A) ABSTRACT / HEADNOTE

The present judgment examines whether appellants who, through their counsel, undertook before the trial court not to alienate the subject-matter property and thereafter executed multiple sale deeds, were rightly held guilty of contempt for wilful disobedience of that undertaking and the subsequent order converting the undertaking into an injunction.

The Supreme Court affirms that an undertaking given by an advocate binds the party if it is unequivocal and has been allowed to stand and be made an order; a litigant who believes the undertaking was given without authority must promptly seek discharge prolonged inaction weakens that plea. The Bench reiterates the fiduciary and agency-like nature of the advocate client relationship and stresses that an advocate must not make concessions affecting a client’s substantive rights without express instructions.

Given that the undertaking was made in July-August 2007, formalised as an order on 17.11.2007 and extended repeatedly while sale deeds were executed (2007–2011), the High Court’s finding of contempt is upheld. The sentence of civil imprisonment is, however, commuted for age/health reasons and compensation increased from Rs.10 lakhs to Rs.13 lakhs with interest. Key legal touchstones include Order XXXIX Rules 1–2A CPC, Contempt of Courts Act, 1971, and the fiduciary duties of counsel as developed in case law.

Keywords: Contempt of Court; Undertaking to Court; Order XXXIX R.2A CPC; Fiduciary duty of advocate; Alienation of subject-matter property.

B) CASE DETAILS 

C) INTRODUCTION AND BACKGROUND OF JUDGEMENT

The dispute arises from a Joint Development Agreement dated 30 April 2004 and the consequent Original Suit No.4191 of 2007 seeking rescission and declaration for alleged breach. Construction was to complete by 31 October 2006; failure prompted notice of cancellation (23 March 2007) and litigation. During trial proceedings the defendants’ counsel, on 11 July 2007 and again on 13 August 2007, filed memoranda stating “the defendants have not alienate[d] the suit schedule property to any third person.”

Those memoranda were recorded and the trial court on 17 November 2007 expressly ordered that the defendants shall not alienate the suit property till next date, an order later extended. Despite this, multiple sale deeds dated between 19.11.2007 and 13.12.2011 (Exs. P3–P13) were executed. An application under Order XXXIX Rule 2A CPC was filed in 2011 alleging wilful disobedience; the trial court dismissed it in August 2013, but the High Court allowed a Misc. First Appeal and held appellants guilty of contempt.

The Supreme Court was seized to determine correctness of that High Court order and whether the punitive measures (detention, attachment, compensation) were justified and proportionate.

D) FACTS OF THE CASE

The JDA (30.04.2004) stipulated turnkey construction within 24 months; construction was not completed by the stipulated date. Plaintiffs issued cancellation notice (23.03.2007) and filed Original Suit No.4191/2007. In interlocutory proceedings, on 11.07.2007 counsel for defendants filed an undertaking that defendants had not alienated the suit property; the counsel reiterated the statement on 13.08.2007.

On 17.11.2007 the trial court recorded the counsel’s undertaking and passed an order restraining the defendants from alienating the suit property, and that order was extended periodically. Over the next years the defendants executed a series of sale deeds (Exs. P3–P13) earliest recorded sale date 19.11.2007 and latest 13.12.2011. In 2011 interlocutory application under Order XXXIX R.2A CPC (Civil Misc. Application No.38/2011) was filed alleging breach.

Trial court after evidence concluded that petitioners failed to prove willful disobedience beyond reasonable doubt and dismissed IA No.3 on 02.08.2013. High Court allowed the appeal, held that the undertaking had been violated despite pendency and that disobedience is not erased even if an injunction is set aside later; contempts were imposed (detention for three months on contemnor No.3, attachment of subject property for one year, Rs.10 lakhs compensation).

The Supreme Court, after hearing, confirmed contempt but modified sentence: detention deleted and compensation enhanced to Rs.13 lakhs with 6% simple interest from 02.08.2013.

E) LEGAL ISSUES RAISED

i. Whether an undertaking given by an advocate without express authority from the client binds the client and can support contempt proceedings?
ii. Whether Order XXXIX Rule 2A CPC application is maintainable in respect of an interim order made during pendency of the suit and later extended?
iii. Whether executing sale deeds during the period of an undertaking/order will amount to wilful disobedience attracting contempt jurisdiction?
iv. What is the appropriate relief/penalty confinement, attachment, compensation where contempt by alienation is established?
v. Whether delay in invoking relief (application filed four and a half years after undertaking) vitiates the contemnor’s liability?

F) PETITIONER / APPELLANT’S ARGUMENTS

The counsel for appellants submitted that the interlocutory relief sought did not specifically pray for restraint from creating third-party rights; the trial court correctly found the description of property ambiguous and evidence unsatisfactory. It was urged that the undertaking was given without requisite authority from the clients and therefore could not bind them; appellants tendered unconditional apology and there was no wilful contempt. The sentence of imprisonment was disproportionate in view of age and health of contemnor No.3.

G) RESPONDENT’S ARGUMENTS

The counsel for respondents submitted that the counsel’s undertaking was real, recorded, and subsequently converted into an order which was extended; the subsequent sales executed despite clear orders are direct violation. Respondents relied on precedents that disobedience of an injunction/order does not get erased merely because the underlying injunction may later be set aside, and asserted that contempt jurisdiction was properly invoked under Order XXXIX R.2A CPC. Delay in filing the application did not absolve violators who continued to create third-party rights.

