KUMAR APURVA Vs. VALUEFIRST DIGITAL MEDIA PVT. LTD.

JUDGEMENT

(1.) This appeal is directed against an order dated 22nd November 2014 passed by the sole Arbitrator in an application filed by the Respondent under Section 17 of the Arbitration and Conciliation Act, 1996 ("Act").

(2.) The backgrounds facts are that the Appellant was employed with the Respondent, a leading digital media company offeringcommunication, social interaction and content to its clients. It is stated that the Respondent provides a platform to enable its clients to interact on SMS, voice, GPRS/3G email etc. An agreement titled "Employee Intellectual Property Protection Agreement" was entered into between the Petitioner and the Respondent on 15th October 2008. Clause 13 of the said agreement dealt with 'noncompetition' and Clause 14 with 'non-solicitation'. Under Clause 13.1, during the term of the Appellant's employment with the Respondent and for a period of two years thereafter, the Appellant was directly or indirectly not to engage in, as an employee, associate, consultant, proprietor, partner, director, or otherwise, or have any ownership interest in or participate in any business where such work involved the development or use of similar or identical intellectual property or know-how/trade secrets as that of the company. Under Clause 14 during the term of employment and for a period of two years thereafter, the Appellant was not to directly or indirectly, without prior written consent of the Respondent, solicit, recruit, hire, encourage or induce any employee, director, solicitor etc. to leave the employment of the Respondent or negatively alter their relationship with the Respondent.

(3.) The Appellant was appointed as an Additional Director of the Respondent with effect from 25th May 2010 and subsequently, as Chief Executive Officer ("CEO") of the Respondent on 25th August 2011. On 25th January 2011, a Shareholders Agreement ("SHA") was executed between the Respondent (described as the Company);it defined "Promoters" as a collective term which described three parties i.e. (i) Mr. Gagan Chadha, (ii) the Appellant and (iii) Mr. Vishwadeep Bajaj; and the 'Investors' NEA FVCI Ltd. ('NEA Ltd.) and HAV3 Holdings (Mauritius) Ltd. ('HAV3'). Both NEA Ltd. and HAV3 are companies incorporated in Mauritius. It is not in dispute that in terms of the said SHA, the Appellant subscribed to 2.6% of the equity shareholding of the company. It is stated that as of today his share holding has increased to 4.07%.