In Brief
A joint venture dispute arose when the Kotharis bid to purchase the Agrawals' 50% hospital shareholding for ₹36.75 crores in an email dated 28.03.2019. The Kotharis later claimed this amount included repayment of a ₹10.29 crore loan, which the Agrawals expressly rejected in subsequent emails. After a consent decree for specific performance was passed, disputes arose about the decree's true meaning. The Supreme Court held that an Executing Court can interpret ambiguous decrees by examining pleadings, but cannot expand the decree's terms beyond what parties actually agreed. The Agrawals' silence in not filing a written statement could not justify including the loan amount, especially since they had explicitly rejected its inclusion and the original agreement made no mention of it. The appeal was allowed and the decree upheld on its original terms.
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