By Shourya Singh Sindhiya.
Shourya Singh Sindhiya is a 2nd year B.Sc. LL.B. (Cyber Security) student at National Law Institute University, Bhopal.
In Mohan Lal Fatehpuria v. Bharat Textiles & Ors. (2025), the Supreme Court of India held that expiry of an arbitrator’s mandate under Section 29A of the Arbitration and Conciliation Act, 1996 renders the arbitrator functus officio, making substitution the sole post-expiry remedy and precluding judicial extension. This article argues that while the ruling is sound on principles, its categorical exclusion of any residual extension discretion is overbroad and may have more detrimental consequences to the objective of arbitration, i.e., speedy resolution of the dispute. By treating substitution as the mandatory and exclusive remedy regardless of the cause of delay, the Court incentivises strategic conduct to delay the arbitration by the losing party, and creates disproportionate prejudice in complex, long-running arbitrations. A contextual reading of Section 29A(4)-(6) supports a narrow fault-based exception preserving residual judicial discretion.
Keywords: Section 29A, functus officio, arbitral mandate, judicial discretion, substitution
The twin objectives of the Arbitration and Conciliation Act, 1996: minimal judicial intervention and expeditious resolution of disputes may produce tension occasionally. Section 29A, introduced by the Arbitration and Conciliation (Amendment) Act, 2015 and substantially revised in 2019, was Parliament’s most direct attempt to resolve that tension in favour of speed: awards must ordinarily be rendered within twelve months of completion of pleadings, extendable by consent to eighteen months, and beyond that only by court order for “sufficient cause.”
In Mohan Lal Fatehpuria v. Bharat Textiles & Ors. (2025), the Supreme Court confronted what happens when that timeline runs out without an award. Setting aside the Delhi High Court’s order extending the mandate of a sole arbitrator after expiry, the Court held that an arbitrator whose mandate has expired under Section 29A is functus officio, that extension is impermissible post-expiry, and that substitution under Section 29A(6) is the mandatory and exclusive remedy. The ruling is significant: it resolves a circuit split between High Courts where the Delhi High Court had permitted post-expiry extension while other High Courts had refused it and sends a clear signal that temporal discipline in arbitration is non-negotiable.
Yet clarity purchased at the cost of nuance is not costless. This article argues that the Supreme Court’s categorical rule, however texturally defensible, creates three problems: it misapplies the common-law functus officio doctrine to a purely statutory context; it equates substitution with extension treating them as functionally interchangeable remedies; and it creates a strategic weapon for the dilatory party. A contextual reading of Section 29A(4)–(6), read alongside the Act’s objects, reveals that a narrow residual judicial discretion to extend post-expiry in fault-free circumstances is not only permissible but necessary.
Section 29A operates in three distinct temporal phases. First, the primary award-making window of twelve months from the completion of pleadings (Section 29A(1)). Second, a consensual extension of up to six months (Section 29A(3)). Third, a court-supervised extension for sufficient cause, available either before or after expiry, with the power to reduce the arbitrator’s fee by up to five percent per month of delay (Section 29A(4) and (5)).
Section 29A(6) then introduces a separate power: where the mandate expires and the court considers it necessary, it may “substitute” one or more arbitrators. This power, the Court held in Mohan Lal Fatehpuria, is “distinct and wide,” independent of Sections 14 and 15 which govern termination and replacement on grounds of inability or failure to act.
Two features of this architecture are critical to the instant debate. First, the text of Section 29A(4) is permissive in the direction that courts may extend “either prior to or after the expiry of the period.” The phrase “after the expiry” plainly contemplates post-expiry judicial intervention. The Supreme Court reads this as authorising only substitution but that reading imports a restriction the text does not express. Nothing in subsection (4) limits post-expiry intervention to substitution alone. Second, the phrase “if it deems fit” in Section 29A(6) makes substitution discretionary, not mandatory. A court that deems extension more appropriate than substitution in a given case is therefore, evidently not wrong in law.
