JUDGMENT: Moushumi Bhattacharya, J. 1. Both the Appeals are being disposed of by this Common Judgment. The impugned orders involve the same parties and subject-matter. 2. The Commercial Court Appeals arise out of two orders dated 04.03.2025 passed by the learned Special Judge for Trial and Disposal of Commercial Disputes, Ranga Reddy District at L.B.Nagar (‘Commercial Court’) in I.A.Nos.32 and 33 of 2024 in C.O.S.No.2 of 2024 filed by the appellant/plaintiff under Order XXXIX Rules 1 and 2 read with Section 151 of the Code of Civil Procedure, 1908 (‘CPC’). 3. The appellant filed I.A.No.32 of 2024 praying for grant of temporary injunction restraining the respondent No.2 from creating any third party rights in respect of 3,90,245 shares of the respondent No.2 in the respondent No.1 Company as per Call Option Notice dated 22.08.2023 issued under Clause 4b of the Consultancy and Shareholders’ Agreement dated 03.11.2018. 4. The appellant filed I.A.No.33 of 2024 praying for grant of temporary injunction restraining the respondents from changing/modifying in any manner the shareholding of the respondent No.1 Company by way of issuance, allotment or transfer of any equity shares in favour of any third party or by inter se transfer of shares of the respondent No.1 Company between the shareholders of the respondent No.1 Company. 5. The respondent No.2 is the Promoter and Managing Director of the respondent No.1 Company and holds 28% of the shares of the respondent No.1 Company, along with his family. Sekhmet Pharmaventures Private Limited (‘Sekhmet’) being the majority shareholder owns 72% of the shares of the respondent No.1 Company. The appellant’s claim with regard to the shares in the respondent No.1 Company arises out of a Consultancy and Shareholders’ Agreement entered into amongst the appellant, the respondent No.2, the respondent No.1, Optimus Drugs Private Limited and Optrix Laboratories Private Limited on 03.11.2018. The respondent No.1 Company along with Optrix Laboratories Private Limited are part of the ‘Optimus Group’. 6. A brief timeline of the relevant periods is required to be stated to understand the rival contentions of the parties. 03.11.2018 The appellant, the respondent No.2, the respondent No.1 Company and Optrix Laboratories Private Limited entered into a Consultancy and Shareholders’ Clause 2 of the Agreement (‘Agreement’). 6. A brief timeline of the relevant periods is required to be stated to understand the rival contentions of the parties. 03.11.2018 The appellant, the respondent No.2, the respondent No.1 Company and Optrix Laboratories Private Limited entered into a Consultancy and Shareholders’ Clause 2 of the Agreement (‘Agreement’). The Agreement inter alia provided that the appellant (Consultant) was appointed as a Consultant by the Optimus Group for a period of five years commencing from 01.09.2018 till the termination of the Agreement in accordance with Clause 15 therein. The Services to be provided by the appellant (Clause 3 read with Schedule 2) and the Compensation to be awarded to the appellant in consideration for the Services (Clause 4) were specified in the Agreement. The Agreement also provided for the sale, transfer and assignment of Equity Shares of at least of 2% of the paid up share capital of Optimus Drugs Private Limited and 2% of the paid up share capital of Optrix Laboratories Private Limited to the appellant in consideration of the Services (Clause 4b.I) in addition to the Monthly Compensation (Clause 4a) upon execution of the Agreement. Clause 4b.II) of the Agreement further provided for the transfer of securities held by the respondent No.2 (Promoter) in each of the Optimus Group aggregating to not less than 1% in the paid up share capital of the Optimus Group upon the occurrence of any of the following events. Firstly, where the EBITDA of any financial year of the Optimus Group is Rs.187.50 crores and secondly where the EBITDA of any financial year of the Optimus Group is Rs.225 crore, within five years from 01.09.2018. 22.09.2021 A Joint Company Petition (CAA) No.13/230/HDB/2021 connected with CA (CAA) No.190/230/HDB/2020 had been filed before the National Company Law Tribunal, Hyderabad Bench, Hyderabad, seeking amalgamation of Optimus Drugs Private Limited and Optrix Laboratories Private Limited as well as their respective shareholders and creditors. The CP was allowed by approving the amalgamation. 04.05.2022 The appellant sent an e-mail to the respondent No.2/Promoter to discuss allocation of shares and the payment of invoices due to him. 10.05.2022 Unichem Labs Limited intimated Bombay Stock Exchange Limited and National Stock Exchange of India Limited about their intent to enter into a Share Purchase Agreement for sale of its entire shareholding in the respondent No.1 Company to Sekhmet Pharma by secondary transfer of shares. 