1 CRA 183-184/2004 IN THE HIGH COURT OF JUDICATURE AT BOMBAY CIVIL APPELLATE JURISDICTION CIVIL REVISION APPLICATION NO.183 OF 2004 IN SPECIAL SUIT NO.89 OF 2003 WITH CIVIL REVISION APPLICATION NO.184 OF 2004 IN SPECIAL SUIT NO.91 OF 2003 M/s Gati Limited .... Applicants M/s Gati Cargo Management Services Ori. Defendants. Vs. M/s Novartis India Ltd. .... Respondents/ M/s Oriental Insurance Co. Ltd. Ori. Plaintiffs Mr. Shilpa Kapil, Advocate for applicant. None for respondents. Coram : Smt. R.P.SondurBaldota, J. Date : 27th September, 2010 P.C. 1. The revision applicants herein are the transport companies, who have their Principal Office at Secunderabad and Branch Office at Thane. The respondents have filed Special Civil Suits No. 89 of 2003 and 91 of 2003 at Thane for recovery of damages in respect of short consignment. The applicants had filed an application challenging the jurisdiction of Thane Court contending that in view of a specific clause in the note of consignment stating Jurisdiction : Secunderabad Court “ 2 CRA 183-184/2004 alone shall have jurisdiction in case of any dispute, difference or claim arising out of or in connection with the contract , the Secunderabad ” Court alone has jurisdiction and prayed for return of the plaint to the respondents for presentation to the proper court. The trial Court by its order dated 14 ’ th September 2004 rejected the application of the applicants holding that having regard to the provisions of Section 20 of Code of Civil Procedure, the jurisdiction to entertain and try the suit is only with the Court at Thane and not the court at Secunderabad. 2. Ms. Shilpa, the learned counsel for the revision applicants submits that there can be no absolute bar in the parties arriving at an agreement that the dispute between them shall be tried in a specific court and that such an agreement is not contrary to the public policy. In this connection, she relies upon the decision of the Apex Court in the case of New Moga Transport Co., through its Proprietor Krishnanlal Jhanwar vs. United India Insurance Co. Ltd. & Others , reported in (2004) 4 Supreme Court Cases, page 677. She submits that the facts of the present case and the facts in the case before the Apex Court being similar, the decision is applicable in all force to the present case. 3. There can be no dispute with the legal proposition that where two or more courts have jurisdiction under Code of Civil Procedure to try a suit or proceeding, an agreement between the parties that the dispute between them shall be tried in any one of such courts is not contrary 3 CRA 183-184/2004 to public policy and in no way contravenes Section 28 of Indian Contract Act, 1872. Therefore, if on the facts of a given case more than one court has jurisdiction, parties by their consent may limit the jurisdiction to one of the courts. However, the parties cannot by an agreement confer jurisdiction on a court which otherwise does not have jurisdiction to deal with the matter. This has been held by the Apex Court in its decision in Hakam Singh vs. Gammon (India) Limited reported in A.I.R. 1971, S.C.740 and in Shriram City Union Finance Corporation Ltd. vs. Rama Mishra, reported in A.I.R. 2002 SC, page 2402. The revision applicants do not dispute that the court at Thane has jurisdiction to entertain and try the suit. In the circumstance, it is necessary for the revision applicants to establish that the court at Secunderabad also has jurisdiction to entertain and try the suit having regard to Section 20 of Code of Civil Procedure. It is only in such circumstance that the agreement between the parties for granting exclusive jurisdiction to the court at Secunderabad can be given effect to. 4. Section 20 Code of Civil Procedure reads as under : 20. “ Other suits to be instituted where defendants reside to cause of action arises. - Subject to the limitations aforesaid, every suit shall be instituted in a Court within the local limits of whose jurisdiction-- (a) the defendant, or each of the defendants, where there are more than one, at the time of commencement of the suit, actually 4 CRA 183-184/2004 and voluntarily resides, or carries on business, or personally works from gain; or (b) any of the defendants, where there are more than one, at the time of the commencement of the suit, actually and voluntarily resides, or carries on business, or personally works for gain, provided that in such case either the leave of the Court is given, or the defendants who do not reside, to carry on business, or personally work for gain, as aforesaid, acquiesce in such institution; or (c) the cause of action, wholly or in part, arises. Explanation.-- A corporation shall be deemed to carry on business as its sole or principal office in India or, in respect of any cause of action arising at any place where it has also a subordinate office, at such place.” The Apex Court in New Moga case, the very decision cited by the revision applicants, has interpreted the explanation to Section 20 which is relevant for the present purpose. It is held that : 10. “ On a plain reading of the Explanation to Section 20 CPC it is clear that the Explanation consists of two parts: (i) before the word or appearing between the words office in India and “ ” “ ” the words in respect of , and (ii) the other thereafter. The “ ” Explanation applies to a defendant which is a corporation, which term would include even a company. The first part of the Explanation applies only to such corporation which has its sole or principal office at a particular place. In that event, the court within whose jurisdiction the sole or principal office of the company is situate will also have jurisdiction inasmuch as even if the defendant may not actually be carrying on business at that place, it will be deemed to carry on business at that place because of the fiction created by the Explanation. The latter part of the Explanation takes care of a case where the defendant does not have a sole office but has a principal office at one place and has also a subordinate office at another place. The expression at such place appearing in the Explanation and the word or “ ” “ ” which is disjunctive clearly suggest that if the case falls within the latter part of the Explanation it is not the court within whose 5 CRA 183-184/2004 jurisdiction the principal office of the defendant is situate but the court within whose jurisdiction it has a subordinate office which alone has the jurisdiction in respect of any cause of action “ arising at any place where it has also a subordinate office .” (emphasis supplied). Since the revision applicants have a branch office at Thane, the Court at Secunderabad where they have Principal Office cannot have jurisdiction to entertain any suit. It is the court at Thane alone, which will have jurisdiction. In the circumstances, there is no error whatsoever in the impugned judgments and orders. Hence, the revision applications are dismissed. (Smt.R.P. SondurBaldota,J) (Smt.R.P. SondurBaldota,J)