The doctrine of estoppel occupies a pivotal place in civil jurisprudence, operating as an equitable bar to prevent a party from taking a stand inconsistent with its prior conduct, representations, or admissions, especially when such conduct has induced another party to alter their position to their detriment. The recent Supreme Court of India judgment in Sanjit Singh Salwan & Ors. v. Sardar Inderjit Singh Salwan & Ors. (2025 INSC 988) provides a significant reaffirmation of the principle that a party cannot approbate and reprobate—that is, accept a benefit under an arrangement and later challenge its validity—when the other party has acted upon it.
In India, the doctrine of estoppel finds statutory recognition in the Bharatiya Sakshya Adhiniyam, 2023 (BSA), where Sections 121 to 123 codify the doctrine in a modernised form. These provisions closely mirror their counterparts in the repealed Indian Evidence Act, 1872 (Sections 115–117).
The Court dealt with a complex interplay between estoppel by conduct, the doctrine of election, and the argument of “no estoppel against law,” particularly in the context of an arbitral award and a compromise decree arising from disputes over the management of a charitable trust.
Factual Background
The Dispute
The case centred on the Guru Tegh Bahadur Charitable Trust, which was involved in operating educational institutions. Both appellants and respondents claimed to be trustees. Disputes emerged, prompting the respondents to file a suit for perpetual injunction to restrain the appellants from entering the school premises and interfering with its functioning.
Objection on Maintainability
The appellants invoked Section 92 CPC, contending that the suit was barred since it pertained to the affairs of a public trust. The trial court accepted this plea and rejected the plaint under Order VII Rule 11 CPC.
Appeal and Shift to Arbitration
The respondents appealed before the District Court. During the pendency of the appeal, both sides agreed to refer disputes to a sole arbitrator, Mr. Vipin Sodhi, Advocate. The arbitration proceeded, and on 30 December 2022, an award was passed outlining arrangements for managing the trust.
Consent and Compromise Decree
On 2 January 2023, both parties jointly filed an application before the appellate court accepting the award, agreeing to abide by it, and requesting disposal of the appeal accordingly. The court disposed of the appeal on 27 January 2023, incorporating the compromise deed into the decree. Importantly, this decree remained unchallenged.
Procedural Twist: From Execution to Section 9 Arbitration Act
The appellants took steps in line with the award, including withdrawing an FIR and parting with substantial amounts. When respondents allegedly failed to honour obligations, the appellants initiated execution proceedings in November 2023 but soon withdrew them to file an application under Section 9 of the Arbitration and Conciliation Act, 1996, seeking interim measures.
The Commercial Court refused relief, holding that the award was a nullity as it dealt with matters under Section 92 CPC, which were non-arbitrable. The High Court affirmed this view.
Key Issue Before the Supreme Court
The Supreme Court framed the core issue as:
- Whether a plea of estoppel can be permitted to be raised when a party’s own conduct has induced the other to alter its position to its detriment, and whether such a plea is defeated by the “no estoppel against law” principle.
Arguments
Appellants
- Parties accepted the award and obtained a binding consent decree.
- Respondents are estopped from challenging its validity after benefiting from it.
- Even if disputes were non-arbitrable, appellants were entitled to enjoy the fruits of the consent decree.
- Cited Mumbai International Airport Pvt. Ltd. v. Golden Chariot Airport (2010) 10 SCC 422 and Dhiyan Singh v. Jugal Kishore AIR 1952 SC 145.
Respondents
- Arbitrator lacked jurisdiction under Section 92 CPC; award was a nullity.
- No estoppel can operate against law; jurisdictional defects can be raised at any stage.
- Relied on Vimal Kishor Shah v. Jayesh Dinesh Shah (2016) 8 SCC 788 and Booz Allen & Hamilton Inc. v. SBI Home Finance Ltd. (2011) 5 SCC 532.
Supreme Court’s Analysis
1. Conduct and Estoppel by Election
The Court noted:
- Respondents initially asserted their suit was maintainable and not barred by Section 92 CPC.
- They voluntarily chose arbitration, accepted the award, and sought disposal of their appeal in its terms.
- Later, they took an entirely opposite stance, contending the award was void.
The Court applied the doctrine of election and approbate–reprobate principle, observing:
“It would be impermissible for the respondents to take such opposite stand… Having specifically pleaded that the suit was not hit by Section 92 CPC, it would not be now open for them to oppose the validity of the compromise deed.”
2. No Estoppel Against Law – Qualified Approach
The Court distinguished between:
Pure questions of law: where estoppel does not apply.
