Part of GF-9A & GF-9B and at the time of visit an ATM was found located amidst of the proposed premises and is occupying the major portion i.e. of Shop No. GF 9-A, as indicated in the rough sketch which is attached with the report. As such there was no clear carpet area of 500 Sq. Ft. either side of the ATM and seems that makeshift arrangement has been made in order to make interconnectivity between two shops by adding back portion of the ATM. Moreover, as the ATM is amidst the liquor shop and in future CS (COMM) 1064/23 11.03.2026 Page no. 19 of 53 M/s Ravinder Pal Singh vs. Rashmi Katyal functioning of liquor shop adjacent to ATM can cause inconvenience to the user of ATM specially females. Hence, in the present circumstance, the proposed premises is not found suitable for shifting."
50. The above mentioned report alongwith the rough site plan annexed with it would show that the reason for rejection of L-10 license was two fold:
(i) Absence of clear carpet area of 500 sq ft on either side of the ATM (GF-9A) and make shift arrangement made to inter connect the two shops GF-9B and GF-8B by adding back portion of the ATM (Part of GF-9A);
(ii) Inconvenience to users of ATM, specially females.
51. The sketch of the three shops would show that shop no. GF-8B measures 22' X 13' 7" whereas shop no. GF-9B measures 19' 4" X 13' 3". The shop GF-9A between these two shops is a rather small and narrow shop in which ATM is installed. From this site plan, it is apparent that the request vide letter dated 28.08.2020 for reducing the space of ATM machine from 14' X 7' to 9' X 7' was acceded to by the Punjab National Bank and this is how a space measuring 4'5" X 7'9" was carved out from behind the ATM machine to connect shop nos. GF-8B and GF-9B. It is this portion measuring 4'5" X 7'9" in CS (COMM) 1064/23 11.03.2026 Page no. 20 of 53 M/s Ravinder Pal Singh vs. Rashmi Katyal shop no. GF-9A that has been referred to as make shift arrangement in the report of the Inspection Team.
52. Even though the relevant rules/guidelines of the Excise Department have not been placed on record, it can be deduced from the Inspection Report that clear carpet area of 500 sq ft was required without any hindrance or obstruction. In the application for shifting of L-10 vend (part of Ex.PW3/2), plaintiff has mentioned the total covered area of the three shops as 649 sq ft. It includes 35 sq ft covered area carved out of GF-9A.
53. At this stage, it would be apt to mention that as per Ex.PW3/2, Smt. Jagjeet Kaur and Smt. Harjeet Kaur are the owners of GF-9B, and Sh. Arjminder Pal Singh and Sh. Gurinder Pal Singh are the owners of GF-9A.
54. Plaintiff has also placed on record a letter dated 12.11.2020 (Mark-F) issued by the owners of GF-9A wherein they requested the Punjab National Bank to remove the ATM machine. This request for removal of ATM was made, on the face of it, on account of observations of the Inspection Team. It shows that the plaintiff as also the owner of GF-9A were aware of the reason of rejection of L-10 license even though plaintiff was formally informed only on 02.12.2020. Plaintiff has also placed on record copy of letter dated 09.12.2020, issued by the owners of GF-9A addressed to Punjab National Bank for eviction of ATM premises. Mark-I is a copy of reply dated 28.12.2020 of the Bank wherein it is mentioned that at first owners of GF-9A requested for reducing the area of ATM CS (COMM) 1064/23 11.03.2026 Page no. 21 of 53 M/s Ravinder Pal Singh vs. Rashmi Katyal site and handover 35 sq ft to them which was accepted by the Bank, and now within three months eviction proposal had been put forth by the owners. This letter, however, does not show refusal on part of the Bank to vacate the ATM site. It does not support the contention of the plaintiff that the defendant knew about the refusal of the bank to shift ATM and she deliberately did not inform him. Besides, the reply of bank is addressed to the owners of GF-9A and not to the defendant. At this stage, it would also be apt to note that even though above said documents have not been duly proved by the plaintiff, both the parties have referred to them during the course of arguments. Plaintiff has also not explained as to what steps were taken by the owners of GF- 9A to get the ATM site vacated after 28.12.2020.
55. In all the above said events, role of the defendant is not a pronounced one and there is nothing to support the contention of the plaintiff that removal of the ATM was the responsibility of the defendant.
Issue of Possession
56. Coming to the question of possession, in the entire plaint as also in the affidavit in evidence of PW1 Sh. Ravinder Pal Singh, the plaintiff has no where asserted that it did not take possession of shop no. GF-8B at the time of execution of the Lease Deed or did not retain its possession. There is an absolute silence as to when did the plaintiff take and later handover the physical possession of the subject CS (COMM) 1064/23 11.03.2026 Page no. 22 of 53 M/s Ravinder Pal Singh vs. Rashmi Katyal shop no. GF-8B to the defendant. Plaintiff's only contention is that it never used the subject premises.
57. It is in Reply dated 17.01.2022 (Ex.PW1/11) of the plaintiff to the legal notice dated 18.11.2021 (Ex.PW1/10) of the defendant and in the Replication that the plaintiff has mentioned that it never took possession of the said shop and possession remained with the defendant only.
58. In reply dated 17.01.2022 (Ex.PW1/11) to the Legal Notice dated 18.11.2021 (erroneously mentioned as 07.12.2021 in the subject of Legal Notice) of the defendant, the plaintiff has mentioned as follows:
"8. That the contents of Para No. 8 of your notice are wrong and denied. It is pertinent to note that the terms and conditions of the Lease Deed would have been applicable had the shop been approved by the Excise Department and the liquor vend had been opened there. But the same is rejected by the Excise Department due to defects in the said ship/ location and as such, our Client is not liable to fulfill the terms of the said Lease Agreement. It is further mention here that our Client had never taken the possession of the said shop and the possession of the said shop is with your client only. Till dated, your client has not returned the security deposit as well as alleged rent totaling to Rs. 36,00,000/- (Rupees Thirty Six Lakhs only) to our Client. Besides, your client are also liable to pay a sum of Rs. 15,00,000/- (Rupees Fifteen Lakhs only) towards damages suffered by our Client as our Client has not able to use the said shop for a single day due to misrepresentation on the part of your client."
