In Brief
Vedanta Limited was sued for breach of contract to supply phosphoric acid. The courts below held an October 2007 draft agreement constituted a concluded contract, awarding damages of Rs 5.25 crores. The Supreme Court reversed this, holding that the draft was merely a proposal. The Court found Vedanta had made a counter-proposal with different quantity (9,500 MT instead of 10,000) and duration (January-March 2008 instead of November-December 2007), and never signed and returned the draft agreement. Absent an absolute and unqualified acceptance, no concluded contract existed. Consequently, a damages claim under Section 73 of the Indian Contract Act, 1872 was unmaintainable, and the appeal was allowed.
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