PURPLE MEDICAL SOLUTIONS PVT. LTD. Vs. MIV THERAPEUTICS INC AND ORS.

JUDGEMENT

(1.) Both these applications/petitions Under Section 11(6) of the Arbitration and Conciliation Act, 1996 (for short, "the Arbitration Act") have been filed by the Petitioner seeking appointment of an Arbitrator to go into the disputes and differences that have arisen between the Petitioner and the Respondents under the Share Purchase Agreement dated 11th July, 2011 (for short "SPA") and a Licence Royalty Agreement of even date (for short "LRA"). The aforesaid agreements which were executed by and between the Petitioner and the first Respondent i.e. MIV Therapeutics Inc., Canada (for short "MIV Canada"), a Canadian Company, was signed by the second Respondent who was the Chairman of the Board/President/CEO/CFO/Treasurer and Secretary of the first Respondent Company until he had resigned on 18th May, 2013. Under the SPA 99.96% shares in a Company called MIV Therapeutics India (for short "MIV India") was to be purchased by the Petitioner from the Respondents for a sum of US$ 3.17 million. Under the LRA the Petitioner was to be given the right to use "products" as defined in the LRA. Both the agreements contained identical Dispute Resolution clauses, which, inter alia, contemplated settlement of disputes arising out of and from the Agreements through a process of Arbitration. In view of the identity of the language of the relevant clauses providing for Arbitration in the two agreements it will be suffice to extract herein below Clause 9 of the SPA:

(2.) The Petitioner claims that the disputes between the parties have arisen in the following facts:

(3.) Under Clause 2.2 of the SPA the Petitioner was entitled to receive the Shares free from any encumbrances and receive full and clear ownership as the sole legal and beneficial owner of such Shares subject to payment of consideration.