NLA Insights
9 November 2026
The Supreme Court, in Mahanadi Coalfields Ltd. & Ors. v. M/s GSCO (Gurmeet Singh and Company) Infrastructure Pvt. Ltd., reiterated the distinction between the ‘seat’ and the ‘venue’ of arbitration. The Court held that conducting arbitral proceedings at Cuttack, or the appointment of the Sole Arbitrator by the Orissa High Court sitting there, did not make Cuttack the juridical seat, and restored the Section 34 petitions to the District Judge, Sundargarh.
The judgment is significant because it confirms that, for a place to constitute the seat, there must be an express designation, a clear agreement between the parties, or circumstances from which such designation can legally be inferred. Where no seat is designated, the contractual jurisdiction clause assumes significance in determining the forum for a Section 34 challenge.
On 7 November 2012, Mahanadi Coalfields Ltd. (MCL/Appellants) issued a tender for hiring of HEMM (Shovel, Drill, Dozer, etc.) for transfer and transportation of materials across various strata as well as for carrying out drilling, excavation, dumping, spreading and dozing activities at the Kulda Open Cast Project, Basundhara-Garjanbahal areas of MCL at Sundargarh (Project). Pursuant to the aforesaid tender, Gurmeet Singh and Company Infrastructure Pvt. Ltd. (GSCO/Respondent) was declared as the successful bidder. Thereafter MCL and GSCO entered into a contract agreement for execution and completion of the project. The Contract Agreement executed between the parties did not contain any Arbitration Clause, providing for the resolution of disputes between the parties.
During and after completion of the Project, certain disputes arose between the parties, pursuant to which the Respondent approached the Hon’ble High Court of Orissa at Cuttack by filing three (03) Writ Petitions. Vide a common order dated 25 March 2019, the Hon’ble High Court appointed Mr. Justice M.M. Das (Retd.) as the Sole Arbitrator under Section 11(6) of the Arbitration and Conciliation Act, 1996, to adjudicate the disputes between MCL and GSCO. While making the appointment, the Hon’ble High Court recorded that the parties had consented to refer their disputes to arbitration.
Aggrieved by the aforesaid appointment, the Respondent challenged the order dated 25 March 2019 before the Hon’ble Supreme Court, contending that it had never consented to the reference of the disputes to arbitration, contrary to what was recorded by the Hon’ble High Court of Orissa (in the Order dated 25 March 2019). The Hon’ble Supreme Court accordingly granted the Respondent liberty to approach the High Court by way of a Review Petition to raise the said contention. Pursuant thereto, the Respondent filed two Review Petitions and one Recall Petition before the Hon’ble High Court of Orissa, all of which were subsequently dismissed as withdrawn.
Thereafter, arbitral proceedings were conducted between the parties at Cuttack, and a common Award dated 25 October 2021, was passed in favour of the Respondent. Aggrieved by the said Award, MCL filed three petitions under Section 34 of the Arbitration and Conciliation Act, 1996 (“Arbitration Act”) on 8 December 2021 before the Ld. District Judge, Sundargarh. Vide order dated 6 March 2024, the learned District Judge, Sundargarh rejected the objections raised by the Respondent and held the Section 34 petitions to be maintainable. Aggrieved by the aforesaid order, Respondent approached the Hon’ble High Court of Orissa at Cuttack by filing a writ petition wherein, vide judgment dated 20 June 2025, the Hon’ble High Court allowed the objections raised by the Respondent and dismissed the Section 34 petitions, holding them to be non-maintainable on account of lack of territorial jurisdiction as well as being barred by limitation.
Whether Cuttack, where the arbitral proceedings were conducted and where the Hon’ble High Court of Orissa, which had appointed the Sole Arbitrator, is situated, constituted the juridical “seat” of arbitration, or whether the courts at Sundargarh had jurisdiction to entertain the Section 34 petitions.
The Appellants submitted that the Section 34 petitions were filed on 8 December 2021, i.e., well within three (03) months from the date of the Award dated 25 October 2021. Accordingly, it was contended that the finding of the Hon’ble High Court that the petitions were barred by limitation was contrary to the record and legally untenable.
