In Brief
The appellant-defendants (two sister concerns) sold immovable property to a third party (defendant no. 2) after negotiations with the plaintiff faltered. The plaintiff sued for declaration and specific performance, claiming a concluded contract existed from draft MoU and email acceptance dated 30.03.2018. The lower courts granted temporary injunction. The Supreme Court set aside the injunction, holding: (1) existence of a concluded contract remains a trial issue; (2) draft emails marked 'final' do not establish concluded contracts when negotiations were ongoing; (3) the plaintiff failed to discharge its burden of proving mutuality; (4) seven months' delay and substantial third-party investments were disqualifying circumstances; (5) as an equitable remedy, specific performance requires fair, non-negligent conduct by the plaintiff.
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