Deccan Education Society’s

Brihan Maharashtra College of Commerce

(Autonomous), Pune
Commerce Laboratory - Moot Court Society
(Law for Commerce)

9TH Edition
Late. Shri. Vijay A. Chavan
National Moot Court Competition and Memorial Lecture
 Mr. Tony Stark
vs.
Asgard International

The Republic of Aryavart is a country situated in the Southeast Asian Continent.

It is a sovereign, socialist, secular, democratic, and republic. Justice, liberty, equality,

and fraternity form the basic structure of the Constitution of Aryavart. Aryavart is culturally
rich and is a cradle of human civilization. In essence, it is also considered to be the birthplace
of Hinduism; about 80% of the population of the country is Hindu.
The Vedas, Puranas, Upanishads, and other texts like the Mahabharata and Ramayana form the
foundation of Hinduism. Often judicial system of Aryavart also has emphasized upon these
texts to be fundamental and foundational to its core culture.
In an event in 2023, the Prime Minister of Aryavart visited the country of Rivermore;
a global economic powerhouse and a leading financial and commercial centre, often considered
as the business capital of the world. Mr. Tony Stark is a second-generation businessman
residing in Rivermore, who also happened to attend the event. The Prime Minister narrated a
developmental road map of Aryavart in his speech in his zesty and applaud-worthy style at this
event.
Mr. Stark (whose family originally belonged to the state of Meghadweep in Aryavart)
was extremely impressed with the opportunity his homeland was providing and decided to
return to Aryavart and carry on his business as an Hotelier/ Restaurateur.
Mr. Stark already was running a successful restaurant in Rivermore by the name ‘Spices
by Stark’, famous for both vegetarian and non-vegetarian Aryavartan fusion cuisines curated
by celebrated world chefs and endorsed by many celebrity chefs from Aryavart as well.
Mr. Stark always had a dream of running a Michelin Star restaurant in his homeland.
Accordingly, to pursue his big dream, Mr. Stark moved to Aryavart, resumed his
citizenship of Aryavart and started landscaping his idea of a Michelin Star restaurant.
Being new to the Aryavartan market Mr. Stark immediately felt the need for hand-
holding and funding for his project. As such he was constantly on a search for a suitable venture
partner.
Mr. Sanjay Singhania, a Meghadweep-born businessman was a very famous
businessman who also appeared on the television show, ‘Whale Tank – Aryavart’ as a venture
capitalist.
 It is during this show that Mr. Sanjay Singhania’s life and business journey became
very popular as he started as a door–to–door salesman and was now a venture capitalist with a
net worth of more than 1000 crores. He owned various businesses in hospitality and real estate.
‘Asgard International’ (a company registered under the Companies Act) was a 5-star
hotel chain owned by Mr. Sanjay Singhania. He also held a controlling stake in a media
company ‘Infinity News.’
Mr. Stark, being aware that Mr. Sanjay Singhania is a venture capitalist decided to
approach him with his proposal of opening a chain of restaurants in Aryavart. Accordingly, he
approached Mr. Sanjay Singhania; who after applying his mind to the proposal decided to
invest and participate in the venture.
Both parties negotiated the terms of the venture and mutually incorporated a new entity
under the name ‘Kamar Taj Foods Aryavart Private Limited (KFPL).’
Both Mr. Stark and Mr. Sanjay Singhania were equal partners in the said venture. The
articles of association accordingly were executed and incorporated. A grand launch event of
the venture was planned and arranged by the parties where the Prime Minister was invited as a
guest and the event was heavily covered and publicized by Infinity News through its wide and
popular circulation.
The key roles and responsibilities attributed to the parties in the venture agreement were
as follows (including Articles of Association):
- That it shall be the responsibility of Asgard International Group to identify and conduct
a feasibility assessment for all the proposed locations of the upcoming restaurant Spices
by Stark.
- That it shall be the sole responsibility of Asgard International Group to provide its
expertise in the contact and vendor sourcing for the raw material required for the day-
to-day running of the restaurants.
- That Asgard International Group shall undertake the exercise of procuring all relevant
licenses like Shop Act Licenses, Food Licenses, Liquor Licenses, etc. applicable under
the central as well as concerned state / local laws.
- That Asgard International Group through its media platforms undertake the marketing
and advertisement of the Spices by Stark.
- It shall be the responsibility of Mr. Stark to research and prepare a unique Aryavartan
Fusion Menu of world-class appeal as crafted for his already successful restaurant
Rivermore.
- That Mr. Stark at all times shall be the owner of his registered mark Spices by Stark
and also make necessary compliances under the laws of Aryavart to register the same
in Aryavart.
- That Mr. Stark shall extend his collaboration with all renowned global celebrity chefs
to the Kamar Taj Foods Aryavart Pvt. Ltd. (KFPL)
- Mr. Stark shall be the Sole Managing Director (MD) of Kamar Taj Foods Aryavart Pvt.
Ltd. (KFPL) and shall continue to be elected as the MD during the subsistence of the
venture agreement.
The parties entered into a separate Arbitration Agreement.
The arbitration agreement stated that the parties shall attempt to resolve all disputes
through mutual discussions and amicable settlements.
However, if the same does not materialize, all disputes under the venture agreement shall be
referred to arbitration to Dubai International Arbitration Centre and the language of arbitration
shall be English. The laws as applicable in the Republic of Aryavart shall apply to the disputes
between the parties.
The parties put their heart and soul into this venture and made untiring efforts towards
