Pradeep Batra v. Kuldip Singh Verma - Specific Performance Appeal

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Pradeep Batra vs Kuldip Singh Verma on 25 March, 2026

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* IN THE HIGH COURT OF DELHI AT NEW DELHI
% Reserved on: 04.02.2026
Date of decision:25.03.2026
+ RFA(OS) 4/2026 & CM APPL. 4597/2026, 4599/2026
PRADEEP BATRA .....Appellant
Through: Mr. Viraj Datar, Sr. Adv. with
Mr.Samar Singh Kachwaha,
Ms.Shivangi Nanda, Mr. Arsh Rampal
and Mr. Srikant Singh, Advs.
versus

                            KULDIP SINGH VERMA                                   .....Respondent
                                          Through:            Mr. Manish Kaushik, Mr. Vikas
                                                              Ashwani, Mr. Mainak Sarkar and
                                                              Ms.Aparna Kushwah, Advs.
                            CORAM:
                            HON'BLE MR. JUSTICE VIVEK CHAUDHARY
                            HON'BLE MS. JUSTICE RENU BHATNAGAR
                                                    JUDGMENT 1.    The present appeal has been preferred under Section 96, read with
                      Order XLI Rules 1 and 2 [of the Code of Civil Procedure](https://indiankanoon.org/doc/161831507/), 1908(" [CPC](https://indiankanoon.org/doc/161831507/) ") read
                      with [Section 10](https://indiankanoon.org/doc/85279687/) of the Delhi High Court (Original Side) Rules, 2018, against
                      the Judgment dated 24.12.2025, passed by the learned Single Judge in CS
                      (OS) 871/2024, whereby the plaint instituted by the Appellant seeking
                      specific performance of the Agreement to Sell dated 29.10.2023was rejected
                      under [Order VII Rule 11 CPC](https://indiankanoon.org/doc/161831507/).

1. Briefly stated, the facts of the case, as set out by the Appellant, are that
   the Appellant instituted a suit seeking a declaration that the Respondent's
   communication dated 16.03.2024, purporting to terminate the oral Agreement Signature Not Verified Signed By:ROHIT SAIN Signing Date:25.03.2026 05:19:01 RFA(OS) 4/2026 Page 1 of 11 to Sell dated 29.10.2023, is illegal, invalid and non-est in the eyes of law. The
   Appellant further sought a decree of specific performance of the said oral
   Agreement in respect of the property bearing Second Floor, B-1/17, Vasant
   Vihar, New Delhi, along with 50% front terrace rights and proportionate land
   rights, as well as consequential injunctive relief restraining the
   Defendant/Respondent from creating any third-party rights in respect of the
   Suit Property.

2. As per the plaint, the parties allegedly entered into an oral Agreement
   to Sell dated 29.10.2023 for a total consideration of Rs. 12.40 crores. The
   Appellant claims to have paid Rs. 51 lakhs as earnest money on the same date,
   which was duly acknowledged by the Respondent vide Receipt dated
   29.10.2023. The Respondent had disclosed that the Suit Property was
   tenanted and undertook to secure vacant possession by 30.11.2023, with
   execution of the Sale Deed by 30.12.2023 and the balance consideration was
   payable at the time of execution of such Sale Deed and handing over of vacant
   possession. However, despite issuance of notices dated 30.10.2023 and
   14.12.2023, by the Respondent to the tenants, the possession thereof was not
   secured within the stipulated time.

3. In pursuance thereof, upon repeated assurances being given by the
   Respondent, the Appellant granted extensions for securing such vacant
   possession from his tenants lastly up to 29.02.2024, with execution of Sale
   Deed to follow within a month thereafter. The Appellant asserts that such
   extension constituted a limited novation only with respect to time. The
   Appellant further claimed that throughout the aforesaid period, he remained
   ready and willing to perform his part of the Agreement to Sell, continued to Signature Not Verified Signed By:ROHIT SAIN Signing Date:25.03.2026 05:19:01 RFA(OS) 4/2026 Page 2 of 11 coordinate documentation through communications including a WhatsApp
   group created for the purpose of transaction, and never sought cancellation of
   such Agreement.

4. It is further the case of the Appellant that vide letter dated 16.03.2024,
   the Respondent terminated the Oral Agreement to Sell dated 29.10.2023
   alleging delay and reluctance on the part of the Appellant and has refunded
   the earnest money amounting to Rs. 51 lakhs to the Appellant. The Appellant,
   by reply dated 08.04.2024, denied such termination, reiterated readiness and
   willingness, and called upon the Respondent to perform such Agreement to
   Sell dated 29.10.2023.

