Summary: The seat of arbitration determines the supervisory jurisdiction of courts over arbitral proceedings. But is the situation always so straightforward? More often than not, the seat is not specified and is coupled with vague references to venue or place, along with conflicting exclusive jurisdiction clauses. What happens in such cases? How is the supervisory jurisdiction of courts determined? Courts have developed nuanced approaches to resolve these conflicts, establishing clearer principles for determining supervisory jurisdiction. This article examines six key and frequently encountered scenarios with recent judicial trend to provide clarity on this complex area of law.
The determination of the seat of arbitration has emerged as one of the most contentious issues in contemporary arbitration jurisprudence in India. Not merely a geographical location, the seat carries profound legal implications, as it determines the supervisory jurisdiction of courts over arbitral proceedings.
The complexity intensifies when “seat”, “venue”, and “place” are used interchangeably or when agreements have conflicting exclusive jurisdiction clauses. This blog analyses some of these complex scenarios to understand the factors that ultimately determine the supervisory jurisdiction of courts over arbitral proceedings.
Case 1: Seat is determinable from the contract, with no conflicting exclusive jurisdiction clause
This is the most straightforward scenario, though rarely encountered. It was directly addressed by the Supreme Court in Indus Mobile Distribution (P) Ltd. v. Datawind Innovations (P) Ltd., (2017) 7 SCC 678 and later in BGS SGS SOMA JV v. NHPC, (2020) 4 SCC 234.
In Indus Mobile (supra), the arbitration clause stipulated that proceedings shall be conducted in Mumbai and also specified that Mumbai courts would have exclusive jurisdiction. The Court held that once the seat is designated, it is equivalent to an exclusive jurisdiction clause. Hence only the courts at Mumbai could exercise supervisory jurisdiction, even if no part of the cause of action arose there, and the principles under Sections 16–21 of the Code of Civil Procedure (“CPC”) for determining jurisdiction would become inapplicable.
In BGS SGS Soma (supra), where only the venue was specified, the Court held that an expressly designated venue without an alternative seat or contrary indicia should be treated as the juridical seat. It reiterated the principle in Indus Mobile (supra) that once the seat is designated, it operates as an exclusive jurisdiction clause.
Therefore, if a seat is unambiguously determinable without contradiction, supervisory jurisdiction lies with courts at the seat.
Case 2: Seat is expressly specified in the contract, but a conflicting exclusive jurisdiction clause also exists
Whenever contracts specify a seat but also contain an exclusive jurisdiction clause pointing to another court, courts have overwhelmingly leaned towards upholding the primacy of the seat, treating it as determinative of supervisory jurisdiction.
In KLA Const. Technologies (P) Ltd. v. Gulshan Homz (P) Ltd., 2025 SCC OnLine Del 3998, the Delhi High Court held that the determination of the arbitral seat is determinative of jurisdiction, particularly when the jurisdiction clause is made expressly subject to the arbitration clause.
However, courts recognise a distinction where exclusive jurisdiction clauses are embedded within arbitration clauses and specifically govern arbitration-related proceedings:
- In CARS24 Services (P) Ltd. v. Cyber Approach Workspace, 2020 SCC OnLine Del 1720, despite New Delhi being the seat, exclusive jurisdiction for arbitrator appointment was conferred on Haryana courts. The Delhi High Court held that since the exclusive jurisdiction clause directly related to arbitration matters, it would prevail.
- Similarly, in Hunch Circle (P) Ltd. v. Future times Technology India (P) Ltd., (2022) 2 HCC (Del) 6, despite New Delhi being designated as seat, exclusive jurisdiction for interim relief and award enforcement was conferred on Haryana courts, which the Court held would override the seat clause.
The key factor is whether the exclusive jurisdiction clause is generic or it is specific to arbitration proceedings and forms part of the arbitration clause.
Case 3: Only a place/venue is specified in the contract, accompanied by a conflicting exclusive jurisdiction clause
Here, the issue is whether contrary exclusive jurisdiction clauses constitute sufficient contrary indicia to displace the presumption that the venue/place is the juridical seat.
Recently, in Moonwalk Infra Projects (P) Ltd. v. S.R Constructions, 2025 SCC OnLine Del 2797,the Delhi High Court held that a contract containing an arbitration clause specifying a clear venue would confer that court with the supervisory jurisdiction over the arbitral process and that it would supersede a generic exclusive jurisdiction clause conferring jurisdiction on another Court.
This decision departs from the previous view held in some cases that the presence of an exclusive jurisdiction clause constituted contrary indicia to displace the presumption of the venue being considered as the seat.[1]
Therefore, a specified venue/place generally determines supervisory jurisdiction and prevails over generic exclusive jurisdiction clauses.
