A Party is not allowed to argue a case, what is not pleaded.
Introduction: This case revolves around a fundamental principle of civil procedure: that a party is not permitted to advance arguments at the stage of final hearing which have no foundation in its pleadings. In Rupali P. Shah Vs. Adani Wilmer Limited and others, the Bombay High Court confronted this very proposition, addressing whether the plaintiff, after having pleaded that the defendants’ exploitation of copyright was impermissible due to expiry of the assignment agreements, could instead argue at final hearing that exploitation through digital or non-physical mediums was never contemplated in the agreements, thereby amounting to infringement. The judgment illustrates the intersection of contract interpretation, copyright law, and the strict discipline of pleadings in civil litigation.
Factual Background: The dispute arose from seven cinematographic films produced by O.P. Ralhan between 1963 and 1983, containing musical works and songs over which he held copyright. O.P. Ralhan assigned rights under various agreements dated between 1962 and 1980 to the predecessor of defendant no.2. Upon his death in 1999, those rights devolved upon his daughter, the plaintiff Rupali P. Shah, by virtue of a probated Will of 2013. Over the years, royalty payments were made by defendant no.2, which eventually assigned those rights to itself. In December 2011, the plaintiff noticed that defendant no.1 had used a song from the film 'Talash' in a commercial advertisement. Defendant no.1 claimed it had obtained a license from defendant no.2, which in turn claimed absolute rights to exploit the works.
Procedural Background: The plaintiff filed Commercial IP Suit No.101 of 2012 before the Bombay High Court seeking a perpetual injunction restraining the defendants from infringing her copyright, alongside reliefs for damages and accounts. An interim injunction was refused by the Single Judge on 8 May 2012, who found a prima facie case in favour of the defendants. The Court framed ten issues on 20 March 2013, and the matter proceeded to trial, including oral and documentary evidence. During the final hearing, the plaintiff’s counsel shifted emphasis from the pleaded case that the assignments had expired to the argument that the assignments never covered exploitation through digital and non-physical mediums.
Legal Issue: The central legal issue before the Court was whether the plaintiff could argue, at the stage of final hearing, a ground that was absent from her pleadings—specifically, that the assignments covered only physical mediums like gramophone records and therefore exploitation in digital or non-physical mediums infringed her copyright. In essence, the Court examined whether the plaintiff's arguments had to remain confined to what was pleaded.
Discussion on Judgments: The plaintiff relied heavily on Cohen v. Paramount Pictures Corporation, 845 F.2d 851 (2nd Cir. 1988) and Raj Video Vision v. K. Mohan Krishnan, 1998-2-L.W.718 (Madras High Court) to argue that rights not contemplated when the agreements were executed could not be treated as assigned. Further reliance was placed on Adani Gas Ltd. v. Union of India, (2022) 5 SCC 210; Dattatraya Govind Mahajan v. State of Maharashtra, (1977) 2 SCC 548; K.S. Paripoornan v. State of Kerala, (1994) 5 SCC 593; Padma Srinivasan v. Premier Insurance Co. Ltd., (1982) 1 SCC 613; and Kingfisher Airlines Ltd. v. CCI, 2010 SCC OnLine Bom.2186 to support arguments on retrospective application of amendments and the legal effect of provisos.
Conversely, defendant no.2 relied on Udhav Singh v. Madhav Rao Scindia, (1977) 1 SCC 511; Ram Sarup Gupta v. Bishun Narain Inter College, (1987) 2 SCC 555; and Mohammed Abdul Wahid v. Nilofer, (2024) 2 SCC 144 to contend that a party cannot argue beyond its pleadings. In support of interpreting contracts by reading clauses together and the significance of parties' conduct, the defendants cited Ramkishorelal v. Kamal Narayan, 1962 SCC OnLine SC 113; Namburi Basava Subrahmanyam v. Alapati Hyma Vathi, (1996) 9 SCC 388; State of Orissa v. Damodar Das, (1996) 2 SCC 216; M. Arul Jothi v. Lajja Bal, (2000) 3 SCC 723; Prentice Hall India Pvt. Ltd. v. Prentice Hall Inc., 2002 SCC OnLine Del.549; Delhi Development Authority v. Durga Chand Kaushish, (1973) 2 SCC 825; and Sahebzada Mohammad Kamgarh Shah v. Jagdish Chandra Deo Dhabal Deb, 1960 SCC OnLine SC 107. Additionally, they argued that the earlier interim order dated 8 May 2012, which had interpreted the agreements as granting wide rights, was binding, citing SK. Bhikan v. Mehamoodabee, (2017) 5 SCC 127; S. Ramachandra Rao v. S. Nagabhushana Rao, 2022 SCC OnLine SC 1460; and Arjun Singh v. Mohindra Kumar, [1964] 5 S.C.R. 946.
Reasoning and Analysis of the Judge:The Court observed that the plaintiff's pleadings were clear: her case was based on expiry of the assignment agreements over time, and not on the nature of mediums covered by those agreements. The plaintiff’s attempt at final hearing to pivot to an argument about non-physical mediums was found to be beyond the scope of her pleadings and therefore impermissible. The Court applied the settled principle that what is argued must be founded in the pleadings, so that the opposing party is not taken by surprise, citing Supreme Court authorities.
The Court closely analyzed the 1967 agreement and found it used expansive language, specifically, clause 10, which granted the assignee the “sole right of production, reproduction, sale, use and performance (including broadcasting) throughout the world by any and every means whatsoever.” Interpreting the contract as a whole, the Court held that these words reflected an intention to assign rights in perpetuity across all mediums, including those then unknown.
The plaintiff’s reliance on subsequent amendments to the Copyright Act and foreign judgments was rejected because the agreements had to be interpreted in the statutory context existing when they were executed. The Court further considered the parties’ conduct, noting that royalty payments had been accepted over many years and that the plaintiff’s father, in his Will, bequeathed rights consistent with a belief in perpetual assignment.
Final Decision: The Court dismissed the suit, holding that the plaintiff failed to prove infringement and that defendant no.2 had perpetual rights to exploit the works across all mediums. Defendant no.1 was also found to have acted under a valid license and thus was not liable. The Court reaffirmed that a party cannot be allowed to argue what is not pleaded.
Law Settled in This Case: The judgment reaffirmed that a party must remain within the boundaries of its pleadings and cannot spring new grounds at final hearing. It also settled that, in interpreting copyright assignments, especially older agreements, courts will consider the language of the agreement as a whole, the parties’ conduct, and the context of the law at the time of execution, rather than subsequent statutory amendments or later technological developments.
Case Title: Rupali P. Shah Vs. Adani Wilmer Limited and others:Date of Order: 11 June 2025:Case Number: Commercial IP Suit No.101 of 2012:Neutral Citation: 2025:BHC-OS:8516:Name of Court: High Court of Judicature at Bombay, Ordinary Original Civil Jurisdiction, Commercial Division:Name of Judge: Justice Manish Pitale
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Written By: Advocate Ajay Amitabh Suman, IP Adjutor [Patent and Trademark Attorney], High Court of Delhi