CS (COMM) 1064/23 11.03.2026 Page no. 23 of 53 M/s Ravinder Pal Singh vs. Rashmi Katyal Plaintiff has relied upon Ex.PW1/11 even though there is no averment in the plaint or in affidavit in evidence of PW1 qua possession of the subject shop.
59. While the plaintiff is silent in its plaint and affidavit in evidence on the issue of possession of the suit property, defendant has averred that the plaintiff remained in possession of the suit property till February 2022. Nevertheless, the onus to prove that the plaintiff never took possession of the subject shop and was, therefore, entitled to recovery of the rent and security amount already paid was on the plaintiff. Ld. Counsel for plaintiff has referred to the cross- examination of PW2 wherein following question was put to the witness by Ld. Counsel for defendant:
"Q. You have stated in para no. 3 of your affidavit that "in case for any reason the said property is not used by the Plaintiff due to non-shifting of excise licence, then, no rent shall be payable by the Plaintiff." Is it correct?
A. It is correct."
Contention of Ld. Counsel for the plaintiff is that when Ld. Counsel for defendant put the above said question to PW2, the onus to prove the issue shifted on the defendant. The Court does not agree with this contention. The next part of the deposition of PW2 would show that defendant has disputed the averment of PW2 in para 3 of his affidavit in evidence. PW2 deposed as follows:
"I did not take any written confirmation from the defendant or the husband of the defendant CS (COMM) 1064/23 11.03.2026 Page no. 24 of 53 M/s Ravinder Pal Singh vs. Rashmi Katyal qua my statement made above as also in para 3 of my affidavit."
Thus, the onus is still on the plaintiff to prove the present case. Plaintiff has failed to prove that he never took possession of the suit property. It could also not bring any evidence on record which would contradict the assertion of the defendant that the subject shop remained in possession of the plaintiff till February 2022. The argument of Ld. Counsel for the plaintiff that no electricity bill for the premises has been claimed which shows the plaintiff was never in possession is without merits. Retaining possession does not necessarily mean that plaintiff was actually residing in or working from the said shop. It is also not the case of the plaintiff that it had issued advance written notice of termination of tenancy in terms of the lease deed.
60. I shall now consider Clauses 2 and 3 of the Lease Deed dated 22.09.2020 (Ex.DW1/3) which read as follows:
"2. The Lease Deed shall be legally binding on all the parties hereto, for a term of 9 years. The Lease shall commence from signing of the Deed and remaining days will be given for the Fit Out period and rent will be started from 10.10.2020.
3. The Lease Deed shall stand ipso facto revoked on the expiry said term, if not revoked earlier AND/OR if not renewed earlier, and the Lessee shall deliver peaceful and vacant possession of the respective portions of the demised premises to the respective Lessor thereupon."
CS (COMM) 1064/23 11.03.2026 Page no. 25 of 53 M/s Ravinder Pal Singh vs. Rashmi Katyal
61. The stipulation of Fit Out period from 22.09.2020 to 10.10.2020 shows that the lessee/plaintiff was permitted to renovate or refurbish the premises to suit its requirement of running its liquor vend from the subject shop. The lessee (plaintiff) was also required to deliver the peaceful and vacant possession of the subject shop to the lessor (defendant) on expiry of the Lease Deed, if not revoked or renewed earlier. These clauses of the Lease Deed as also all its covenants do not support the contention of the plaintiff that possession of the subject premises was never handed over to it. It is its own case that it spent huge amount in refurbishing the shop. Fit Out period commenced immediately on signing of the Lease Deed on 22.09.2020 and rent was made payable w.e.f 10.10.2020. Refurbishment of the shop would not have been possible unless possession of the shop had been handed over to the plaintiff. The plaintiff has avoided to say that if it did not retain the possession of the subject shop then when was the possession of the shop handed over back to the defendant after it completed its refurbishment. It is interesting to note that PW2 Sh. Ravinder Shukla through whom the deal with the defendant was made is also completely silent on the issue of possession. His assertion in his affidavit in evidence (Ex.PW2/A) is that it was clearly communicated to the husband of the defendant that in case, for any reason, the said property was not used by the plaintiff due to non-shifting of Excise License, no rent shall be payable by the plaintiff and the security amount would be returned by CS (COMM) 1064/23 11.03.2026 Page no. 26 of 53 M/s Ravinder Pal Singh vs. Rashmi Katyal the defendant. PW2 has also stressed on the ground of non-use only. The argument of the plaintiff that possession of the subject shop was never handed over to it by the defendant, therefore, must fail.
62. Now I shall consider whether the plaintiff is entitled to recovery of the rent paid by him to the defendant on account of non- use of the subject shop for the purpose for which it was taken on rent.