On the issue of territorial jurisdiction, Appellants relied upon Clause 12 of the General Terms and Conditions forming part of Notice Inviting Tender, which stated that District Court/High Court having jurisdiction over the place where the work was executed will have jurisdiction. Appellants also relied upon Clause 40 of the e-Tender Notice, which provided for jurisdiction of the District Court where the subject work was executed. It was further submitted that the arbitral proceedings were conducted at Cuttack merely for the convenience of the Arbitrator and therefore in such circumstances, Cuttack can’t be considered as the “seat” of arbitration.
The Respondent admitted that the finding of the Hon’ble High Court regarding limitation was erroneous. However, Respondent continued to raise the issue of territorial jurisdiction. On the issue of jurisdiction, Respondent contended that since the application under Section 11(6) of the Arbitration and Conciliation Act, 1996 had been filed before the Hon’ble High Court of Orissa at Cuttack and the Sole Arbitrator had thereafter conducted the arbitral proceedings at Cuttack, the courts at Cuttack alone had jurisdiction over all subsequent applications arising out of the arbitration. Reliance was placed on Section 42 of the Arbitration Act, particularly its non-obstante clause, to contend that the filing of the Section 11(6) application before the Hon’ble High Court at Cuttack conferred exclusive jurisdiction upon the courts at Cuttack.
The Hon’ble Supreme Court on the question of territorial jurisdiction reiterated the distinction between the ‘seat’ and ‘venue’ of arbitration. The juridical seat determines the courts having supervisory jurisdiction over the arbitral proceedings, whereas the venue merely denotes the physical location where the arbitral hearings or sittings are conducted. In the present case, the order dated 25 March 2019, by which the disputes were referred to the Sole Arbitrator, did not designate Cuttack as either the seat or venue of arbitration. The arbitral proceedings were conducted at Cuttack merely for the convenience of the learned Arbitrator.
The Hon’ble Supreme Court therefore held that mere fact that the arbitral proceedings were conducted at Cuttack could not, by itself, result in Cuttack being treated as the juridical seat of arbitration. In the absence of an express designation of Cuttack as the seat, the Hon’ble High Court had erred in treating the place of hearings as the seat of arbitration.
The Hon’ble Supreme Court further rejected the contention of the Respondent that Cuttack automatically became the seat of arbitration merely because the Sole Arbitrator had been appointed by the Hon’ble High Court of Orissa, which is situated at Cuttack.
The Hon’ble Supreme Court held that the jurisdiction of a High Court extends throughout the State, and mere physical location of the High Court at Cuttack could not be treated as determining the seat of arbitration or conferring exclusive jurisdiction upon the courts at Cuttack. The Court also took note of the Circular dated 13 November 2020 issued by the Law Department, Government of Odisha, which demonstrated that no Commercial Court had been constituted or assigned jurisdiction over Sundargarh and further noted that the Respondent had also not contended that the Commercial Court at Cuttack exercised territorial jurisdiction over Sundargarh.
In these circumstances, and in the absence of any specific determination of Cuttack as the seat of arbitration by the parties or by the Court appointing the Arbitrator, the Hon’ble Supreme Court held that the Section 34 petitions were maintainable before the ld. District Judge, Sundargarh.
The Supreme Court allowed the appeal and set aside the Orissa High Court’s judgment dated 20 June 2025 and accordingly restored the Section 34 petitions to the file of the District Judge, Sundargarh, directing that they be decided in accordance with law expeditiously.
For a place to constitute the seat, there must be an express designation, a clear agreement between the parties, or circumstances from which such designation can legally be inferred. The judgment also clarifies that the appointment of an arbitrator by a High Court under Section 11(6) does not, by itself, determine the seat of arbitration or confer exclusive territorial jurisdiction upon the courts situated in the city where the High Court is located. The jurisdiction of the High Court extends throughout the State, and the mere fact that the Section 11 proceedings were instituted before the High Court at Cuttack could not make Cuttack the seat of arbitration.
Accordingly, where the contract contains a jurisdiction clause identifying the courts having jurisdiction at the place where the work was executed, and no separate seat of arbitration has been expressly designated or determined, such contractual jurisdiction provisions assume significance in determining the appropriate forum for a Section 34 challenge.
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