This order dismisses the Section 37 appeal only; it does not disturb the arbitral award or the Section 34 judgment, and it decides no question of lease rights beyond what the agreements provide.
- Case
- Mumbai International Airport Ltd. v. Airports Authority of India
- Court
- High Court of Delhi
- Decision
- Citation
- 2026:DHC:9264-DB
- Bench
- Anil Kshetarpal; Bharat Parashar
- Judgment by
- Anil Kshetarpal, J.
- Case numbers
- FAO(OS)(COMM) 202/2024
- Outcome
- Appeal under Section 37 of the Arbitration and Conciliation Act, 1996 read with Section 13 of the Commercial Courts Act, 2015, against the Single Judge's dismissal of a Section 34 petition — dismissed.
What the Court decided
On 16 October 2026, a Division Bench of the Delhi High Court (Justices Anil Kshetarpal and Bharat Parashar, judgment authored by Justice Kshetarpal) dismissed Mumbai International Airport Limited's appeal under Section 37 of the Arbitration and Conciliation Act, 1996 read with Section 13 of the Commercial Courts Act, 2015.
The appeal assailed the Single Judge's judgment of 10 April 2024 dismissing MIAL's Section 34 petition against the unanimous arbitral award of 23 March 2023. The Bench found no ground for interference: the Tribunal's interpretation of the contractual provisions must be assessed within Section 34's limited scope, and the evidentiary objections raised by MIAL must be examined by reference to their materiality and the effect of the alleged omissions on the conclusions reached.
The dispute: the Sahara lease at Mumbai airport
AAI had executed a lease dated 5 June 2002 in favour of Sahara (Batra) Hospitality Private Limited over approximately 30,047.12 square metres at Chhatrapati Shivaji Maharaj International Airport, Mumbai, for 29 years ending 4 June 2031. Following the Government's airport-privatisation policy, MIAL was incorporated as a joint venture company, the Operation, Management and Development Agreement (OMDA) was executed between MIAL and AAI on 4 April 2006, and MIAL took over the airport's operation from 3 May 2006; a lease deed between MIAL and AAI followed on 26 April 2006.
MIAL's central claim was that Article 5.2(b)(i) of the OMDA required AAI to transfer or novate the Sahara Lease, including the lessor's interest. It pointed to the Inter-Ministerial Group minutes of 18 October 2004 recommending assignment of the lease to the joint venture, AAI's letter of 9 June 2006, subsequent payments of lease rent by AAI to MIAL, and Ministry of Civil Aviation communications. The Sahara Lease was never novated — Sahara did not accept MIAL as lessor and objected to MIAL's invoices — and AAI stopped the lease payments with effect from 1 April 2019 after paying them for about ten years.
What the Tribunal and the Single Judge had held
The three-member Arbitral Tribunal (retired Justices Deepak Gupta, C.K. Thakker and Arijit Pasayat) rejected all of MIAL's claims by its unanimous award of 23 March 2023. MIAL's Section 34 petition was then dismissed by the Single Judge.
Before the Division Bench, MIAL framed three questions: whether the Single Judge's judgment disclosed a failure to apply the Section 34 standard merely because it reproduced portions of the award; whether the Tribunal's reading of the OMDA and the lease deed was so perverse as to warrant interference; and whether the Tribunal's treatment of the 9 June 2006 letter, the parties' subsequent conduct and the Ministry communications disclosed any Section 34 ground.
The Division Bench's reasoning
The Court answered that it finds no ground to interfere with the Section 34 judgment merely because it reproduces portions of the award. On the contractual question, the Court held that the enforceable rights between MIAL and AAI must be determined from the agreements they executed — read with surrounding circumstances to the permissible extent — and that the Inter-Ministerial Group's 2004 recommendation, predating the OMDA, did not by itself convert into a binding contractual obligation; the Tribunal's reliance on the executed agreements therefore did not warrant interference.
On the evidentiary objections, the Court held that the payments must be considered for their evidentiary relevance to the contractual interpretation advanced by MIAL, and the question is whether the Tribunal's failure to analyse that relevance separately renders its conclusion perverse — a question to be answered by reference to the materiality of the payments and the Award's reasoning as a whole, rather than by treating the absence of an automatic transfer as conclusive.
BANTHRY ANALYSISFor law students
This is a clean illustration of the post-amendment minimal-intervention regime. Three doctrinal points stand out. First, the Section 34 court is not a court of appeal: 'perversity' is the threshold, and the Division Bench emphasises that a tribunal's interpretation of contractual provisions is tested within Section 34's limited scope, not re-weighed. Second, surrounding circumstances inform construction but cannot contradict or supplement the executed agreements — the 2004 IMG minutes recommended an assignment, but the 2006 OMDA is what the parties signed. Third, the 'materiality' test for evidentiary objections: an omission in the award's reasoning matters only if it could have affected the conclusion — a useful filter against every Section 34 petition that simply lists what the tribunal did not discuss.
READING PROMPTSQuestions for a closer reading
- Why did the Court hold that a Section 34 judgment reproducing portions of the award is not, by itself, a ground for interference?
- What contractual provision did MIAL rely on to claim transfer of the Sahara lease, and why did the Tribunal's reading of it survive review?
- How does the Court say evidentiary objections to an award must be assessed in a Section 34/37 challenge?