10.05.2022 Unichem Labs Limited intimated Bombay Stock Exchange Limited and National Stock Exchange of India Limited about their intent to enter into a Share Purchase Agreement for sale of its entire shareholding in the respondent No.1 Company to Sekhmet Pharma by secondary transfer of shares. 25.05.2022 The appellant issued a legal notice demanding the respondent Nos.1 and 2 to pay the outstanding Monthly Compensation dues of Rs.56,64,000/- and transfer the Sale Shares with a further demand not to alienate the shares in violation of Clause 5d of the Agreement. On the same day, the appellant issued a Call Option Notice to the respondent Nos.1 and 2 for transfer of equity shares equivalent to 2% of the paid up share capital of the respondent No.1 Company at a price as the terms of the Agreement within 21 days from the date of receipt of the Notice. 12.08.2022 and 26.09.2022 Sekhmet Pharma acquired majority shareholding in the respondent No.1 Company. 03.11.2022 The appellant filed a suit (COS No.32 of 2022) before the Commercial Court seeking Mandatory Injunction and Specific Performance of the Agreement and other consequential reliefs. In the said Suit, the appellant filed I.A.No.349 of 2022 seeking interim injunction against the respondents from altering or modifying in any manner the shareholding pattern of the respondent No.1 Company. 09.03.2023 09.03.2023 – The Commercial Court dismissed I.A.No.349 of 2022. 12.04.2023 COMCA No.20 of 2023 preferred by the appellant against the order dated 09.03.2023 passed by the Commercial Court in I.A.No.349 of 2022 in COS No.32 of 2022, was dismissed by a Co-ordinate Bench of this Court. The Co-ordinate Bench upheld the order dated 09.03.2023 and directed that any sale transaction concerning the shares of the respondent No.1 Company was to abide by the result in COS No.32 of 2022. 22.08.2023 The appellant issued a Call Option Notice to the respondent Nos.1 and 2 to sell/transfer 2% of the total paid-up share capital of the respondent No.1 Company i.e., 3,90,245 shares of Rs.10 each, to provide the details of the designated bank account to deposit the Call Option Price of Rs.11,31,05,800/- in relation to the said shares and to complete the transaction by 08.09.2023 at the price of Rs.289.83 paise per share. 30.08.2023 The respondent No.2 replied to the Call Option Notice and denied the appellant’s claim on the ground, inter alia, that the Agreement forms the subject matter in the pending proceedings in COS No.32 of 2022, the issuance of a similar Call Option Notice on 25.05.2022 and that the Agreement stood terminated. 31.08.2023 The respondent No.1 replied to the Call Option Notice and denied the claim of the appellant on the same grounds as mentioned hereinabove. 12.10.2023 The appellant issued a rejoinder to the Reply dated 30.08.2023 stating, inter alia, that the Call Option Notice dated 25.05.2022 had lacked material particulars and again calling upon the respondent No.2 to provide details of the bank account to transfer the Call Option Price pertaining to 3,90,245 shares. 28.11.2023 The appellant filed I.A.No.383 of 2023 in COS No.32 of 2022 for abandonment of a part of the Suit claim relating to the exercise of Call Option Notice dated 25.05.2022 under the Agreement. 08.01.2024 The appellant filed COS No.2 of 2024 before the Commercial Court seeking to declare the Call Option Notice dated 22.08.2023 as valid and binding on the respondent Nos.1 and 2 and for specific performance of Clause 4b of the Agreement dated 03.11.2018 qua 3,90,245 shares and damages. 04.03.2024 I.A.No.383 of 2023 in COS No.32 of 2022 filed by the appellant seeking abandonment of the Suit claim relating to exercise of Call Option Notice dated 25.05.2022 was allowed by the Commercial Court. 04.03.2025 I.A.No.33 of 2024 was filed by the appellant seeking temporary injunction against the respondents from alienating/changing in any manner the shareholding pattern of the respondent No.1 Company. I.A.No.32 of 2024 was also filed by the appellant seeking temporary injunction restraining the respondent No.2 from creating any third party rights in respect of 3,90,245 shares of the respondent No.2 in the respondent No.1 Company. Both these IAs were dismissed by the Commercial Court. 17.06.2025 and 18.06.2025 The appellant filed the present Appeals i.e., COMCA Nos.18 and 19 of 2025, respectively before this Court. 