Non User of the Subject Shop for the Purpose Agreed
63. In para 9 of the plaint, plaintiff has averred that in the Lease Agreement/Deed dated 22.09.2020 in respect of Shop No. GF- 8B, the defendant has stated that the said shop has been provisioned by the plaintiff for running the business of wine and beer/ liquor vend only and that it meets all the requirements and conditions of the Excise Act and Rules. The perusal of the Lease Deed dated 22.09.2020 (Ex.PW1/D3) shows that though it has been mentioned that the shop was being taken on lease by the plaintiff for a period of 9 years for running L-10 license (Wine & Beer) under the license from the Excise Department, it is nowhere mentioned that subject shop meets all the requirements and conditions of the Excise Act and Rules. In fact, clause 13 of the Lease Deed read as follows:
"13. The Lessee shall not transfer, assign, subject or otherwise part with the possession of the whole or part of the demised premises to any person or organisation or firm. Further, the lessee shall strictly use the premises for only legally permissible purposes. Obtaining of Licenses for carrying out the activities of CS (COMM) 1064/23 11.03.2026 Page no. 27 of 53 M/s Ravinder Pal Singh vs. Rashmi Katyal the Lessee and compliance of all Rules and Regulations laid down by the various Government Authorities and Statutory Bodies shall be the sole responsibility of the Lessee. In case any legal compliance is not made or any illegal act is done due to which the Lessor suffers any damage, directly or indirectly, the same shall be indemnified in full by the Lessee to the Lessor. Further, it is clarified that in case the premises of the Lessor is sealed or blacklisted due to any action or inaction attributable to the Lessee, the Lessee shall pay to the Lessor the monthly Lease Amount of the premises to the Lessor till the same is got de-sealed/ de-back listed by the Lessee at his own sole cost and expenses. That either Lessor, if they sell/ transfer the demised premises or any part thereof, during the period of the present Lease, the new owner of the demised premises or part thereof, as the case may be, shall step in to the shoes of the previous Lessor but cannot terminate the present agreement before the completion of the Lease period."
64. The Lease Deed (Ex.DW1/3) does not stipulate any condition subject to which it would come in force. There is also no condition or clause which stipulates that in case L-10 license for the new subject premises was not granted to the plaintiff, the said Lease Deed would stand revoked.
65. PW2 has asserted in his affidavit in evidence (Ex.PW2/A) as follows:
"3. That as per the requirements of the Excise Department, a registered Lease Deed was required to be submitted along with the application of shifting of Vend. Thus, it was clearly communicated to the husband of the Defendant that in case for any reason the said CS (COMM) 1064/23 11.03.2026 Page no. 28 of 53 M/s Ravinder Pal Singh vs. Rashmi Katyal property is not used by the Plaintiff due to non-shifting of excise licence, then, no rent shall be payable by the Plaintiff and the security amount was to be returned back to the Plaintiff."
66. In his cross-examination, PW2 had admitted that he did not take any written confirmation from the defendant or the husband of the defendant in respect of the above mentioned assertion that no rent shall be payable and security amount shall be refunded in case property was not used by plaintiff due to rejection of shifting of L-10 License to new subject premises. Section 91 of the Indian Evidence Act, 1872 provides as follows:
"91. 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] [Where, however, a Criminal Court finds that a confession or other statement of an accused person has not been recorded in the manner prescribed, evidence may be taken that the recorded statement was duly made-see the Code of Criminal Procedure, 1973 (2 of 1974), Section 463.] 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, CS (COMM) 1064/23 11.03.2026 Page no. 29 of 53 M/s Ravinder Pal Singh vs. Rashmi Katyal 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.
Exception 2. - Wills [admitted to probate in [India] [Substituted by Act 18 of 1872, Section 7, for "under the Indian Succession Act".]} 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, or a fact other than the facts referred to in this section, shall not preclude the admission of oral evidence as to the same fact.
Illustrations
(a)If a contract be contained in several letters, all the letters in which it is contained must be proved.
(b)If a contract is contained in a bill of exchange, the bill of exchange must be proved.
(c)If a bill of exchange is drawn in a set of three, one only need be proved.
(d) A contracts, in writing, with B, for the delivery of indigo upon certain terms. The contract mentions the fact that B had paid A the price of other indigo contracted for verbally on another occasion.
CS (COMM) 1064/23 11.03.2026 Page no. 30 of 53 M/s Ravinder Pal Singh vs. Rashmi Katyal Oral evidence is offered that no payment was made for other indigo. The evidence is admissible.
(e)A gives B a receipt for money paid by B. Oral evidence is offered of the payment.
The evidence is admissible."
67. Section 92 of the Indian Evidence Act, 1872 provides as follows:
"92. 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 the last section, 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:
Proviso (1). -- 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:
Proviso (2). -- 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:
CS (COMM) 1064/23 11.03.2026 Page no. 31 of 53 M/s Ravinder Pal Singh vs. Rashmi Katyal Proviso (3). -- 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:
Proviso (4). -- 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:
Proviso (5). 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 that the annexing of such incident would not be repugnant to, or inconsistent with, the express terms of the contract:
Proviso (6). -- Any fact may be proved which shows in what manner the language of a document is related to existing facts.
Illustrations
(a) A policy of insurance is effected on goods in ships from Calcutta to London. The goods are shipped in a particular ship which is lost.
The fact that particular ship was orally excepted from the policy cannot be proved.
(b) A agrees absolutely in writing to pay B Rs. 1,000 on the first March 1873. The fact that, at the same time an oral agreement was made that the money should not be paid till the thirty-first March cannot be proved.
CS (COMM) 1064/23 11.03.2026 Page no. 32 of 53 M/s Ravinder Pal Singh vs. Rashmi Katyal
(c) An estate called the Rampore tea estate is sold by a deed which contains a map of the property sold. The fact that land not included in the map had always been regarded as part of the estate and was meant to pass by the deed cannot be proved.
(d) A enters into a written contract with B to work certain mines, the property of B, upon certain terms. A was induced to do so by a misrepresentation of Bs as to their value. This fact may be proved.