The Law Commission of India’s 246th Report (2014), which preceded the 2015 Amendment, identifies the objective of Section 29A as curbing “unnecessary adjournments” and preventing arbitrators from “prolonging proceedings indefinitely.” Significantly, the Report does not contemplate the scenario of a party engineering delay to trigger expiry, a lacuna that the Court’s absolutist rule also ignores.
The Supreme Court’s holding rests on two pillars. First, that upon expiry of the mandate, the arbitrator is rendered functus officio and has no jurisdiction to continue. Second, that Section 29A(6) is the sole post-expiry remedy, operating independently of Sections 14 and 15. Both pillars deserve scrutiny.
On the first pillar, the functus officio doctrine originating in common law holds that once a tribunal has made its final determination, it is spent and cannot revisit its decision (Gary Born, International Commercial Arbitration, 3rd edn, Kluwer Law International 2021, p 3085). The doctrine is designed to protect the finality of awards, not to automatically strip a tribunal of jurisdiction the moment a procedural deadline expires. Its transposition into the Section 29A context is therefore inapt. When a mandate expires under Section 29A, the arbitrator has not rendered an award; there is no “final determination” to protect. The arbitrator is not spent in the doctrinal sense she is interrupted. The Court’s invocation of functus officio in this context conflates procedural deadline with jurisdictional exhaustion.
On the second pillar, the Court’s reasoning that substitution is the exclusive post-expiry remedy is premised on the view that Section 29A(6) is a self-contained code. But this ignores that Section 29A(4) expressly preserves judicial extension power post-expiry. If Parliament intended substitution to be the only post-expiry option, it would not have simultaneously empowered courts to extend after expiry. The two subsections must be read harmoniously. A court may choose between them depending on the facts.
The Court’s anxiety is understandable: permitting routine post-expiry extensions would render the twelve-month timeline illusory. But the appropriate check is the “sufficient cause” standard in Section 29A(4), not a blanket prohibition on extension. The standard already gives courts adequate filtering power. Strict application of “sufficient cause” refusing extension where delay is attributable to the arbitrator or a non-cooperating party achieves the Court’s objective without the collateral damage of mandatory substitution in every case.
The most consequential gap in the Mohan Lal Fatehpuria ruling is its blindness to the strategic conduct problem. Under the Court’s scheme, once the mandate expires, substitution is mandatory. This creates an asymmetric incentive structure: a party who prefers to start the arbitration afresh because the record has developed unfavourably, or because a new arbitrator may be more receptive can achieve this outcome by simply obstructing proceedings until the mandate expires. No adverse inference is prescribed; no cost consequence is imposed on the dilatory party; the slate is wiped clean.
This is not a remote possibility. Indian arbitral practice routinely involves parties taking repeated adjournments, raising fresh interlocutory challenges, and disputing procedural directions, all of which consume time against the Section 29A clock. Where one party is the principal architect of delay, compelling substitution under Section 29A(6) rewards that conduct.
This concern is not novel to the present ruling. The Supreme Court itself, in Harshbir Singh Pannu v. Jaswinder Singh acknowledged that the remedial framework under the Act must be alert to tactical abuse, cautioning against initiating a second round of arbitration through fresh Section 11 applications. Mohan Lal Fatehpuria is in tension with this caution: mandatory substitution effectively opens a back-door to a fresh start, with a new arbitrator unfamiliar with a potentially complex evidentiary record.
The Act’s own scheme does apportion blame in analogous contexts. Section 25 allows the tribunal to proceed ex parte where a respondent defaults without sufficient cause. Section 32(2)(c) permits termination where continuation has become unnecessary or impossible. These provisions are sensitive to fault attribution, and yet the Act does not impose the same consequence irrespective of who caused the problem. Section 29A, as now interpreted, stands as an outlier: it mandates the same remedy (substitution) regardless of whether the delay was caused by the respondent gaming the timeline, the claimant’s procedural inertia, or a force majeure event.
The problem is compounded in multi-party, multi-contract, and institutional arbitrations where the arbitral record witness statements, expert reports, hundreds of hearing days is substantial. Substitution in such cases imposes a cost, in time and money, that may itself constitute a denial of justice. The Court’s ruling does not engage with this scenario at all.
