A KESHA V KUMAR SW AR UP  v.  

FLOWMORE PRIVATE LIMITED  

JANUARY 18, 1994  

B [S. MOHAN AND M.K. MUKHERJEE, JJ.]  

Delhi Rent Control Act, 1958: s.14(l )(e)-Residential Premise.s-- Leased out to Company-Clause of leasedeed authorising lessee to use  premises 'for residence a: d personal use of Directors and/or their relacives  

C and for the purpose of the Company''-Held, tenant authnrised to use premises  only for residential purpose.  

D  

lnterpretaiion of Documents : Intention of parties-To be ascertained  from expressions used in document-Reading of entire documc11t-Looking  into attending circumstances-{\Teed for.  

TI1e appellant-landlord filed an application under s.14(1)(e) of the  

Delhi Rent Control Act, 1958, se king eviction of the respondent from his  

premises on the ground of bona fide requirement. The respondent-com- pany, relying upon lause 5 of the leasedeed to the effect that the lessee  

E would use the premises "for the residt•nce and personal use of Directors  and/or their relatives and for he purp ,>se of the Company", cont nded that  

the premises were let out both for residential as also commercial purpose  

and the composite purpose of the tenancy took the premises out of the  

purview of the residential accommodation. The Rent Controller rejected  

tenant's contentions and allowed the applica tion. The High Court, in the  

F revisional application filed by the tenant, accepted its plea of composi te  purpose of tanancy and rejected the application of the landlord. Hence,  the appeal by special leave.  

Dismissing the appeal, setting aside the order of the High Court and  

G restoring that of the Rent Controller, this Court  

HELD : 1.1. On a plain reading of clause 5 of the lease-deed, it is  

patently clear that the landlord authorised th ' tenant to use the premises  

only for residential purpose and for no other purpose. The words 'for the  purpose of the Company' ought to be read in conjunction with 'residence'  

H and when so read there is no escape from lhe conclusion that what the  148

K..K. SW1 lfUP r_ FLOWMORE (P) LTD. fMUiG-iERJEE,J_j l-\9  

parties intended was that the premises were to he used for residence of the A  Directors, their relatives and also others · who may have to be accom·  modated 'for the purpose of the Company'. This was established by the  otl er clauses of the agreement as also by the other materials appearing  on record. From clause 11 of the lease deed it is clear that under the  agreement only installation of air conditioners and cooking ranges were  permitted and there is no mention of any kind of office equipment. Further,  clause 13, when read in the context of the master and zonal plans clearly  indicates that the residential user of the premise was only contemplated.  The High Court erred in law in reversing the decision of the Rent Contro!·  Icr allowing the eviction. [151-F-H, 152-G]  

2. In interpreting a doeument the intention of the parties has to be  ascertained, if possible from the expre sions used therein. More often than  

B  

c  

not, this causes no difficulty, but i diillcutty is fo!t. owlng to inarticulate  drafting or ina vertence or other causes, the in enlion may c gathered  reading the entire document and, if so u ce:s, ary. from nther attending  circumstances also. If through such a process the intention uf the parties D  can be culled out consistently with the rule of iaw, the Courts are required  to take that course. [151-D-E]  

CIVIL APPELLATE JURISDICTION : Civil Appeal No. 3487 of  1988.  

From the Judgment and Order dated 25.4.1988 of the Delhi H igh  Court in C.R. (R) No.869 of 1987.  

Harish N. Salve, Ambrish Kumar, H.K. Puri, M.V. Goswami and  

E  

Sharad Puri for th_e Appell ant. F  

G.L Sanghi, Mahesh Aggarwal and Anant V. Palli for the Respon- dent.  

The Judgment of the Court was delivered by  

L MUKHERJEE, J. The appellant-landlord filed an application G  under Section 14(1)(e) of the Delhi R ent Control Act, 1958 before the  Rent Controller seeking eviction of the respondent-tenant (Company) from  

the premises in question on the ground of bona fide requirement. After  obtaining leave to contest the application, the tenant contended, relying  upon clause 5 of the deed of lease which reads as under :- H

150 SUPREME COURT REPORTS (1994] 1 S.C.R.  

A "That the lessee shall use the pr,emises fol the residence  and personal use of Directors &/or their relatives and for  the purpose of the Company."  

B  

c  

D  

E  

F  

that the premises were let out both for residential as also commercial  purpose and the composite purpose of the tenancy took the premises out  of the purview of the residential accommodation. The other ground on  which the application was resisted was that the claim of the landlord that  the premises were required for his own occupation was not. a bona fide  one. The Controller rejected both the contentions of the tenant and passed  an orcier for eviction. Aggrieved thereby, the tenant filed a revisional  application in the Delhi High Court and reiterated both its contentions.  The High Court, while affirming the finding recorded by the Controller  about the bona fide requirement of the landlord upset the finding of the  Controller that clause 5 of the deed mistakably proved that the premises  were let out for residential purpose only. In interpreting clause 5, the High  Court first observed :  

"Clause 5 is not ambiguous. There is no confusion in the  word used in this clause. The words 'personal use of  Directors &/or their relatives and for the purpose of the  Company' were used after mentioning that the premises  can be used for residence meaning tereby that the other  users were also permissible besides residence and that the  user was for the purpose of the Company, i.e., for the  business of the Company and the Directors and their  relatives also could use does not mean that Directors and  their relatives are to use the premises for residence only.  The personal use could be of many nature. It could be  that Direct,.or or their relatives can have their office in  particular rooms for their personal work beyond the work  of the company."  