(e) A institutes a suit against B for the specific performance of a contract, and also prays that the contract may be reformed as to one of its provisions, as that provision was inserted in it by mistake. A may prove that such a mistake was made as would by law entitle him to have the contract reformed.
(f) A orders goods of B by a letter in which nothing is said as to the time of payment, and accepts the goods on delivery. B sues A for the price. A may show that the goods were supplied on credit for a term still unexpired.
(g) A sells B a horse and verbally warrants him sound. A gives B a paper in these words:
"Bought of A a horse of Rs. 500. B may prove the verbal warranty.
(h) A hires lodgings of B, and gives B a card on which is written -- "Rooms, Rs. 200 a month". A may prove a verbal agreement that these terms were to include partial board.
A hires lodgings of B for a year, and a regularly stamped agreement, drawn up by an attorney, is made between them. It is silent on the subject of board. A may not prove that board was included in the term verbally.
CS (COMM) 1064/23 11.03.2026 Page no. 33 of 53 M/s Ravinder Pal Singh vs. Rashmi Katyal
(i) A applies to B for a debt due to A by sending a receipt for the money. B keeps the receipt and does not send the money. In a suit for the amount, A may prove this.
(j) A and B make a contract in writing to take effect upon the happening of a certain contingency. The writing is left with B, who sues A upon it. A may show the circumstances under which it was delivered."
68. In Karan Madaan and Others vs. Nageshwar Pandey (2014) 209 DLT 241, Hon'ble High Court of Delhi discussed the above mentioned provisions of law and observed that Section 91 stipulates that where the terms of a contract or of a grant or any other disposition of property have been reduced to a form of written document, no evidence shall be given in proof of the terms of such a contract except the document itself. Further, Section 92 provides that where the terms of a grant or other disposition of property have been proved according to Section 91, no evidence of any oral agreement, or statement shall be admitted, as between the parties to such instrument, for the purpose of contracting, varying, adding to or subtracting from its terms.
69. In the present case, terms and conditions between the parties have been reduced to writing vide the registered Lease Deed (Ex.DW1/3). The assertion of PW2 is that it was communicated to the defendant that in case of rejection of application of shifting of L-10 license premises, no rent shall be payable by the plaintiff and security amount was to be refunded. PW2 has not referred to any oral CS (COMM) 1064/23 11.03.2026 Page no. 34 of 53 M/s Ravinder Pal Singh vs. Rashmi Katyal agreement between the parties regarding this additional term. No material details of such communication have been provided. The existence of a separate oral agreement could not be proved. The assertion of PW2 falls short of a separate oral agreement between plaintiff and the defendant constituting a condition precedent to the attaching of any obligation under the Lease Deed.
70. Plaintiff has relied upon Godhra Electricity's case and Abdulla Ahmed's case in support of its contention that in the process of interpretation of the terms of contract, the Court has to look at surrounding circumstances as well.
71. In Godhra Electricity's case (supra), it has been held by Hon'ble Supreme Court of India as follows:
"11. In the process of interpretation of the terms of a contract, them court can frequently get great assistance from the interpreting statements made by the parties- themselves or from their conduct in rendering or in receiving performance under it. Parties can, by mutual agreement, make their own contracts; they can also, by mutual agreement, remake them. The process of practical interpretation application, however, is not regarded by the parties as a remaking of the contract; nor do the courts so regard it. Instead, it is merely further expression by the parties of the meaning that they give and have given to the terms of their contract previously made. There is no good reason why the courts should not give great weight to these further expressions by the parties, in view of the fact that they still have the same freedom of contract that they had originally. The American Courts receive subsequent actions as admissible guides in interpretation. It is true that one party cannot build up his case by making an interpretation CS (COMM) 1064/23 11.03.2026 Page no. 35 of 53 M/s Ravinder Pal Singh vs. Rashmi Katyal in his own favour. it is the concurrence therein that such a party can use against the other party. This concurrence may be evidenced by the other party's express assent thereto, by his acting in accordance with it, by his receipt without objection of performances that indicate it, or by saying nothing when knows that the first party is acting on reliance upon the interpretation .
.
.
13. The real reason against taking into account the subsequent conduct of the parties is the rule which excludes extrinsic evidence in the construction of written contract. .
.
.
17. We are not certain that if evidence of subsequent acting under a document is admissible, it might have the result that a contract would mean one thing on the day it is signed but by reason of subsequent event it would mean something a month or year later. Subsequent 'interpreting' statements might not always change the meaning of a word or a phrase. A word or a phrase, is not always crystal clear. When both parties subsequently say that by the word or phrase which, in the context, is ambiguous, they meant this, it only supplies a glossary as to the meaning of the word or phrase. After all, the inquiry is as to, what the intention of the parties was from the language used. And, why is it that parties cannot clear the latent ambiguity in the language by a subsequent interpreting statement ? If the meaning of the word or phrase or sentence is clear, extrinsic evidence is not admissible. It is only when there is latent ambiguity that extrinsic evidence in the shape of interpreting statement in which both parties have concurred should be admissible. The parties themselves might not have been clear as to the meaning of the word or phrase CS (COMM) 1064/23 11.03.2026 Page no. 36 of 53 M/s Ravinder Pal Singh vs. Rashmi Katyal when they entered into the contract. Unanticipated situations might arise or come into the contemplation of the parties subsequently which would sharpen their focus and any statement by them which would illuminate the darkness arising out of the ambiguity of the language should not be shut out. In the case of an ambiguous instrument, there is no reason why subsequent interpreting statement should be inadmissible. "The question involved is this : Is the fact that the parties to a document, and particularly to a contract, have interpreted its terms in a particular way and have been in the habit of acting on the document in accordance with that interpretation, any admissible guide to the construction of the document ? In the case of an unambiguous document, the answer is 'No'. (see Odgers' Construction of Deeds and Statutes, 5th ed. by G. Dworkin, pp. 118-119).