Case 4: No seat/place/venue is specified in the contract, but the exclusive jurisdiction clause is incorporated within the arbitration clause
The Supreme Court addressed this situation recently in M/s Activitas Management Advisor Private Limited v. Mind Plus Healthcare Pvt. Ltd., SLP (C) NO. 27714 of 2024 (delivered on August 5, 2025).
Although the arbitration clause did not specify “seat” or “venue”, it provided for Mumbai courts’ exclusive jurisdiction. The Court held that since this clause was embedded in the arbitration clause, it must be construed as designating Mumbai as the juridical seat, thereby conferring supervisory jurisdiction on the Mumbai courts.
Therefore, where exclusive jurisdiction clauses form part of arbitration clauses, they determine the seat even without express seat/place/venue specifications.
Case 5: No seat/place/venue is specified in the contract, and only a standalone/generic exclusive jurisdiction clause exists
This differs from Activitas because here the exclusive jurisdiction clause is generic, not part of the arbitration clause.
In Kings Chariot v. Tarun Wadhwa, 2024:DHC:4407, the arbitration clause was silent on seat/venue and the contracts merely stated “all disputes subject to Delhi jurisdiction”. The Delhi High Court held that in the absence of a specified arbitration seat/place, jurisdiction must be determined as per Sections 16–20 of CPC. The Court also held that it lacked jurisdiction as no cause of action arose in Delhi. It reaffirmed that parties cannot, by agreement alone, confer jurisdiction on a court that otherwise lacks jurisdiction.
In contrast, in Bvg India Ltd. Vs. Nagar Nigam Jaipur Greater and Ors.,2025:DHC:5399,the contract did not designate a seat/venue/place, but the parties had agreed to confer exclusive jurisdiction on Jaipur courts. This was coupled with significant and extenuating factors like tender issuance, agreement execution, work supervision, and even the origination of dispute in Jaipur. Therefore, the Court observed that the entire cause of action had arisen in Jaipur and that there was no contrary indica to undermine the exclusive jurisdiction clause.
Therefore, generic exclusive jurisdiction clauses prevail only when supported by the cause of action in that jurisdiction, otherwise CPC principles govern jurisdiction determination.
Case 6: No seat/place/venue is specified in the contract, and the arbitral tribunal subsequently designates a seat that conflicts with the exclusive jurisdiction clause
The Delhi High Court recently considered this situation in Viva Infraventure v. New Okhla Industrial Development Authority,2025:DHC:5127. The agreement specified an exclusive jurisdiction clause, but the arbitral tribunal subsequently designated a seat at variance with it. The Court held that when a clear exclusive jurisdiction clause encompasses arbitration-related proceedings, it prevails over a contrary seat designated by the tribunal. The tribunal’s order merely fixes the “place” of arbitration under Section 20(3) of the Arbitration and Conciliation Act, 1996, and cannot override the parties’ agreed exclusive jurisdiction clause.
Conclusion
Recent judicial developments demonstrate evolving approaches to seat, venue, place, and exclusive jurisdiction clause interplay. While courts attempt reconciliation, much litigation stems from poor arbitration agreement drafting.
Key emerging principles include:
- Where a juridical seat is determinable from the contract, it generally has overriding effect in determining supervisory jurisdiction.
- Where only venue/place is specified, it may be treated as the juridical seat unless there exist strong contrary indicia. A generic exclusive jurisdiction clause will not constitute contrary indicia. However, an exclusive jurisdiction clause forming part of the arbitration clause and encompassing arbitration-related proceedings may constitute contrary indicia and shall prevail over the designated place/venue.
- Where no seat/place/venue is specified, supervisory jurisdiction is determined under CPC principles, unless an exclusive jurisdiction clause embedded within the arbitration clause indicates otherwise.
- Where tribunals designate a seat contrary to an exclusive jurisdiction clause embedded in arbitration clause, the contractual clause will prevail.
Ultimately, these complex disputes can be avoided if arbitration clauses are drafted with clarity and internal consistency. Parties should ensure that the seat and venue are expressly designated, and that any exclusive jurisdiction clause is harmonised with the arbitration clause. A carefully drafted arbitration agreement prevents unnecessary litigation, delays, and costs, and upholds the parties’ intention to resolve disputes efficiently through arbitration.
For further information, please contact:
Kapil Arora, Partner, Cyril Amarchand Mangaldas
kapil.arora@cyrilshroff.com
[1] Kush Raj Bhatia v DLF Power and Services Limited ARB 869 of 2021 and Isgec Heavy Engineering. Ltd. vs. Indian Oil Corporation Ltd. & Anr. Arbitration Petition No.164/2001.