7. Learned Senior Counsel appearing for the appellant/plaintiff submits that the appellant’s claims with respect to the shares of the respondent No.1 Company were based on the Agreement dated 03.11.2018. Senior Counsel submits that the appellant successfully procured substantial investments for the respondent No.2 during his service with the respondent No.1 Company. 7. Learned Senior Counsel appearing for the appellant/plaintiff submits that the appellant’s claims with respect to the shares of the respondent No.1 Company were based on the Agreement dated 03.11.2018. Senior Counsel submits that the appellant successfully procured substantial investments for the respondent No.2 during his service with the respondent No.1 Company. It is submitted that the remuneration for the services rendered by the appellant under Clause 4b of the Agreement included the sale, transfer and assignment of equity shares which aggregate to at least 4% of the paid-up share capital of the Optimus Group during the execution of the Agreement as well as the transfer of Consultancy Stocks to the appellant upon the occurrence of any of the Call Option events as outlined therein. Senior Counsel submits that the first Call Option Notice dated 25.05.2022 was held as being contrary to Clause 4b.IV of the Agreement and the High Court declined to grant relief on 12.04.2023 in COMCA No.20 of 2023. The appellant therefore issued a fresh Call Option Notice dated 22.08.2023 seeking transfer of 3,90,245 shares at Rs.289.83 each which was denied by both the respondents on the ground that the Agreement stood terminated. 8. Senior Counsel submits that under Clause 15 (c) and (d), the Call Option survives till the termination of the Agreement. Senior Counsel urges that the appellant had demonstrated readiness and willingness at all times and that the respondents who had failed to provide the designated bank account details as required under Clause 4c.i of the Agreement which frustrated the performance of the appellant. 9. Learned Senior Counsel appearing for the respondent No.2/Promoter submits that the appellant had failed to perform his services as required under Schedule 2 of the Agreement and that as per Clause 5a of the Agreement, the consideration for the Sale Shares and the Consultancy Stock were to be Services provided by the Consultant/appellant. It is submitted that the appellant failed to establish a prima facie case in I.A.No.349 of 2022 filed in COS No.32 of 2022 which led to dismissal of the IA. It is submitted that the appellant failed to establish a prima facie case in I.A.No.349 of 2022 filed in COS No.32 of 2022 which led to dismissal of the IA. Senior Counsel further points out that the appellant filed COMCA No.20 of 2023 against the dismissal of I.A.No.349 of 2022 on 09.03.2023 which was also dismissed on 12.04.2023 with the High Court observing in the order that any sale transaction concerning the shares of the respondent No.1 Company shall abide by the result of COS No.32 of 2022. 10. Senior Counsel further submits that the second Call Option Notice dated 22.08.2023 was also for the sale/transfer of 2% of the total paid-up share capital of the respondent No.1 Company i.e., 3,90,245 shares and for providing the details of the designated bank account to deposit the Call Option Price in relation to the said shares. However, both the respondents reiterated that the Agreement stood terminated by the date of the second Call Option Notice. Senior Counsel urges that the protection given to the appellant by the order dated 12.04.2023 in COMCA No.20 of 2023 is also applicable to the present Suit that is any share transactions would be subject to COS No.2 of 2024. 11. Learned counsel appearing for the respondent No.1 Company submits that the Agreement specifically provides for compensating the appellant in the manner under Clause 4 of the Agreement. Counsel submits that the appellant failed to produce any document or evidence demonstrating his continuous readiness and willingness to perform his obligations under the Agreement. It is further submitted that the appellant failed to seek leave of the Commercial Court to file a fresh Suit, as stipulated under Order XXIII Rule 1(3) of the CPC and hence the appellant is precluded from instituting a fresh suit in respect of the same subject-matter or part of the earlier claim. Counsel urges that since the second Call Option Notice relates to the same subject-matter of the claim in the first suit, it is barred under Order II Rule 2 and Order XXIII Rule 1 (4) of the CPC. 12. Counsel urges that since the second Call Option Notice relates to the same subject-matter of the claim in the first suit, it is barred under Order II Rule 2 and Order XXIII Rule 1 (4) of the CPC. 12. We have considered the submissions of learned Senior Counsel appearing for the appellant, learned Senior Counsel appealing for the respondent No.2 and learned counsel appearing for the respondent No.1 and considered the material placed before the Court in respect of the rights claimed by the appellant under the Consultancy and Shareholders Agreement dated 03.11.2018. 