But, as we said, in the case of an ambiguous one, the answer must be 'yes'. In Lamb v. Coring Brick Co. (1), a selling agency contract contained the words 'the price shall be mutually agreed'. Documents showing the mode adopted for ascertaining the price were put in evidence without objection. In the Court of Appeal, Greer L. J. said:
"In my opinion, it is not necessary to consider how this contract was acted on in practice. If there had been an ambiguity and the intention of the parties had been in question at the trial, I think it might have been held that the parties had placed their own constructions on the contract and, having acted upon a certain view, had thereby agreed to accept it as the true view of its meaning"."
CS (COMM) 1064/23 11.03.2026 Page no. 37 of 53 M/s Ravinder Pal Singh vs. Rashmi Katyal
72. The above said case law is not applicable to the present case as the plaintiff was not able to prove that by mutual agreement, the contract/ agreement between them i.e. the Lease Deed (Ex.DW1/3) was remade. Plaintiff has also failed to prove further expression by the parties to the present suit in respect of interpreting the terms of the Lease Deed in question.
73. Abdulla Ahmed's case (supra) pertains to a scenario where there was absence of clear words expressing the intentions of the parties. This is not the case in the present suit under consideration.
74. Above discussion would show that the assertions of the plaintiff are not in consonance with the Lease Deed (Ex.DW1/3)
75. I shall also consider the sanctity of evidence of PW1 and PW2.
76. Contrary to the averments in the plaint, it has come out during cross-examination of PW1 that he had never met the defendant personally till the date of registration of the Lease Deed in the Office of the Sub-Registrar concerned. Referring to the averments in the plaint regarding the assurances given by the defendant, PW1 was put the following question during his cross-examination dated 18.10.2024:
"Q. Was there any separate letter, communication or agreement executed between the plaintiff and the defendant which records the conditions and assurance allegedly made by the defendant ?
CS (COMM) 1064/23 11.03.2026 Page no. 38 of 53 M/s Ravinder Pal Singh vs. Rashmi Katyal A. No, all the communication were verbal. Vol. Mr. Ravinder Shukla has made all the communication."
77. Interestingly, affidavit in evidence of PW2 Sh. Ravinder Shukla is silent on any kind of assurances made by the defendant or her husband or anyone on her behalf.
78. In response to another question, PW1 responded that the entire dealing was dealt through Sh. Ravinder Shukla. Further, PW1 also deposed that he did not inspect the subject shop. He volunteered to say that Sh. Ravinder Shukla had inspected the same. PW1 also deposed that he did not know that prior to filing of the application for the L-10 liquor license, the three shops including the subject shop had no common entry and had separate and restricted entries to their respective outlets. Thus, PW1 has no personal knowledge of the facts averred in the plaint in respect of the alleged assurances made by the defendant and other owners. At the same time, the contention that all dealings were made through Sh. Ravinder Shukla is beyond pleadings.
79. No doubt, in their cross-examinations, DW1/Defendant and her son/DW2 have mostly responded with answers like 'I do not remember' and 'I do not know' and husband of DW1 did not enter the witness box but the initial onus to prove the case was on the plaintiff. The cross-examination of PW1 shows that PW1 himself had no personal knowledge of various assertions made in the plaint.
CS (COMM) 1064/23 11.03.2026 Page no. 39 of 53 M/s Ravinder Pal Singh vs. Rashmi Katyal Doctrine of Frustration / Section 56 of the Indian Contract Act, 1872
80. I shall now consider the applicability of doctrine of frustration as pleaded by the plaintiff. The contention of the plaintiff is that since he was not able to use the subject shop to run his L-10 License liquor vend and since the purpose of taking the subject shop on rent did not fructify, doctrine of frustration as provided in section 56 of the Indian Contract Act, 1872 would apply. It has further been contended that enforcement of such contract is void as per section 32 of the Indian Contract Act, 1872.
81. Ld. Counsel for plaintiff has also relied upon Satyabrata Ghose' case (supra), Mugneeram Bangur's case (supra), Industrial Finance Corpse' case (supra) and Sushila Devi's case (supra).
82. Section 32 of the Indian Contract Act, 1872 provides as follows:
"32. Enforcement of contracts contingent on an event happening.--Contingent contracts to do or not to do anything if an uncertain future event happens cannot be enforced by law unless and until that event has happened. If the event becomes impossible, such contracts become void.
Illustrations
(a) A makes a contract with B to buy B's horse if A survives C. This contract cannot be enforced by law unless and until C dies in A's lifetime.
(b) A makes a contract with B to sell a horse to B at a specified price, if C, to whom the horse has been offered, refuses to buy him.
CS (COMM) 1064/23 11.03.2026 Page no. 40 of 53 M/s Ravinder Pal Singh vs. Rashmi Katyal The contract cannot be enforced by law unless and until C refuses to buy the horse.
(c) A contracts to pay B a sum of money when B marries C. C dies without being married to B. The contract becomes void."
83. Section 56 of the Indian Contract Act, 1872 provides as follows:
"56. Agreement to do impossible act.--An agreement to do an act impossible in itself is void.
Contract to do an act afterwards becoming impossible or unlawful.--A contract to do an act which, after the contract is made, becomes impossible, or, by reason of some event which the promisor could not prevent, unlawful, becomes void when the act becomes impossible or unlawful.
Compensation for loss through non- performance of act known to be impossible or unlawful.-- Where one person has promised to do something which he knew, or, with reasonable diligence, might have known, and which the promisee did not know, to be impossible or unlawful, such promisor must make compensation to such promisee for any loss which such promisee sustains through the non- performance of the promise. Illustrations
(a) A agrees with B to discover treasure by magic. The agreement is void.
