When Does Breach of an Undertaking Given to the Court Amount to Contempt? Supreme Court Principles Explained

October 17, 2026
7:42 am

In the middle of a court case, a party or its lawyer will often make a promise to the judge. “My client will not sell the property until the case is decided.” “The tenant will vacate by 31 March.” “The amount will be deposited in three instalments.” Courts usually act on such promises. A judge may grant a stay or give extra time, or the other side may withdraw an appeal, because the promise has been made. In legal language, a promise of this kind is called an “undertaking” given to the court.

What happens if the promise is then broken? Under Indian law, it can in some circumstances be treated as contempt of court. Whether it is in a given case may turn on several questions: whether the promise was really made to the court or only to the other side, whether the breach was deliberate, who made the promise, and what remedy the other side is seeking. This article looks at how the Supreme Court has approached these questions. It sets out one reading of the decided cases, and the outcome in any particular matter is likely to turn on its own facts.

What the Law Says: Civil Contempt under Section 2(b)

The Contempt of Courts Act, 1971 divides contempt into civil and criminal contempt. Section 2(b) defines civil contempt as “wilful disobedience to any judgment, decree, direction, order, writ or other process of a court or wilful breach of an undertaking given to a court”. There are therefore two kinds of civil contempt: disobeying a court’s order, and breaking a promise made to the court. In both, the word “wilful” is important. It means that an accidental or unavoidable failure is treated differently from a deliberate one.

Section 12 sets the maximum punishment: simple imprisonment of up to six months, a fine of up to two thousand rupees, or both. The court may discharge the person, or remit (cancel or reduce) the punishment, if it is satisfied with an apology. Where a company has broken an undertaking, the persons in charge of it may also be held responsible. Section 13provides that no sentence may be imposed unless the contempt substantially interferes, or tends to substantially interfere, with the course of justice, and Section 20 generally requires contempt proceedings to be started within one year of the alleged contempt.

Separately, where a civil court has turned an undertaking into a temporary injunction (a court order telling a party not to do something while the case is pending), Order XXXIX Rule 2A of the Code of Civil Procedure lets that court attach (take control of, so that it cannot be dealt with) the property of the person who disobeys and detain him in civil prison for up to three months.

Is Every Promise Made in Court an Undertaking “Given to the Court”?

Not necessarily. A promise made only to the other party, for example as part of a private settlement, has been treated differently from a promise made to the court. Deciding which is which can be difficult, because orders often do not use the words “to the court”.

The Supreme Court has addressed this in several cases. In the three-Judge Bench decision in Rama Narang v. Ramesh Narang, (2006) 11 SCC 114, it approved an older Bombay High Court view that, through long practice, the expression “a party undertakes” in a court order has come to mean an undertaking to the court, even if the words “to the court” are not used. It noted that this view had already been approved in Bank of Baroda v. Sadruddin Hasan Daya, (2004) 1 SCC 360, and said that a contrary Calcutta High Court decision did not correctly reflect the law.

In Balwantbhai Somabhai Bhandari v. Hiralal Somabhai Contractor, 2023 INSC 805 (judgment dated 6 September 2023), the Court summarised the position. It observed that expressions such as a party “undertakes”, “gives a solemn promise”, or “it is stated at the Bar on instructions from clients that the property shall not be sold” will ordinarily be read as an undertaking to the court, “unless the context otherwise suggests”. (A statement made “at the Bar” is one made to the court by a lawyer.) It also said that whether a promise is to the court or to the other side “must depend upon the facts and circumstances of each case and the language used”.

There are limits to this. In Babu Ram Gupta v. Sudhir Bhasin, (1980) 3 SCC 47, the Court held that it is “not open to the Court to assume an implied undertaking when there is none on the record”. A three-Judge Bench relied on that statement as recently as 1 September 2026 in Ras Al Khaimah Investment Authority v. Matrix Pharmacorp Pvt. Ltd., 2026 INSC 932, holding that a merely clarificatory statement that a party had decided not to go ahead with a transaction was not an undertaking at all. Similarly, in In re Patanjali Ayurved Ltd. (judgment dated 13 August 2024) the Court is reported to have said that an undertaking has the same force as a court order, but that whether a statement amounts to one depends on the words used and the surrounding facts.