H) JUDGEMENT 

The Court held maintainability of the Order XXXIX R.2A application: the interim order was passed during pendency and had continued force; therefore contempt jurisdiction could be invoked (relying on Samee Khan v. Bindu Khan and other authorities). The Court reviewed the lawyer–client relationship authority and reiterated that while counsel has implied authority to act on litigation tactics, he is not entitled to make concessions or give undertakings affecting substantive rights without express client instructions (citing Kokkanda B. Poondacha v. K.D. Ganapathi, Himalayan Coop.

Group Housing Society, Bar of Indian Lawyers v. National Institute of Communicable Diseases). The appellants’ plea that counsel gave the undertaking without authority was rejected because:

(a) the undertaking was made in July 2007 and reiterated in August 2007;

(b) the trial court converted it to an order on 17.11.2007;

(c) it was extended repeatedly; and

(d) no step was taken by appellants to seek discharge despite long lapse the application alleging breach was filed only in 2011.

On facts sale deeds Exs. P3–P13 executed between 19.11.2007 and 13.12.2011 the Court concluded these acts constituted alienation despite express court orders. The High Court’s punishment for contempt was justified to uphold the majesty and dignity of law (referencing Supreme Court Bar Assn. v. Union of India).

Sentencing: considering advanced age and ailments of contemnor No.3, the three months confinement was deleted; attachment order and monetary compensation were sustained but increased from Rs.10 lakhs to Rs.13 lakhs with 6% simple interest from 02.08.2013. Result: appeal partly allowed on sentencing; contempt finding affirmed.

a. RATIO DECIDENDI

The operative ratio is twofold. First, an unequivocal undertaking to the court that is recorded and converted into an order binds the litigant; executing alienations in breach of such an order constitutes wilful disobedience amenable to contempt jurisdiction under Order XXXIX R.2A CPC. Second, while counsel acts as agent and owes fiduciary duties, a litigant must promptly seek discharge if an undertaking was given without authority; prolonged inaction and subsequent alienations demonstrate culpability and disentitle the party to relief from contempt. The Court balanced principles of procedural fairness and finality with the need to protect the dignity of the judicial process.

b. OBITER DICTA 

The Court emphasized the delicate balance between the agency functions of counsel (tactical decisions) and the client’s autonomy over substantive rights; admissions by counsel bind the client only when unequivocal and/or authorised. The Bench suggested that advocates should obtain clear instructions before making concessions affecting property or long-term rights, reinforcing professional responsibility norms. The Court also underscored that contempt jurisdiction is extraordinary and to be exercised sparingly yet firmly when orders are deliberately flouted.

c. GUIDELINES 

1. Advocates must not give undertakings affecting substantive rights without explicit client authority; if in doubt, seek written instructions or decline to offer such undertakings.

2. Parties who contend an undertaking was given without authority should promptly apply to discharge the consequent order; undue delay weakens that defence.

3. Courts should treat contempt proceedings under Order XXXIX R.2A as a remedy where interim orders are violated during pendency, but be mindful of alternative remedies (e.g., execution) where decree exists.

4. Sentencing in civil contempt must be proportionate; the court may temper detention for humanitarian reasons while preserving compensatory and coercive measures like attachment and monetary compensation.

I) CONCLUSION & COMMENTS

The Supreme Court’s analysis strikes a principled balance: it protects litigants from unauthorized concessions by counsel while affirming that once an undertaking is made, recorded, and allowed to stand, the litigant cannot quietly subvert the court’s process by creating third-party rights. Delay in challenging the authority of counsel negates the relief that would otherwise flow from an absence of instruction.

The decision reaffirms established precedents on the scope of Order XXXIX R.2A CPC, the non-erasure of disobedience where interim orders are violated, and the fiduciary obligations of advocates. Practically, the judgment serves as a warning that undertakings have serious consequences and that counsel must secure clear mandates; it also reiterates proportionality in punishment confinement may be moderated in light of age/health, but compensation and attachment remain available remedies to vindicate the aggrieved party and preserve judicial authority.

J) REFERENCES

a. Important Cases Referred

i. Samee Khan v. Bindu Khan, (1998) 7 SCC 59.
ii. Wander Ltd. & Anr. v. Antox India Pvt. Ltd., (1990) Supp. 1 SCC 727.
iii. Ramakant Ambalal Choksi v. Harish Ambalal Choksi, 2024 SCC OnLine 3538.
iv. Dalpat Kumar v. Prahlad Singh, (1992) 1 SCC 719.
v. Kanwar Singh Saini v. High Court of Delhi, (2012) 4 SCC 307.
vi. Kokkanda B. Poondacha v. K.D. Ganapathi, (2011) 12 SCC 600.
vii. State of U.P. v. U.P. State Law Officers’ Assn., (1994) 2 SCC 204.
viii. Himalayan Coop. Group Housing Society v. Balwan Singh, (2015) 7 SCC 373.
ix. Bar of Indian Lawyers v. National Institute of Communicable Diseases, (2024) 8 SCC 430.
x. Supreme Court Bar Assn. v. Union of India, (1998) 4 SCC 409.

b. Important Statutes Referred

i. Code of Civil Procedure, 1908 Order XXXIX R.1–2A; Order XLIII R.1(r); Order 21 R.32.
ii. Contempt of Courts Act, 1971.