(b) A and B contract to marry each other.
Before the time fixed for the marriage, A goes mad. The contract becomes void.
(c) A contracts to marry B, being already married to C, and being forbidden by the law to which he is subject to practise polygamy, A must make compensation to B for the loss caused to her by the non-performance of his promise.
CS (COMM) 1064/23 11.03.2026 Page no. 41 of 53 M/s Ravinder Pal Singh vs. Rashmi Katyal
(d) A contracts to take in cargo for B at a foreign port. A's Government afterwards declares war against the country in which the port is situated. The contract becomes void when war is declared.
(e) A contracts to act at a theatre for six months in consideration of a sum paid in advance by B. On several occasions A is too ill to act. The contract to act on those occasions becomes void."
84. Section 65 of the Indian Contract Act, 1872 provides as follows:
"65. Obligation of person who has received advantage under void agreement, or contract that becomes void.--When an agreement is discovered to be void, or when a contract becomes void, any person who has received any advantage under such agreement or contract is bound to restore it, or to make compensation for it to the person from whom he received it.
Illustrations
(a) A pays B 1,000 rupees in consideration of B's promising to marry C, A's daughter. C is dead at the time of the promise. The agreement is void, but B must repay A the 1,000 rupees.
(b) A contracts with B to deliver to him 250 maunds of rice before the first of May. A delivers 130 maunds only before that day, and none after. B retains the 130 maunds after the first of May. He is bound to pay A for them.
(c) A, a singer, contracts with B, the manager of a theatre, to sing at his theatre for two nights in every week during the next two months, and B engages to pay her a hundred rupees for each night's performance. On the sixth night, A wilfully absents herself from the theatre, and B, in consequence, rescinds the CS (COMM) 1064/23 11.03.2026 Page no. 42 of 53 M/s Ravinder Pal Singh vs. Rashmi Katyal contract. B must pay A for the five nights on which she had sung.
(d) A contracts to sing for B at a concert for 1,000 rupees, which are paid in advance. A is too ill to sing. A is not bound to make compensation to B for the loss of the profits which B would have made if A had been able to sing, but must refund to B the 1,000 rupees paid in advance."
85. In Satyabrata Ghose' case (supra), it has been held as follows:
"9. The first paragraph of the section lays down the law in the same way as in England. It speaks of something which is impossible inherently or by its very nature, and no one can obviously be directed to an act. The second paragraph enunciates the law relating to discharge of contract by reason of supervening impossibility or illegality of the act agreed to be done. The wording of this paragraph is quite general, and though the illustrations attached to it are not at all happy, they cannotderogate from the general words used in the enactment. This much is clear that the word "impossible" has not been used here in the sense of physical or literal impossibility. The performance of an act may not be literally impossible but it may be impracticbale and useless from the point of view of the object and purpose which the parties had in view; and if an untoward event or change of circumstances totally upset the very foundation upon which the parties rested their bargain, it can very well be said that the promisor finds it impossible to do the act which he promised to do.
.
.
.
12. We hold, therefore, that the doctrine of frustration is really an aspect or part of the CS (COMM) 1064/23 11.03.2026 Page no. 43 of 53 M/s Ravinder Pal Singh vs. Rashmi Katyal law of discharge of contract by reason of supervening impossibility or illegality of the act agreed to be done and hence comes within the purview of section 56 of the Indian Contract Act. It would be incorrect to say that section 56 of the Contract Act applies only to cases of physical impossibility and that where this section is not applicable, recourse can be had to the principles of English law on the subject of frustration. It must be held also that to the extent that the Indian Contract Act deals with a particular subject, it is exhaustive upon the same and it is not permissible to import the principles of English law dehors these statutory provisions. The decisions of the English courts possess only a persuasive value and may be helpful in showing how the courts in England have decided cases under circumstances similar to those which have come before our Courts."
86. In Mugneeram Bangur's case (supra), the issue pertained to specific performance of a contract which was held to be premature as the respondent had not got the right to obtain a sale deed till after the development of land was complete.
87. In Industrial Finance Corporation's case (supra), it has been held as follows by Hon'ble Supreme Court of India:
"27. We have first thus to consider as to the exact meanings of the words or expressions used in the covenant between the parties. There can be no doubt that a man may by an absolute contract bind himself to perform which subsequently however becomes impossible, or to pay damages for the non- performance and this interpretation is to be placed upon an unqualified undertaking, where the event which causes the impossibility was or might have been anticipated and CS (COMM) 1064/23 11.03.2026 Page no. 44 of 53 M/s Ravinder Pal Singh vs. Rashmi Katyal guarded against in the contract, or where the impossibility arises from the act or default of the promissor.
28. But where the event is of such a character that it cannot reasonably be supposed to have been in the contemplation of the contracting parties when the contract was made, they will not be held bound by general words which, though large enough to include, were not used with reference to the possibility of the particular contingency which afterwards happened. It is on this principle that the act of God is in some cases said to excuse the breach of a contract."
88. In Sushila Devi's case (supra), Smt. Vidya Wati (predecessor in interest of the appellants) was the owner of Village in Tehsil Gujranwalla. She used to give the lands in that village on lease for a term of years by calling tenders. The tender of the respondents was accepted. The tender was submitted before 01.01.1947. Later, as a result of Partition of India, the said village became part of Pakistan. Even before the actual Partition, because of serious communal troubles, it was not possible for the respondents to go to Gujranwalla either to cultivate the lands or even to collect the rent from those who were cultivating the lands. The respondents, therefore, called upon Smt. Vidya Wati to refund the amount deposited as security for payment of rent as well as to pay them a sum of Rs. 2,000/- as damages. It was held by Hon'ble Supreme Court of India that the conclusion of the Division Bench of the Jammu and Kashmir High Court that Section 56 of the Contract Act applies to leases as well cannot be accepted as correct. Section 56 applies only to a contract. CS (COMM) 1064/23 11.03.2026 Page no. 45 of 53 M/s Ravinder Pal Singh vs. Rashmi Katyal Once a valid lease comes into existence, the agreement to lease disappears and its place is taken by the lease. It was further held that in this case there was no lease. There was only an agreement to lease. Such an agreement comes within the scope of Section 56 of the Contract Act.