13. The central point which falls for determination is whether the Services agreed to be rendered by the appellant to the respondent No.1/Optimus Drugs Private Limited can be seen as independent of the Promoters and Managing Director of the respondent No.2 obligation to sell and transfer 2% of the paid up share capital of the respondent No.1/Optimus Drugs Private Limited and 2% of the paid up share capital of Optrix Laboratories Private Limited. 14. While the appellant claims that the appellant’s right to the ‘Sale Shares’ is distinct and independent from any dispute raised by the respondents as to the appellant’s performance under the Agreement, the respondents contend otherwise. According to the respondents, the transfer of the ‘Sale Shares’ was interlinked to the appellant rendering services in accordance with the terms agreed by the parties under the Consultancy and Shareholders Agreement. 15. The opposing positions taken by the appellant and the respondents call for a construction of the Consultancy and Shareholders Agreement in a manner which would reflect the true intention of the parties thereto. 16. The Consultancy and Shareholders Agreement dated 03.11.2018 was executed between Optimus Drugs Private Limited, Optrix Laboratories Private Limited, the appellant and the Promoter. Optimus Drugs Private Limited and Optrix Laboratories Private Limited were collectively referred to as the ‘Optimus Group’. The Agreement was for the purpose of engaging a Consultant for the Optimus Group for a period of five years commencing from 01.09.2018 (effective date) till termination of the Agreement in accordance with Clause 15 thereof (Clause 2). 17. Clause 3 of the Agreement provides for ‘Scope of Services’ as set out in Schedule 2 (the ‘Services’) of the Agreement. The Agreement was for the purpose of engaging a Consultant for the Optimus Group for a period of five years commencing from 01.09.2018 (effective date) till termination of the Agreement in accordance with Clause 15 thereof (Clause 2). 17. Clause 3 of the Agreement provides for ‘Scope of Services’ as set out in Schedule 2 (the ‘Services’) of the Agreement. Clause 3 states, inter alia, that the Consultant (the appellant herein) shall spend at least fifteen days per month during normal working hours for a period of twelve months from the effective date. Upon expiry of the 12 months, the Consultant shall spend at least ten days per month during normal working hours for providing the Services (Clause 3a). 18. Clause 4 relates to Compensation and prefaces the Clauses thereunder by specifying that ‘... the Optimus Group shall compensate the Consultant in the following manner’. Clause 4a (a) & (b) provide for Monthly consultancy fees including from Optimus Drugs i.e., Rs.2,00,000/- and Optrix Laboratories i.e., Rs.2,00,000/- for the initial one year from the Effective Date. Clause 4b relates to Compensation in addition to ‘Monthly Compensation’ for the Services in the manner as stated in the sub-clauses thereunder. Clause 4b.I provides that the Promoter shall sell, transfer and assign to the Consultant (appellant) such number of Equity Shares aggregating to not less than 2% of the paid up share capital of Optimus Drugs and 2% of the paid up share capital of Optrix Laboratories (‘Sale Shares’). 19. Clause 4b.II provides that the Consultant shall be entitled to call upon the Promoter to transfer to the Consultant, the Consultancy Stock (‘Call Option’) upon the occurrence of any of the events (‘Call Option Event’) as set out in sub-clauses (i) (a) and (c). Sub-clause (i)(a) includes the Call Option Event of the Optimus Group reaching the Earnings before Interest, Taxes, Depreciation and Amortization (EBITDA) of INR.187.50 crores (rupees one hundred and eighty seven crores and fifty lakhs only) in any financial year within five years from the effective date of the Stock of the promoter. Sub-clause (i)(c) includes the Call Option Event of the Optimus Group reaching the EBITDA of INR.225 crores (rupees two hundred and twenty five crores only) in any financial year within five years from the effective date of the Stock of the promoter. Sub-clause (i)(c) includes the Call Option Event of the Optimus Group reaching the EBITDA of INR.225 crores (rupees two hundred and twenty five crores only) in any financial year within five years from the effective date of the Stock of the promoter. Upon the occurrence of such Call Option Event, the Promoter shall transfer to the Consultant such number of securities held by the Promoter aggregating to not less than 1% in the paid up share capital of the Optimus Group i.e., 1% of the paid-up share capital of Optimus Drugs and 1% of the paid up share capital of Optrix Laboratories to the Consultant. Clause 4b.III entitles the Consultant to exercise the Call Option at any time after the occurrence of any of the Call Option Event. 