Arbitral award cannot rewrite contract on equity when tribunal departs from express bargain and statutory mandate.

An arbitral award is vulnerable where the tribunal departs from the express contract and reshapes the parties' bargain on equitable considerations. The agreement here provided for a lump sum linked to services already rendered, with the balance payable on completion of the transaction, and the transaction was completed. By reducing the claimant's entitlement on the basis of unstated post-agreement assistance, the tribunal exceeded the contractual mandate and failed to decide in accordance with the contract. In arbitral review, the tribunal must apply the contract as written and cannot rewrite it ex aequo et bono unless expressly authorised. The award was therefore set aside.

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Issues: Whether the arbitral award was liable to be set aside for travelling beyond the terms of the contract and for granting only a part of the contractual commission on equitable considerations.

Analysis: The agreement contemplated payment of a lump sum for the services already rendered in identifying the transaction and undertaking due diligence, with the balance becoming payable on completion of the transaction. The transaction was in fact completed. The award, however, treated the claimant as entitled only to a reduced amount on the footing that he had rendered some assistance after the agreement, although such further obligation was not found in the contract. An arbitral tribunal is required to decide in accordance with the contract and, absent express authorisation, cannot proceed ex aequo et bono or rewrite the bargain on notions of fairness. A departure from the contractual terms amounts to disregard of the tribunal's authority and renders the award vulnerable under the statutory standard governing arbitral review.

Conclusion: The award could not be sustained because it was contrary to the contractual mandate and the statutory duty under the arbitration law. The petition was allowed and the award was set aside.

Final Conclusion: The contractual terms, not equitable reallocation of consideration, governed the claimant's entitlement, and the arbitral award was invalid for rewriting those terms.

Ratio Decidendi: An arbitral award is liable to be set aside where the tribunal departs from the express terms of the contract and awards relief on equitable considerations instead of deciding in accordance with the contract and the applicable arbitration statute.

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