The foregoing critique does not invite a wholesale dismantling of the time-bound framework. The Court is right that the twelve-month limit must have real consequences. The argument here is that a court should retain a residual discretion to extend post-expiry, exercised sparingly, where three conditions are jointly satisfied.
First, the delay must be attributable to neither party nor the arbitrator arising from institutional failure, force majeure, or extraneous judicial intervention (such as a stay order). In such cases, the policy rationale for mandatory substitution deterring dilatory arbitrators and uncooperative parties is entirely absent.
Second, substitution must cause disproportionate prejudice relative to extension typically because the arbitration is at an advanced stage, near conclusion, where a new arbitrator would need to begin de novo, at significant cost and delay that ironically exceeds the delay the rule seeks to prevent. The near-concluded nature of the proceedings makes extension the more proportionate remedy: the marginal time saved by substitution is outweighed by the systemic cost of resetting the evidentiary record.
Third, extension must be consented to by both parties, or where consent is withheld the opposing party must itself have materially contributed to the delay. This condition resolves an apparent tension: it is not that party autonomy permits a unilateral veto, but rather that a party cannot simultaneously engineer delay and then rely on the absence of consent to force substitution. Where a party’s own conduct has frustrated the timeline, that party’s objection to extension carries diminished weight. This preserves party autonomy for genuinely non-culpable parties while preventing tactical weaponisation of the consent requirement.
A residual discretion of this kind is consistent with the “sufficient cause” standard in Section 29A(4), which is capacious enough to accommodate it. The phrase has no statutory definition and must be read contextually. A combination of fault-free delay, substantial record, and bilateral consent constitutes sufficient cause in any ordinary sense of the phrase. The Court’s error in Mohan Lal Fatehpuria is not in adopting a strict standard it is in treating the standard as satisfied by expiry alone, irrespective of surrounding circumstances.
Comparative reference is instructive here. The UNCITRAL Model Law (Article 14) and the English Arbitration Act 1996 (Section 24) both permit courts to remove or replace arbitrators who fail to act without undue delay, but neither mandates automatic termination or substitution upon deadline expiry. The English approach which requires the court to consider whether substantial injustice has been caused is precisely the kind of contextual, fault-sensitive analysis that the Indian framework is missing. This contrast underscores that India’s absolutist position is an outlier, and not because greater strictness was the Legislature’s explicit choice: the Act’s own text, as shown above, supports a more nuanced reading.
It is also worth noting that the Court’s reading potentially undermines institutional arbitration. Major institutions including the Mumbai Centre for International Arbitration and the Delhi International Arbitration Centre have procedural frameworks for managing delays, including provisions for extension and tribunal reconstitution. A blanket rule of mandatory substitution overrides these institutional mechanisms and may reduce the predictability that institutional arbitration is meant to provide.
The Supreme Court’s ruling in Mohan Lal Fatehpuria reflects a genuine and legitimate concern: Section 29A’s time limits must carry real consequences. An arbitral culture in which deadlines are routinely waived renders the twelve-month clock purely nominal, and the 2015 Amendment’s legislative purpose is undermined.
But a rule designed to deter dilatory arbitrators and uncooperative parties should not simultaneously create a mechanism for strategic mandate-termination by those very parties. The Court’s categorical holding that expiry renders the arbitrator functus officio in all cases and that substitution is the only post-expiry remedy goes further than the text requires and further than the policy justifies.
A contextual reading of Section 29A(4)–(6), attentive to the distinction between extension and substitution as qualitatively different remedies, and sensitive to the fault-attribution principles that run through the rest of the Act, supports a narrow residual judicial discretion to extend in fault-free circumstances where substitution would cause disproportionate harm. The instrument of statutory reform or at minimum a Constitution Bench reading of “sufficient cause” broadly remains available to correct the over-reach, and should be pursued before the consequences of mandatory substitution in complex arbitrations become fully apparent.
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