5. Subsequent thereto, apprehending creation of third-party rights, the
   Appellant issued public notices on 02.05.2024 and thereafter instituted the
   aforesaid suit seeking specific performance and injunction. Upon institution
   of the suit, the learned Single Judge, by order dated 29.10.2024, found that
   documentary proof evidencing readiness and willingness had not been placed
   on record. The Appellant filed additional documents, including
   communications from his banker reflecting his financial capacity and
   eligibility for sanction of a home loan. The matter was referred to mediation
   on 19.12.2024; however, the mediation failed owing to failure in reaching of
   consensus with respect to revised Sale Consideration for the sale of suit
   property.

6. Thereafter, the learned Single Judge vide Impugned Order dated
   24.12.2025 rejected the Plaint under Order VII Rule 11 CPC, holding that the
   suit seeking specific performance of the alleged oral Agreement to Sell dated
   29.10.2023 was liable to be rejected for absence of a cause of action and for Signature Not Verified Signed By:ROHIT SAIN Signing Date:25.03.2026 05:19:01 RFA(OS) 4/2026 Page 3 of 11 being barred under Sections 16(b) and 16(c) of the Specific Relief Act, 1963.
   The Court held that the Plaintiff had failed to prima facie demonstrate
   continuous readiness and willingness to perform the contract, as no material
   evidencing financial capacity to pay the agreed consideration of Rs. 12.40
   crores was placed on record, and reliance on eligibility of a prospective
   housing loan which had not been sanctioned, was insufficient. The Court
   further found that the Plaintiff had sought to renegotiate the agreed
   consideration due to the tenant's occupation and had approached the Court
   belatedly after termination of the agreement, during which period property
   prices had escalated. In view thereof, the Court concluded that the Plaintiff
   was neither ready nor willing to perform the agreement and had invoked the
   process of the Court merely to cloud the Defendant's title, and consequently
   rejected the plaint.

7. Aggrieved by such rejection of the Plaint at the threshold, the Appellant
   has preferred the present Appeal.

8. The primary objection raised by the learned counsel for the Appellant
   is that the Appellant has shown his readiness and willingness throughout and
   the Respondent having malafide intentions, unilaterally terminated the
   Agreement to Sell dated 29.10.2023 alleging delay and non-compliance on
   the part of the Appellant. He further state that the Appellant continued to
   coordinate documentation through communications including a WhatsApp
   group created for the transaction.

9. We have heard the learned counsel for the parties and perused the
   record.

Signature Not Verified Signed By:ROHIT SAIN Signing Date:25.03.2026 05:19:01 RFA(OS) 4/2026 Page 4 of 11 11. The principal question that arises for consideration before this Court is
whether the plaint, read along with the documents relied upon by the
Appellant, discloses a real and enforceable cause of action so as to warrant
trial, or whether the same was rightly rejected at the threshold under Order
VII Rule 11 CPC.

1. The scope and ambit of Order VII Rule 11 CPC is well settled. While
   exercising jurisdiction under the said provision, the Court is required to
   examine only the averments contained in the plaint along with the documents
   relied upon by the plaintiff. If upon a meaningful and not merely formal
   reading of the plaint thereof, it appears that the claim is vexatious, illusory or
   does not disclose a clear right to sue, the Court is duty bound to reject the
   plaint at the threshold.

2. The Supreme Court in T. Arivandandam vs. T.V. Satyapal and Ors.;
   (1977) 4 SCC 467 has authoritatively held that where, by a meaningful not
   formal reading, the plaint does not disclose a clear right to sue and is
   manifestly vexatious and meritless or if the clever drafting created an illusion
   of a cause of action, the Court must nip it in the bud. The relevant paragraph
   reads as under:

"5. ...The learned Munsif must remember that if on a
meaningful -- not formal -- reading of the plaint it is
manifestly vexatious, and meritless, in the sense of not
disclosing a clear right to sue, he should exercise his power
under Order 7, Rule 11 CPC taking care to see that the
ground mentioned therein is fulfilled. And, if clever drafting
has created the illusion of a cause of action, nip it in the bud
at the first hearing by examining the party searchingly under Order 10, CPC. An activist Judge is the answer to
irresponsible law suits. The trial courts would insist
imperatively on examining the party at the first hearing so Signature Not Verified Signed By:ROHIT SAIN Signing Date:25.03.2026 05:19:01 RFA(OS) 4/2026 Page 5 of 11 that bogus litigation can be shot down at the earliest
stage.."
14. Similarly, in I.T.C. Limited vs. Debts Recovery Appellate Tribunal
and Others;(1998) 2 SCC 70, it was held that clever drafting creating an
illusion of cause of action cannot be permitted to circumvent the mandate of Order VII Rule 11 CPC, as under:

"16. The question is whether a real cause of action has been
set out in the plaint or something purely illusory has been
stated with a view to get out of Order 7 Rule 11 CPC. Clever
drafting creating illusions of cause of action are not
permitted in law and a clear right to sue should be shown in
the plaint. (See T. Arivandandam v. T.V. Satyapal [(1977) 4
SCC 467] .)"
15. In the backdrop of the aforesaid principles, it becomes necessary to
examine whether the plaint in the present case discloses the existence of a
concluded and enforceable contract capable of being specifically enforced.