20. Clause 4b.IV stipulates that the Consultant shall issue a written notice to the Optimus Group and the Promoter (Call Option Notice) specifying the number of securities which the Consultant requires the Promoter in each of the Optimus Group to sell to the Consultant, the date on which the sale and purchase of the Call Option Shares shall be consummated and the price for purchasing the Call Option Shares being the lowest price permissible under Call Option Price and in any event at the book value of each of the Optimus Group. 21. Clause 4 forms the crux of the dispute between the parties. Admittedly, the appellant issued two Call Option Notices on 25.05.2022 and on 22.08.2023. The first Call Option Notice was subsequently abandoned by the appellant as per the order passed in IA No.383 of 2023 in COS No.32 of 2022 on 04.03.2024 whereby the appellant sought for abandonment of the part of Suit claim relating to exercise of the Call Option Notice dated 25.05.2022 under the Agreement. The said IA filed by the appellant was allowed by the Commercial Court on 04.03.2024. The second Call Option Notice dated 22.08.2023 forms part of the present Suit/COS No.2 of 2024, as well as the two IAs i.e., IA Nos.32 and 33 of 2024 filed by the appellant which were rejected by the Commercial Court by way of the impugned order dated 04.03.2025. 22. However, the interpretation of Clauses 3 and 4 of the Agreement should be dealt with in a little more detail to understand the limits of Compensation which was agreed to be paid to the Consultant/appellant. 23. 22. However, the interpretation of Clauses 3 and 4 of the Agreement should be dealt with in a little more detail to understand the limits of Compensation which was agreed to be paid to the Consultant/appellant. 23. As stated above, Clause 3 of the Agreement relates to ‘Scope of Services’. Clause 4 relates to ‘Compensation’. Clause 4-Compensation is divided into numerous, back-to-back sub-clauses and further (often unintelligible sub-divisions breaking down the compensation payable to the Consultant) ‘in consideration for the services...’. In essence, Clause 4 can be divided into 5 categories. Clause 4a relates to Monthly Consultancy Fees for the initial one year from the effective date. Clause 4b relates to additional Compensation apart from the Monthly Compensation ‘...for the Services...’ rendered by the Consultant. The additional compensation relates to the transfer of shares in the Optimus Group by the Promoter to the Consultant. Clause 4b.II entitles the Consultant to call upon the Promoter to transfer to the Consultant, the Consultancy Stock upon the occurrence of any of the Call Option Event and this outlines the Call Option and the Call Option Event. Clause 4b.IV provides the specifications of the Call Option Notice. 24. Clause 4c relates to the sequence of completion with regard to the sale and purchase of Call Option Shares. Clause 4d provides that the Optimus Group shall reimburse the Consultant for travel and related expenses incurred during the course of performing the Services. Clause 4e provides that the Consultant shall abstain from exercising voting right in relation to the Sale Shares and/or the Shares comprising the Consultancy Stock. 25. Clause 4 of the Agreement (Compensation), read in isolation, makes it clear that Clause 4 is inseparably linked to Clause 3 (Scope of Services). This would be clear from the preface to the sub-clauses under Clause 4 which clearly states, ‘ ...in consideration for the Services, the Optimus Group shall compensate the Consultant in the following manner...’ 26. The intention of the parties also finds place in clause 4b which provides as under: ‘...the parties agree that in addition to the monthly Compensation stated in Clause 4.1 above, the parties agree that the Consultant shall also be compensated for the Services in the following manner...’. 27. The intention of the parties is again reiterated in Clause 5-Other terms of the Sale Shares and Consultancy Stock’. 