Prima facie review under Section 45 governs referral to arbitration, not a final ruling on agreement validity.

At the Section 45 pre-reference stage, the court's inquiry is limited to a prima facie assessment of whether an arbitration agreement exists and is not null and void, inoperative, or incapable of being performed. A final determination at that stage is not required because the validity issue may arise again before the arbitral tribunal or at the enforcement stage under Section 48(1)(a), and a conclusive trial would be inefficient, especially where foreign law governs. The parties are therefore to be referred to arbitration if the prima facie standard is satisfied.

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Issues: Whether, at the pre-reference stage under Section 45 of the Arbitration and Conciliation Act, 1996, the court is required to record a final finding or only a prima facie view on whether the arbitration agreement is null and void, inoperative or incapable of being performed.

Analysis: Section 45 uses language akin to Article 8 of the Model Law and Article 2(3) of the New York Convention, but it does not expressly indicate that the court must finally determine the validity of the arbitration agreement. A final finding at the pre-reference stage would risk redundancy, delay, and unfairness, because the same issue may arise again before the arbitral tribunal and at the enforcement stage under Section 48(1)(a). Where the governing law is foreign law, a conclusive trial at the reference stage would also be cumbersome and costly. The better construction is that the court's role is limited to a prima facie satisfaction that an arbitration agreement exists and is not vitiated by nullity, inoperability, or incapacity.

Conclusion: The court at the Section 45 stage is to apply a prima facie standard, not a final determinative standard, on the validity and operability of the arbitration agreement.

Final Conclusion: The matter should be sent back for consideration on the prima facie standard, and if that standard is met the parties must be referred to arbitration.

Ratio Decidendi: Under Section 45 of the Arbitration and Conciliation Act, 1996, the court's pre-reference inquiry is confined to a prima facie determination of the existence and validity of the arbitration agreement, leaving final adjudication to the arbitral process or the post-award stage.

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