89. In the present case, the plaintiff, being in liquor business, was aware of the Government Policy and for this reason, he had made inquiries regarding the ATM machine installed in shop no. GF-9A prior to the execution of the Lease Deed in respect of the subject shop GF-8B and the Lease Deeds in respect of adjacent shop nos. GF-9A and GF-9B. Thus, present case is not the one where the plaintiff could not have anticipated the impossibility of grant of L-10 license and guard against it in the contract. The present case also does not fall under the act of god and it is not a case where the impossibility arose from the act or default of the promissor as the plaintiff has failed to prove that removal of the ATM machine was the responsibility of the defendant. Further, as held by Hon'ble Supreme Court of India in Sushila Devi's case, doctrine of frustration would not apply to lease. The other above reproduced case laws relied upon by the plaintiff also do not help the case of the plaintiff.
90. In Judgment dated 21.05.2020 of Hon'ble High Court of Delhi in RC REV 447/2017 titled as Ramanand & Ors Vs. Dr. Girish Soni & Anr, Raja Dhruv Dev Chand's (supra) has been applied to a case where the appellants/ tenants ran a shoe store in the tenanted premises given on rent for commercial purposes through the lease CS (COMM) 1064/23 11.03.2026 Page no. 46 of 53 M/s Ravinder Pal Singh vs. Rashmi Katyal deed and it was reiterated that section 56 of the Indian Contract Act, 1872 would not apply to lease agreement and other similarly situated contracts which are 'executed contracts' and not 'executory contract'.
91. In Judgment dated 21.03.2017 of Hon'ble High Court of Delhi in ARB. A. (COMM) 6/2017 titled as Aranya Hospitality Management Services Pvt Ltd Vs. K.M. Dhoundiyal & Anr, the suit property had been let out to the appellant / lessee vide a lease deed for the purpose of running a restaurant after obtaining necessary permissions. However, lessee was unable to obtain necessary permissions for running a restaurant for want of water connection and / or property being in unauthorized area. It was held that the fact that lessee had been unable to obtain the requisite permissions to run a restaurant cannot be a ground for the lessee to avoid its obligations to pay rent while insisting on retaining the possession of the property.
92. In view of above discussion, section 56 of the Indian Contract Act would not apply to the present case.
93. The perusal of the Lease Deed dated 22.09.2020 (Ex.DW1/3) would show that it was let out for running the business of wine and beer for a period of nine years and it was agreed that obtaining of licenses for carrying out the activities of the lessee (plaintiff) and compliance of all rules and regulations laid down by the various Government Authorities and statutory bodies shall be the sole responsibility of the lessee. There is nothing to show that the present lease deed has been made contingent to grant of requisite CS (COMM) 1064/23 11.03.2026 Page no. 47 of 53 M/s Ravinder Pal Singh vs. Rashmi Katyal license by the Excise Department to the plaintiff. Thus, section 32 and section 65 of the Indian Contract Act also would not apply.
Refund of Security Amount of Rs. 18,00,000/-
94. It has already been discussed above that the plaintiff has failed to prove that he did not take the possession of the subject shop vide the Lease Deed (Ex.DW1/3). He also failed to bring any evidence to contradict the assertion of the defendant that the plaintiff retained the possession of the subject property till February 2022. The case of the defendant is that rent for the period from 10.04.2021 till February 2022 has not been paid by the plaintiff. On the other hand, contention of the plaintiff is that the defendant never presented the cheques for the months of April 2021, May 2021 and June 2021 for encashment which would show that plaintiff was not in possession. Ld. Counsel for defendant has contended that cheques dated 07.04.2021 (rent for the period from 10.04.2021 to 10.05.2021), 07.05.2021, 07.06.2021, 07.07.2021, 07.08.2021 and 07.09.2021 were presented in the bank but were returned unpaid on the ground 'payment stopped by the drawer'. All these details are mentioned in the complaint u/s 138 NI Act (CC No. 9415/2021 titled as Rashmi Katyal Vs. Ravinder Pal Singh & Anr.) (Ex.DW3/1). The defendant has placed on record the photocopies of the dishonored cheques dated 07.06.2021, 07.07.2021, 07.08.2021, 07.09.2021 (Mark-D (colly) to Mark-G (colly)) along with their return memos sent to him by the CS (COMM) 1064/23 11.03.2026 Page no. 48 of 53 M/s Ravinder Pal Singh vs. Rashmi Katyal defendant along with the Legal Notice dated 18.08.2021 (Mark-C). These copies of cheques and return memos, however, cold not be duly proved. Even if it is presumed that the cheques for the months of April 2021 and May 2021 were not presented by the defendant, it does not prove the case of the plaintiff for the reasons which have already been discussed in the preceding paras. It has also been discussed above how the plaintiff has failed to prove that it is entitled to recover rent already paid on account of non use of the subject shop for the purpose for which it was taken on lease from the defendant. As per clause 6 of the Lease Deed, the security amount was liable to be refunded to the lessee within 15 days of delivery of vacant and peaceful possession of the demised premises by the lessee to the lessor after making making due deductions and / or adjustment of unpaid lease amount etc. In terms of clause 28 of the Lease Deed, the lessee (plaintiff) had the right to terminate the lease agreement by giving six months advance written notice to the lessor (defendant) or lease fee in lieu thereof. Admittedly, no such advance written notice of termination was issued by the plaintiff against the defendant. As the plaintiff has neither proved that he never got the possession of the suit property nor that he had handed over the vacant and peaceful possession of the subject shop to the defendant any time after March 2021 after clearing the outstanding rent, he is not entitled to refund of security amount. The plaintiff cannot retain possession and also refrain from paying rent at the same time.
