The Calcutta High Court recently clarified that the question of whether the Indian Railway Catering and Tourism Corporation’s (IRCTC) revised menu is part of the original contract containing an arbitration clause is an issue that must be decided by the arbitrator and not the court. The judgment was delivered by Justice Shampa Sarkar while hearing an application filed under Section 11(6) of the Arbitration and Conciliation Act, 1996.
The dispute arose between M/S Doon’s Caterers and IRCTC. The petitioner, M/S Doon’s Caterers, had entered into an agreement with IRCTC to provide meals, logistic support, and transportation as per a fixed menu set out in the contract. However, after the contract was signed, the Ministry of Railways, through a notification issued on November 15, 2022, allowed IRCTC to introduce flexibility in its menu. This included the option to add regional cuisines, seasonal delicacies, festival food, baby food, diabetic-friendly meals, and other health-conscious food options.
Following this directive, IRCTC circulated an additional revised menu to all General Managers of its railway zones. As a result, the petitioner was also directed to supply meals in accordance with this updated menu.
The petitioner argued that it had supplied the meals as per IRCTC’s instructions and raised bills for the additional menu items from December 2023 to September 2024. The petitioner maintained that the costs for the revised menu were not covered under the original contract and that the additional payments remained unpaid despite providing the services. The petitioner invoked arbitration through a notice dated December 24, 2024, seeking the appointment of an arbitrator for resolving the dispute.
On the other hand, IRCTC, represented by Mr. Sarosij Dasgupta, contended that the revised menu was not part of the original contract, and therefore, the arbitration clause did not apply to this dispute. IRCTC also argued that the petitioner could not challenge a policy decision made by the Government of India, which had allowed IRCTC to customize the menu.
While addressing the dispute, the court observed:
“The referral court is required to ascertain a, prima facie, existence of an arbitration clause.”
Justice Sarkar pointed out that the contract did contain an arbitration clause under Clause 8 of the Notice Inviting Tender (NIT). The clause m
ade it mandatory for all disputes to be referred to a sole arbitrator. The venue for arbitration was fixed as Kolkata, and the Group General Manager, Kolkata, was given the authority to appoint the arbitrator upon request.
However, the court also noted that this method of appointing an arbitrator was not valid under the present legal framework. Specifically, the court highlighted that the existing clause conflicted with Section 12(5) of the Arbitration and Conciliation Act when read with the Fifth and Seventh Schedules, which prohibit unilateral appointment of arbitrators. In this context, the court stated:
As unilateral appointment of an Arbitrator is prohibited by law, the petitioner has rightly approached this Court for appointment of a sole arbitrator.
The court further noted that under the "Specification" section of the NIT, Clause (j) stated that the supply schedule, meaning the menu, was subject to change at the sole discretion of IRCTC or the Railways, and the decision would be binding on the service provider. Since IRCTC had revised the menu after receiving flexibility from the Ministry of Railways and directed all General Managers to implement it, the petitioner, as the service provider, was obligated to comply.
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“These aspects, prima facie, lead the court to hold that subsequent revision of the menu is covered by the original contract. However, the issue of arbitrability is kept open for the learned arbitrator to adjudicate.”
In response to IRCTC's apprehension that the petitioner might challenge the policy decision of the Ministry of Railways, the court observed that the petitioner was only claiming payment for the services rendered on the basis of the revised menu and had not raised any objection to the policy itself.
Concluding the matter, the court allowed the application and appointed Senior Advocate Mr. Probal Kumar Mukherjee as the sole arbitrator to resolve the dispute, subject to compliance with Section 12 of the Arbitration and Conciliation Act, 1996.
Case Title: M/S Doon's Caterers Vs M/S Indian Railway Catering And Tourism Corporation Limited
Case Number :AP-COM/268/2025
Ms. Kishwar Rahman, Adv. Mr. Prateek Kumar, Adv. Ms. Anugraha Sundas, Adv. …for the petitioner
Mr. Sarosij Dasgupta, Adv. Mr. Sabyasachi De, Adv. Ms. Afreen Begum, Adv. …for the respondent