27. The intention of the parties is again reiterated in Clause 5-Other terms of the Sale Shares and Consultancy Stock’. Clause 5a provides ‘...the parties agree and acknowledge that the consideration for the Sale Shares and the Consultancy Stock shall be the Services provided by the Consultant in terms of this Agreement...’ 28. Clause 3 – “Scope of Services” - clarifies that the Consultant shall provide certain services to the Optimus Group, details of which are set out in Schedule 2 to the Agreement. Clause 3 read with Schedule 2 delineates the qualitative as well as quantitative Services to be provided by the Consultant both in qualitative as well as in quantitative terms. 29. Clauses 4 and 5 of the Agreement provide an unequivocal indication of the parties understanding and intention regarding the sale and transfer of shares of the Optimus Group from the Promoter to the Consultant. The Sale of Shares was part of the Compensation which was to be paid to the Consultant in consideration for the Services rendered by the Consultant to the respondent No.1/Optimus Group. In any event, it would be absurd to interpret the Sale of Shares by the Promoter/respondent No.2 in favour of the appellant dehors the Services which were agreed to be rendered by the appellant to the respondent No.1. 30. A dispute raised by the respondent No.1 with regard to the quantum or quality of the Services rendered would, hence, have an indelible impact on the transfer of Shares to the appellant. It is equally improbable that the appellant would remain entitled to the Sale Shares and Consultancy Stock even after termination of the Agreement. The argument that Clauses 4b.II, 4b.III and 4b.IV would survive any termination of the Agreement (Clause 15d) could only be acceptable if the nature and extent of the Services rendered by the appellant were undisputed by the respondents. In any event, Clauses 4b.II and 4b.III, ‘mentioned in Clause 15d do not feature in the Agreement. 31. Therefore, the only conclusion evident from an interpretation of the relevant Clauses in the Agreement is that the appellant cannot claim transfer of the Sale Shares or Consultancy Stock option de horsed confronted with the charge of incomplete and unsatisfactory Services under Clause 3 of the Agreement. 32. 31. Therefore, the only conclusion evident from an interpretation of the relevant Clauses in the Agreement is that the appellant cannot claim transfer of the Sale Shares or Consultancy Stock option de horsed confronted with the charge of incomplete and unsatisfactory Services under Clause 3 of the Agreement. 32. The other arguments on behalf of the respondents, including abandonment of the appellant's cause of action under Order XXIII Rule1(4) of The Code of Civil Procedure, 1908 and the appellant's alleged lack of readiness and willingness under section 16(c) of The Specific Relief Act, 1963, may be relevant at the time of final adjudication of COS No.32 of 2022 pending before the Commercial Court. 33. In essence, the respondents’ contention that the appellant abandoned part of the Suit claim in I.A.No.383 of 2023 in COS No.32 of 2022 relating to exercise of Call Option Notice dated 25.05.2022 without seeking leave of the Court to file the present Suit disentitles the appellant from pressing the second Call Option Notice dated 22.08.2023, is ancillary and incidental to the primary issue of whether the appellant can seek to invoke his right under Clause 4b.I/II while facing allegations of non/inadequate performance of contractual obligations. 34. Similarly, the issue whether the appellant should be deprived of his right to call for the Sale Shares despite being unable to prove readiness and willingness to perform the essential terms of the Contract in terms of placing the consideration for the Sale Shares on the table, is a consequential corollary to the appellant successfully rebutting the allegations of inadequate performance through satisfactory evidence. 35. However, we do find substance in the respondents’ argument that the appellant is disentitled to any interim relief having failed to challenge the termination of the Agreement as stated in the replies of the respondent Nos.1 and 2 on 30.08.2023 and 31.08.2023. As stated above, the compensation clause cannot have an independent life of its own when the Scope of Services stipulated in Clause 3 of the Agreement read with Schedule 2 (the ‘Services’) thereto has been called into question by the respondents. The prayers in the pending Suit are restricted to the Call Option and Transfer of Equity Share to the appellant and does not contain any challenge to the termination of the Agreement. 