1. In the present case, it is evident from paragraph 1 of the plaint that the
   suit seeks specific performance of an alleged Oral Agreement to Sell dated
   29.10.2023. Furthermore, the material placed on record does not disclose any
   concluded and enforceable written contract between the parties. It is well
   settled that while an oral agreement is not per se unenforceable in law, the
   burden to establish the existence of such an agreement must be discharged by
   clear, cogent and convincing evidence establishing the essential terms of the
   contract with certainty.

2. The Supreme Court has consistently held that in cases seeking specific
   performance of an oral agreement, the Court must be satisfied not only about
   the existence of the agreement but also about the definiteness of its terms,
   including the consideration, subject matter, timelines and reciprocal Signature Not Verified Signed By:ROHIT SAIN Signing Date:25.03.2026 05:19:01 RFA(OS) 4/2026 Page 6 of 11 obligations. It is equally settled that a decree for specific performance, being a
   serious and far-reaching relief affecting the proprietary rights, cannot rest
   upon vague and uncorroborated assertions of oral consensus. The relief of
   specific performance is a discretionary and equitable one. In Mayawanti v.
   Kaushalya Devi, (1990) 3 SCC 1, it was held as under:

"8. In a case of specific performance it is settled law, and
indeed it cannot be doubted, that the jurisdiction to order
specific performance of a contract is based on the existence
of a valid and enforceable contract. The Law of Contract is
based on the ideal of freedom of contract and it provides the
limiting principles within which the parties are free to make
their own contracts. Where a valid and enforceable contract
has not been made, the court will not make a contract for
them. Specific performance will not be ordered if the
contract itself suffers from some defect which makes the
contract invalid or unenforceable. The discretion of the
court will be there even though the contract is otherwise
valid and enforceable and it can pass a decree of specific
performance even before there has been any breach of the
contract. It is, therefore, necessary first to see whether there
has been a valid and enforceable contract and then to see
the nature and obligation arising out of it. The contract
being the foundation of the obligation the order of specific
performance is to enforce that obligation."
18. The primary evidence relied upon by the Appellant is the document
dated 29.10.2023, though stated to be executed on stamp paper and
purportedly referred to as a "Sale Agreement" in the stamp receipt only, is, in
its true legal character, nothing more than a unilateral acknowledgment
alleged to have been issued by the Respondent. Significantly, the said
document neither bears any express title identifying it as a "Sale Agreement"

nor contains the signatures of the Appellant, thereby lacking the essential
attributes of a concluded and enforceable bilateral contract. The said
document further does not record mutual assent or embody the essential terms
of a concluded contract.
Signature Not Verified Signed By:ROHIT SAIN Signing Date:25.03.2026 05:19:01 RFA(OS) 4/2026 Page 7 of 11 19. Moreover, a unilateral acknowledgment cannot establish consensus ad
idem nor can it be elevated to the status of a binding and enforceable
Agreement to Sell; at best, it evidences receipt of a sum of Rs. 51 lakhs, as
also admitted by the Appellant in paragraph 11 of the plaint.

1. It is further pertinent to note that no Agreement to Sell has been placed on record by the Appellant. Equally significant is the fact that the second set of material relied upon by the Appellant, namely, the WhatsApp communications exchanged between the parties during the relevant period, does not advance the Appellant's case. The relevant extract of the said chats reads as under:

"[13/11/23, 5:52:24 PM] Kitty Pradeep: Good evening ji
[13/11/23, 6:00:02 PM] Kuldip Ji Pradeep Batra B1/17
Vasant Vihar: Good evening ji
[13/11/23, 10:03:42 PM] Tarun Nayar: Good evening
everyone ðŸ™
[16/11/23, 11:26:02 AM] Tarun Nayar: Morning Kuldip
Ji / Ravi Ji can u please send the missing documents ASAP
so that we can prepare the ATS….. thanks ðŸ™
[17/11/23, 4:48:03 PM] Tarun Nayar: Evening Kuldip Ji
/ Ravi Ji can u please send the missing documents
………… thanks 🙠🙠ðŸ™"
(emphasis supplied)

1. A perusal of the aforesaid WhatsApp chats makes it abundantly clear that the parties were still in process of negotiating and finalizing the terms of a prospective Agreement to Sell even till 16.11.2023. Moreover, the communications do not reveal that any prior oral Agreement to Sell had already been concluded, which was being reduced into writing. On the contrary, the chats reveal that the parties were still engaged in the process of preparing and formulating the Agreement to Sell itself.