G And ultimately concluded by saying :  

"The words 'for the purpose of the Company' are very  significant and cannot be given a go by. They do clearly  show that the premises can be used for the purpose of  Company which is obviously business of the Company.  

H Hence it has to be held that the premises have been let ·

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K.K. SWARUP v. FLOWMORE (P) LID. (MUKHERJEE, J.) - 151  

out not only for. residential purpose but also for commer- A  cial purpose. The interpretation of the Rent Controller  with regard to the particular clause does not appear to be  sound. So, I set aside the finding of the Rent Controller  in this regard."  

2. On such conclusion, the High Court reversed the order of the B  Controller and rejected the application of the landlord. Hence, this appeal  by special leave.  

In view of the concurrent fmding recorded by the Controller and the  High Court regarding bonafide requirement of the premises by the C  landlord, the only point that survives for consideration in this appeal is as  to the true meaning of clause 5 of the lease deed. In other words, we have  to find as answer to the question whether the premises were let out for  residential purpose only or for a composite purpose.  

3. In interpreting a document the intention of the parties has to be D  ll.Scertained, if possible from the expressions used therein. More often than  not, this causes no difficulty, but if difficulty is felt owing to inarticulate  drafting or inadvertence or other causes, the intention may be gathered  reading the entire document and, if so necessary, from other attending  circumstances also. If through such a process the intention of the parties E  can be culled out consistently with the rule of law, the Courts are required  to take that course. Keeping these principles in mind, we may proceed to  consider the facts of the instant case.  

4. On a plain reading of clause 5 it is patently clear to us that the  landlord authorised the tenant to use the premises in dispute . only for F  residential purpose and for no other purpose. The words 'for the purpose  of the Company' ought to be read in conjunction with 'residence' and when  so read there is no escape from the conclusion that what the parties  intended was that the premises were to be used for residence of the  Directors, their relatives and also others who may have to be accom- modated 'for the purpose of the Company'. The interpretation given by the G  High Court to the above quoted words cannot be accepted for if the  landlord was to permit the tenant to use the premises for any other purpose  the whole exercise of prescribing the purpose and circumscribing the  category of persons who can use it for for that purpose would have been  futile. H

A  

B  

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D  

E  

F  

152 SUPREME COURT REPORTS (1994] l S.C.R.  

5. Even if it is assumed, for arguments sake, that the words 'for the  purpose of the Company' in Clause 5 created some confusion about the  intention of the parties, it stood completely dispelled by the other clauses  of the agreement as also by the other materials appearing on record.  

Reference in this connection may first be made to clauses 11 and 13 of the  agreement which read as under :  

"11. That the lessee shall not carry out any structural  addition or alterations to the said premises, lay-out, fit- tings or fixtures but can instal air conditioners, cooking  range etc.  

xxx xxx xxx xxx  

13. That the lessee shall abide by all rules and regulations  of the Municipal Corporation, DOA and other authorities  and shall be responsible for any loss or damages suffered  by the lessor on account of lessee's failure to do so.  

Besides, the above clauses reference may be made to the certificate dated  10.2.1975 issued by the Managing Director of the tenant (Ext.AX) whereby  he confirmed that the premises had been let out to him for his residence  at a monthly rent of Rs.2,000/- and the report dated 17.4.1975 prepared by  the officers of the Municipal Corporation of Delhi (Ext.A W3/l), after  inspection of the premises for assessment of property tax wherein it has  been specifically mentioned that the user of the premises was residential.  Materials on record further show that under the master plan and the zonal  plan of the Municipal Corporation of Delhi the colony in which the  premises in question are situated is exclusively residential and that it cannot  be used for any purpose other than residential.  

6. From clause 11 quoted above, we find that under the agreement  only installation of air conditioners and cooking ranges were permitted and  

G there is no mention of any kind of office equipment. Further, clause 13,  when read in the context of the master and zonal plans referred to earlier,  clearly indicates that the residential user of the premises was only con- templated.  

7. For the foregoing discussion, we are of the opinion that the High  H Court erred in law in reversing the decision of the Rent Controller allowing

KK. SW AR UP v. FLOWMORE (P) LTD. [MUKHERJEE, J .] 153  

the eviction. We, therefore, allow this appeal, set aside the order of the A  High Court and restore that of the Controller. However, there will be no  

order as to costs.  

8. Before we part with this judgment we may record that after the  

hearing of this appeal was concluded we requested the learned counsel for  

the parties to effect a settlement, if possible. Pursuant thereto the parties B  negotiated but could not arrive at a settlement. The learned counsel for  

the respondent, however, submitted before us, on the basis of the negotia-

tions that took place that the claim of the landlord regarding requirement  

of the premises was not a bona fide one and therefore the appeal should  

be dismissed on that score alone. Needless to say, the landlord agreed to C  negotiate for the settlement only in deference to our suggestion and without  

prejudice to his rights and contentions in the appeal. Therefore, no cog-

nizance could be, and should be, taken of the terms offered or exchanged  during negotiations, far less, relied upon to dispose of the appeal.  

CMP No.16601/89 :- Since the appeal is disposed of, no orders are D  necessary on the C.M.P.  

9. After the delivery of the judgment, a prayer on behalf of the  respondent-tenant has been made to seek some time to vacate the  premises. Accordingly, we direct that the appellant shall not levy execution  for a period of six months. The respondent-tenant will fi l an undertaking E  within two weeks from today agreeing to the delivery of vacant possession  on the expiry of said six months, i.e. 31.7.J.994.  

R.P. Appeal Disposed of.