36. The prayers in the pending Suit are restricted to the Call Option and Transfer of Equity Share to the appellant and does not contain any challenge to the termination of the Agreement. 36. We also note that the High Court while dismissing COMCA No.20 of 2023 by its order dated 12.04.2023 passed by a Co-ordinate Bench directed that any sale transaction shall abide by the result of COS.No.32 of 2022-the appellant’s first Suit which is pending before the Commercial Court as on date. 37. In the impugned order dated 04.03.2025, the Commercial Court rejected the appellant’s IAs’ on the ground, inter alia, that the appellant failed to prove irreparable loss which would be caused in the event of creating any third-party rights in respect of the shares of the respondent No.1/Company. The Commercial Court was also of the view that the balance of convenience was in favour of refusing interim protection to the appellant and further that the appellant had failed to satisfy three cardinal principles for grant of temporary injunction i.e., prima facie case, balance of convenience and irreparable loss which would cause in the event relief of temporary injunction is not granted. The Commercial Court has dealt with the matter in depth and concluded that the reliefs claimed by the appellant were best suited for being adjudicated upon in a trial. 38. We do not find any error in the reasons given by the Commercial Court, particularly in the face of the fundamental disputes as to whether the appellant can claim any rights with respect to transfer of the Shares, without rebutting the charge of non-performance of the Services agreed to be rendered to the respondent No.1/Company/Optimus Group by the appellant. The allegations and counter-allegations relating to the appellant having visited the office of the respondent No.1 only for a few times and having been away from Hyderabad for performing his obligations under the Agreement for extended periods of time are not issues which can be decided on a preliminary basis without corroborating evidence. 39. We have already held that Clause 3 of the Agreement (Scope of Services) is indelibly linked to Clause 4 (Compensation) since the appellant's entitlement to the Shares and Stock of the Optimus Group cannot be divorced from his fulfilling his work obligations under the Agreement. 39. We have already held that Clause 3 of the Agreement (Scope of Services) is indelibly linked to Clause 4 (Compensation) since the appellant's entitlement to the Shares and Stock of the Optimus Group cannot be divorced from his fulfilling his work obligations under the Agreement. We have deliberately not gone into the legal proposition in relation to the claim of the suit in COS No.2 of 2024 being barred under Order XXIII Rule 1 (4) and Order II Rule 2 of the CPC due to the former suit (COS No.32 of 2022) or the appellant's obligation to produce the money for the shares as proof of his readiness and willingness under the provisions of section 16(c) of The Specific Relief Act, 1963 since these issues should be comprehensively dealt with by way of an adjudication at the time of the final hearing of the Suit. 40. The only relevant questions before us is whether the appellant was able to first, establish a prima facie case for restraining the respondents from alienating the Shares and creating third-party rights, second, show that the balance of convenience was in favour of grant of such an injunction and third, that the appellant would irrevocably be prejudiced if such an injunction was not granted in his favour. In the absence of any clinching or compelling evidence in support of the aforesaid three principles, the Commercial Court correctly refused the injunction prayed for. 41. The protection given by the Co-ordinate Bench on 12.04.2023 in terms of making any sale transaction on the part of the respondents subject to the result of the appellant’s first Suit, continues to operate in favour of the appellant. The respondents should bear in mind the implication of the protection at the time of dealing with the shares. 42. In the aforesaid circumstances, the appellant would be best-served by taking steps to expedite the hearing of both the Suits before the Commercial Court. We accordingly find no reason to interfere with the impugned orders passed by the Commercial Court on 04.03.2025 for the reasons stated above. 43. COMCA Nos.18 and 19 of 2025, along with all connected applications, are accordingly dismissed. Interim orders, if any, shall stand vacated. There shall be no order as to costs.