Signature Not Verified Signed By:ROHIT SAIN Signing Date:25.03.2026 05:19:01 RFA(OS) 4/2026 Page 8 of 11 22. The material relied upon by the Appellant, therefore, negates the
existence of the alleged Agreement to Sell dated 29.10.2023 and indicates that
the transaction had not progressed beyond negotiations. Furthermore,
admittedly in the present case, the Appellant has even got his earnest money
back. In such circumstances, granting specific performance would amount to
the Court creating a contract for the parties, which is impermissible in law.

1. Even otherwise, the Appellant further failed to demonstrate, as found
   by the learned Single Judge, that he possessed the requisite financial
   wherewithal within the stipulated period to perform his part of the alleged
   contract.

2. Another aspect that merits consideration is that the commercial reality
   governing the transactions relating to immovable property in metropolitan
   cities such as Delhi, where the property values are subject to steady and
   significant escalation, is that time assumes critical importance in the
   performance of contractual obligations. The Supreme Court in case of K.S.
   Vidyanadam & Ors. v. Vairavan, (1997) 3 SCC 1, held as under:

"11. Shri Sivasubramaniam cited the decision of the Madras
High Court in S.V. Sankaralinga Nadar v. P.T.S.
Ratnaswami Nadar [AIR 1952 Mad 389 : (1952) 1 MLJ 44]
holding that mere rise in prices is no ground for denying the
specific performance. With great respect, we are unable to
agree if the said decision is understood as saying that the
said factor is not at all to be taken into account while
exercising the discretion vested in the court by law. We
cannot be oblivious to the reality -- and the reality is
constant and continuous rise in the values of urban
properties -- fuelled by large-scale migration of people
from rural areas to urban centres and by inflation......"
(emphasis supplied) Signature Not Verified Signed By:ROHIT SAIN Signing Date:25.03.2026 05:19:01 RFA(OS) 4/2026 Page 9 of 11

1. In view of the foregoing, the cumulative effect of the aforesaid
   circumstances clearly establishes that the plaint does not disclose the
   existence of any concluded Agreement to Sell between the parties. The
   contemporaneous record relied upon by the Appellant itself contradicts the
   plea of a concluded agreement, and where the conduct suggests an attempt to
   prolong and negotiate rather than perform, the invocation of specific
   performance is wholly misconceived.

2. The institution of suit, in these circumstances, thus, appears to be an
   attempt to entangle the suit property in avoidable litigation and to cast a cloud
   over the Respondent's title. The inevitable effect of such proceedings is to
   impede the Respondent's lawful right to deal with and enjoy his rights in the
   property. The record further indicates that the Respondent is an elderly
   person, yet he has been constrained to defend the proceedings which, on the
   face of the plaint itself, disclose no subsisting and enforceable contractual
   obligation.

3. In view of the settled principles governing Order VII Rule 11 CPC, and
   bearing in mind that specific performance is a remedy available only to a
   party who approaches the Court with clean hands and demonstrable readiness
   and willingness, the plaint is such which ought to be rejected at the threshold.

4. We find ourselves in complete agreement with the findings returned by
   the learned Single Judge that the Appellant failed to prima facie establish
   readiness and willingness within the meaning of Sections 16(b) and 16(c) of
   the Specific Relief Act, 1963, and that the conduct of the Appellant, including Signature Not Verified Signed By:ROHIT SAIN Signing Date:25.03.2026 05:19:01 RFA(OS) 4/2026 Page 10 of 11 failure to prove a concluded Agreement to Sell, attempt to renegotiate the
   consideration and the belated institution of proceedings in a rising property
   market, clearly militates against the grant of any relief to him.

5. In view of the foregoing, the present appeal, along with pending
   application(s), if any, stands dismissed. There shall be no order as to costs.

VIVEK CHAUDHARY
(JUDGE)

                                                                             RENU BHATNAGAR
                                                                                   (JUDGE)
                      MARCH 25, 2026/kp/tr Signature Not Verified Signed By:ROHIT SAIN Signing Date:25.03.2026 05:19:01                  RFA(OS) 4/2026                                                      Page 11 of 11