the success of the business. Spices by Stark was heavily marketed by the Infinity News and
media platforms and in a short period, it became the talk of the town.
The Restaurant was featured on almost all dining review platforms like Domato and
Qwiggy as well. The diners most often commented on the quality of food, the unique taste of
non-vegetarian dishes, and the overall fine dining experience.
Many other media platforms associated with reviews and ratings of restaurants invited
Mr. Stark for interviews and insights on his successful journey from Rivermore to Aryavart.
On one such occasion, Mr. Stark was quoted stating that; ‘he himself as a culinary artist
doesn’t have any such religious bias towards any kind of meat being cooked. As an
international cuisine curator, he had seen and operated various cuisines for citizens of different
nationalities with different tastes and preferences like in pork, ham, ribs, etc. as per
international standards.’
This led to a rumour of the use of beef (cow meat) at Spices by Stark. (In Aryavartan
culture beef meat is forbidden as for ages Aryavartians worship cow as Goddess.)
As the restaurant had gained popularity in a short period, the rumour too spread like
wildfire. Social media and news platforms started covering the said story and running a
campaign against the restaurant and Mr. Stark.
 To add to the misery of Mr. Stark, the vigilante body staged various protests against the
restaurant and soon the rumour, with no specific evidence, turned into a full-fledged movement
against the business.
Some sections of society and media also sympathized with Mr. Stark stating that it
appeared to be a gimmick by the opposition party targeting the closeness of Prime Minister of
Aryavart and Mr. Sanjay Singhania.
However, to the utter shock of Mr. Stark, even Infinity News ran a story with an
undertone of contempt against Spices Stark. Some sections believed it to be appeasement
attempts by Mr. Sanjay Singhania due to his association with the Prime Minister and that Mr.
Stark merely was a victim of local politics.
As a matter of direct consequence of public sentiment and even Infinity News not
backing Mr. Stark, the business suffered heavily and did not meet financial expectations with
the profits running below the break-even point. Soon all the expansion ideas were put to halt
and all international collaborations/chefs of Mr. Stark withdrew owning to safety issues and
negative publicity.
To add to Mr. Stark’s misery, Asgard International terminated the venture agreement
without consulting or attempting to amicably resolve and settle the persisting issues. Mr. Stark
maintained a public stand that this was motivated and mala fide on the part of Asgard
International.
Asgard International invoked the arbitration clause and referred the dispute to
arbitration. Notices were issued to Mr. Stark to file his Statement of Defense.
Mr. Stark was advised to approach the National Company Law Tribunal, alleging
oppression and mismanagement where the Tribunal allowed the petition which was later
overturned by the National Company Law Appellate Tribunal, the Apex Body in Aryavart. The
NCLAT termed the dispute as performance-related issues relating to the Venture Agreement.
Mr. Stark thereafter approached the Hon’ble Supreme Court of Aryavart challenging the
Judgment of the NCLAT.
The Dubai International Arbitration Centre passed an ex-parte award against Mr. Stark.
The findings of the Arbitral Tribunal were that Mr. Stark had breached the contract causing
losses to Asgard International and that Asgard International was well within its power to
terminate the contract as per the provisions of the Contract Act, of 1872.
Consequently, Mr. Stark approached the High Court, challenging the award on various
grounds and Asgard International countered by seeking execution of the award as per the
provisions of the Arbitration & Conciliation Act, 1996.
 The High Court found merit in the submissions of Mr. Stark that the arbitration
agreement was against the public policy of Aryavart as both the contracting parties were
Aryavartan citizens/companies. As such choice of seat of arbitration at the Dubai International
Arbitration Centre was unconscionable. Aggrieved by this finding, Asgard International
approached the Supreme Court of Aryavart.
To restore his image and to restrain the running of a digital campaign against him, Mr
Stark was advised to file a Criminal Defamation Proceedings in respect of the reporting by
Infinity News. The said reporting by his venture partner had led to serious damage to the
reputation of Mr. Stark. Asgard International, the company contested the said proceeding by
filing a quashing petition before the High Court. The High Court adjudged that the defamation
case against Asgard International was maintainable in law and rejected the petition. As a result,
Asgard International filed a petition before the Supreme Court of Aryavart, challenging the
said Judgment.
All the petitions before the Supreme Court of Aryavart were tagged together as the
points of dispute arose from common facts in the case. All the petitions were admitted by the
Supreme Court and are now posted for final arguments.

Issues before the Supreme Court:

1. Whether the Judgement of the NCLAT is maintainable in law to hold that the disputes
between the parties are purely contractual in nature?
2. Whether the High Court was justified in rejecting the Arbitration Award?
3. Whether the High Court was justified in rejecting the quashing petition filed by Asgard
International?
4. Whether the criminal defamation proceedings as initiated by Mr. Stark is maintainable?

(Participants shall be at liberty to frame additional issues / sub-issues.)

Note:
The facts mentioned in the proposition are purely fictional and for educational purposes only.
The framer of the proposition does not seek any commercial interest in the same.
The framer of the proposition or the Institute does not claim any copyright and web sources are duly acknowledged.
Any attempt to approach the framer of the propositions shall result in immediate disqualification.