Why Breaking an Undertaking Can Be Treated Like Disobeying an Order

In Noorali Babul Thanewala v. K.M.M. Shetty, (1990) 1 SCC 259, the Supreme Court explained that when a court accepts an undertaking and passes an order on that basis, the order works “in substance” like an injunction against the person who gave it. The reasoning, as Babu Ram Gupta had explained a decade earlier, is that a person who breaks a promise made to the court has obtained a benefit by making a false representation to the court itself, and so interferes with the course of justice. A person who breaks a private settlement, on the other hand, may have wronged the other party, but not necessarily the court.

Undertakings, Settlements and Consent Decrees

Many cases end in a settlement. The court then passes a “consent decree”, which is a decree based on the terms the parties have agreed. Can breaking such a decree be contempt? The answer the Supreme Court has given has developed over time.

In Babu Ram Gupta (1979), the Court drew “a clear-cut distinction” between a compromise or consent order, whose breach it said should be enforced by execution (the ordinary process for enforcing a decree), and “a clear and categorical undertaking” to the court, whose breach could be contempt. In Rama Narang (2006), however, a three-Judge Bench read Section 2(b) more widely. It pointed out that the first part of the definition covers wilful disobedience of “any” decree or order, and that “[n]o distinction is statutorily drawn between an order passed after an adjudication and an order passed by consent”. It described a consent decree as “a contract with the imprimatur of the court” (that is, with the court’s stamp of approval). It treated the contrary observations in Babu Ram Gupta as limited to their own facts, and held that wilfully breaking a consent decree is no different from wilfully breaking any other decree, adding that the fact that a decree can be executed “does not take away the court’s jurisdiction in contempt”. When the same case was later decided on its merits, in Rama Narang (5) v. Ramesh Narang, (2009) 16 SCC 126, the respondents were found guilty of wilfully disobeying the consent terms.

Bank of Baroda (2003) applied similar reasoning where borrowers had promised, in consent terms that became part of a decree, not to sell or mortgage certain properties, and then offered the same properties as security elsewhere. The Court held that breaking that undertaking was contempt “irrespective of the fact that it is open to the decree-holder to execute the decree” (the decree-holder being the party entitled to enforce the decree).

The position may not be entirely closed, however. In Suman Chadha v. Central Bank of India, (2021) 20 SCC 365, a two-Judge Bench expressed its “own doubts whether the first category of cases covered by Section 2(b) can be stretched so far” as Rama Narang suggests, though it left the question for another day. Because Rama Narang was decided by three Judges, it binds benches of two Judges, and Balwantbhai (2023) applied it. The doubt expressed in Suman Chadha does suggest, however, that arguments about how far contempt extends to consent decrees may continue to be raised.

Even where no formal undertaking exists, a party may sometimes be held responsible. In Rita Markandey v. Surjit Singh Arora, (1996) 6 SCC 14, the Court said a party may be liable in contempt “if the court is induced to sanction a particular course of action or inaction on the basis of the representation of such a party” and it turns out that the party “never intended to act on such representation or such representation was false”. On the facts of that case, though, it found no civil contempt, because the order only recorded what the parties had agreed.

Undertakings Given by a Lawyer

Undertakings are very often given by lawyers rather than by the parties themselves. Two recent Supreme Court decisions suggest that a client may find it difficult to escape responsibility by pointing to the lawyer’s role.

In Balwantbhai, a senior advocate told the Gujarat High Court, on his clients’ instructions, that certain land would not be sold until the case was decided. Relying on that statement, the other side withdrew its appeal. The land was then sold through thirteen sale deeds. The Supreme Court held that “an undertaking or an assurance given by a lawyer based upon which the court decides upon a particular course of action” falls within Section 2(b), and that its breach “would constitute ‘civil contempt'”. It upheld the High Court’s findings and sentence and directed the appellants, who had been found in contempt, to surrender.