CS (COMM) 1064/23 11.03.2026 Page no. 49 of 53 M/s Ravinder Pal Singh vs. Rashmi Katyal
95. Ld. Counsel for plaintiff has relied upon Deepak Chopra's case (supra) wherein it has been held by Hon'ble High Court of Delhi as follows:
"10. The reason why I state that the suit as per averments in the plaint itself was not maintainable and should not have been entertained is, that the plaintiff, though pleading breach of contract i.e. Lease Deed and the Maintenance Agreement by the defendant and without pleading any loss from such breach, is seeking relief in the nature of specific performance and which is not permissible in law. The Lease Deed was not specifically enforceable at the instance of the plaintiff as the landlord and on breach of the Lease Deed by the defendant as tenant, by vacating the premises before expiry of the term thereof, the plaintiff was entitled to only damages for breach of contract and the measure of which damages was the loss if any suffered by the plaintiff. However, the plaintiff was required to plead such loss and no loss has been pleaded.
11. The position with respect to rent of lock- in period is akin to that of earnest money/security and qua which the Supreme Court in Kailash Nath Associates Vs. Delhi Development Authority (2015) 4 SCC 136, followed by me in Speed Track Cargo Vs. State Bank of Patiala 2016 SCC OnLine Del 919, Palm Art Apparels Pvt. Ltd. Vs. Enkay Builders Pvt. Ltd. 2017 SCC OnLine Del 12776, Mera Baba Pvt. Ltd. Vs. Ram Lubhaya Puri 2018 SCC OnLine Del 9502, Klintoz Pharmaceuticals Pvt. Ltd. Vs. Ravinder Shankar Mathur 2018 SCC OnLine Del 11954, Satish Verma Vs. Garment Craft (India) Pvt. Ltd. 2018 SCC OnLine Del 6829 and Mahendera Verma Vs. Suresh T. Kilachand 2019 SCC OnLine Del 9333, held CS (COMM) 1064/23 11.03.2026 Page no. 50 of 53 M/s Ravinder Pal Singh vs. Rashmi Katyal that mere entitlement in the agreement to forfeit is not enough and loss/damages from breach of contract has to be proved. In fact, the matter is no longer res integra. The Division Bench of this Court in Tower Vision India Pvt. Ltd. Vs. Procall Pvt. Ltd. 2012 SCC OnLine Del 4396 (DB) has held that rent of the lock-in period in a Lease Deed cannot be claimed without pleading loss from vacation by the tenant of the property prior to the expiry of the term of lease. I have also, following the said dicta of the Division Bench, in order dated 2nd December, 2019 in CS(COMM) 1438/2016 titled L.R.Builders Pvt. Vs. Goldenera Leisure & Entertainment Pvt. Ltd. and order dated 18th December, 2019 in CS(OS) 1789/2006 titled Sunita Rekhi Vs. Y.D.Puri taken the same view."
As discussed above the security amount in the present case is to be adjusted towards unpaid rent and not towards the damages. The above said judgment is distinguishable on facts.
Loss of Business
96. Plaintiff has claimed an amount of Rs. 10,00,000/- as damages towards loss in business and revenue suffered by it on account of non use of the subject shop for the purpose of liquor business.
97. The above discussion would show that the rejection of the L-10 license of the plaintiff in respect of the new subject premises was not on account of any omission or act or default of the defendant. It got rejected because of government policy about which the plaintiff CS (COMM) 1064/23 11.03.2026 Page no. 51 of 53 M/s Ravinder Pal Singh vs. Rashmi Katyal was very well aware since the beginning. In his cross-examination, plaintiff/PW1 has admitted that he was aware of the requirements of the Excise Department for L-10 Liquor License.
98. Such circumstances do not call for grant of damages towards loss of business on account of non user of the subject premises. Further, plaintiff has not brought any document such as profit and loss statement, ledger etc to show what losses were suffered by him on this account.
99. In view of above discussion, plaintiff has failed to prove that he is entitled to recovery of Rs. 46,00,000/- paid by him to the defendant towards rent and security amount. The issue is decided against the plaintiff.
ISSUE No. 2.
"Whether the plaintiff is entitled to interest. If yes, at what rate and for which period ? OPP"
100. The onus to prove this issue was on the plaintiff.
101. Since issue no. 1 has been decided against the plaintiff, issue no. 2 is also decided against it.
RELIEF
102. In view of above discussion, the suit of the plaintiff is dismissed. Parties shall bear their own costs.
CS (COMM) 1064/23 11.03.2026 Page no. 52 of 53 M/s Ravinder Pal Singh vs. Rashmi Katyal
103. Decree sheet be prepared.
104. File be consigned to Record Room after due compliance.
PRONOUNCED IN OPEN COURT ON THIS 11 th DAY OF MARCH 2026 Digitally signed VRINDA by VRINDA KUMARI (VRINDA KUMARI) KUMARI Date:
2026.03.12 District Judge(Commercial Courts)-03, 16:04:49 +0530 SED/Saket Courts/Delhi (R) CS (COMM) 1064/23 11.03.2026 Page no. 53 of 53 M/s Ravinder Pal Singh vs. Rashmi Katyal