Mixed questions of law and fact: where conduct inducing reliance can give rise to estoppel.
Relying on Dhiyan Singh (1952), the Court held that even if the award was technically invalid, the respondents’ conduct—inducing appellants to alter their position—created an equitable bar to their volte-face.
3. Appropriation and Reprobation
The Court cited Mumbai International Airport (2010) and other precedents to reiterate that a litigant cannot accept benefits under an order or agreement and later disown it for strategic gain:
“Law does not permit a person to both approbate and reprobate… a person cannot say at one time that a transaction is valid… and then turn round and say it is void.”
4. Equitable Considerations
The Court emphasised that allowing respondents to succeed on their new plea would leave appellants remediless, amounting to grave injustice. The unchallenged compromise decree in the respondents’ own appeal was a decisive factor.
Key Highlights of the Decision
Justice Augustine George Masih and Justice Atul S. Chandurkar stated:
In our view, the ratio of the aforesaid decision is a complete answer to the defence raised by the respondents on the plea of estoppel against law. It is only because the respondents consented to have the disputes resolved through the arbitration of Mr. Vipin Sodhi that the compromise deed was executed and the respondents’ appeal was disposed of accordingly. The appellants thereafter acted in accordance with the terms of the consent deed and altered their position to their detriment.
We therefore find that on the doctrine of estoppel by conduct and election the respondents cannot be permitted to now raise a plea that the compromise deed based on the award dated 30.12.2022 was a nullity in view of the provisions of Section 92 of the Code. On this count, we do not deem it necessary to go into the legality of the award dated 30.12.2022 as was done by the Courts in the impugned orders.
Decision
- The Supreme Court set aside the Commercial Court and High Court orders.
- Granted liberty to appellants to revive execution proceedings of the compromise decree.
- Held that respondents, by their conduct, were estopped from questioning the award’s validity.
Legal Principles Emerging from the Judgment
A. Doctrine of Estoppel by Conduct
- Arises when one party’s conduct induces another to change position to their detriment.
- Applies even where the underlying instrument is later alleged to be invalid, if the party had knowingly accepted and acted upon it.
B. Doctrine of Election
- Once a party chooses between inconsistent rights and communicates that choice, it is bound by it.
- Prevents strategic shifting of stands to suit convenience.
C. Appropriation–Reprobation
- A party cannot accept favourable parts of an arrangement and reject unfavourable ones.
D. Estoppel Against Law – Limits
- Pure questions of jurisdiction or statutory prohibition cannot be waived by estoppel.
- But when intertwined with factual admissions and conduct, equitable estoppel can bar a party from rescinding.
Comparative Case References
- Dhiyan Singh v. Jugal Kishore AIR 1952 SC 145: Even an invalid award can bind parties if one has induced the other to act upon it.
- Mumbai International Airport Pvt. Ltd. v. Golden Chariot Airport (2010) 10 SCC 422: Doctrine of approbate and reprobate reaffirmed.
- Indore Development Authority v. Manoharlal (2020) 8 SCC 129: Finality of decrees and equitable considerations in execution.
- State of Rajasthan v. Surendra Mohnot (2014) 14 SCC 77: No estoppel against law, but distinguishable on facts where conduct plays a dominant role.
Implications of the Judgment
- Litigation Strategy: Parties must be cautious in making procedural choices and representations; a change of stance can be barred by estoppel.
- Trust Disputes: Even in non-arbitrable matters under Section 92 CPC, if parties voluntarily resolve disputes and obtain a decree, they cannot later disown it on jurisdictional grounds after benefiting from it.
- Arbitration Law: The case shows that the fruits of an award embedded in a compromise decree may survive jurisdictional challenges if equitable estoppel applies.
- Execution Proceedings: Courts will protect the integrity of consent decrees and prevent parties from frustrating them through inconsistent litigation conduct.
Conclusion
The Supreme Court’s decision is a robust reaffirmation of equitable doctrines that uphold consistency, good faith, and fairness in litigation. It is well settled in law that “there can be no estoppel against law”; however, this principle cannot be used as a shield for opportunistic conduct that induces another party to act to its detriment. In disputes involving mixed questions of law and fact, the Court will not permit litigants to blow hot and cold at will.
In essence, the ruling answers the core question—Yes, estoppel does apply when a party’s conduct has induced the other to alter its position—provided the case involves factual representations and reliance, even if legal validity is later questioned. The message is clear: once you have chosen your path and led the other side to follow it, you cannot simply turn back for convenience.
Important Link
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