In Lavanya C v. Vittal Gurudas Pai, 2025 INSC 325 (judgment dated 5 March 2025), the defendants’ lawyer filed memos (short written notes to the court) in July and August 2007 promising that the suit property would not be sold, and in November 2007 the trial court made this into an order. The defendants nevertheless executed ten sale deeds between 2007 and 2011. The trial court dismissed the plaintiffs’ contempt application, but the Karnataka High Court found the defendants guilty, ordered three months’ civil imprisonment for one of them, attached the property for a year and awarded Rs 10 lakh as compensation. Before the Supreme Court the defendants argued that their lawyer had acted without authority. Reviewing Himalayan Co-operative Group Housing Society v. Balwan Singh, (2015) 7 SCC 373 and Bar of Indian Lawyers v. National Institute of Communicable Diseases, (2024) 8 SCC 430, which says that lawyers should not give undertakings without the client’s express instructions, the Court concluded that “any undertaking given to a Court cannot be without requisite authority from the client”. It found the defendants’ plea “difficult to accept”, partly because they had taken no step for about four and a half years to have the undertaking withdrawn. The Court upheld the finding of contempt, removed the prison sentence because the contemnor (the person found in contempt) was about 68 years old, kept the attachment of the property in place, and increased the compensation from Rs 10 lakh to Rs 13 lakh with interest.

These decisions suggest that a party that disagrees with an undertaking given on its behalf may need to say so promptly and ask for it to be changed, rather than act against it later.

What Counts as a “Wilful” Breach?

Because contempt can lead to punishment, courts have generally required proof that the breach was deliberate. In Niaz Mohammad v. State of Haryana, (1994) 6 SCC 332, the Court said it must be satisfied that the disobedience was “wilful and intentional”, and that a person who could not comply because of compelling circumstances may not be punished. Ashok Paper Kamgar Union v. Dharam Godha, (2003) 11 SCC 1 describes a wilful act as one done voluntarily and intentionally, and Ram Kishan v. Tarun Bajaj, (2014) 16 SCC 204 adds that “wilful” “excludes casual, accidental, bona fide or unintentional acts or genuine inability” (bona fide meaning in good faith). Ram Kishan also treats contempt proceedings as quasi-criminal, that is, close enough to a criminal case to require proof beyond reasonable doubt, and notes that if an order can reasonably be read in two ways, a person who follows one reading may not be in contempt.

Suman Chadha shows how this works with an undertaking. Guarantors of a bank loan obtained protection from the Delhi High Court by promising on oath to deposit Rs 7 crore in three instalments. They handed over post-dated cheques that bounced, gave an excuse for missing a hearing that was found to be false, and blamed debtors who turned out to be shell companies linked to their own business. The Supreme Court said that in such cases it looks at “(i) the nature of the undertaking made; (ii) the benefit if any, reaped by the party giving the undertaking; and (iii) whether the filing of the undertaking was with a view to play fraud upon the court or to hoodwink the opposite party”. It also observed that where a party had acted in good faith but could not keep the promise for genuine reasons, the court “could certainly withhold its stick”. On the facts, it upheld the finding of contempt but reduced the sentence to the eleven days already served.

Remedies Beyond Punishment

Apart from a fine or imprisonment, the decided cases show that courts have often tried to undo the effect of the breach. A Constitution Bench in Supreme Court Bar Association v. Union of India, (1998) 4 SCC 409 observed that a court may, for example, direct the police to help recover possession where the undertaking was to hand over property, and may order the contemnor to pay costs. In Noorali the Court directed the District Magistrate to deliver possession with police help, and in Roshan Sam Boyce v. B.R. Cotton Mills Ltd., (1990) 2 SCC 636 it directed the Court Receiver to take possession.

Where property has been sold in breach of an undertaking, the courts have sometimes declared the sale void. A three-Judge Bench in State Bank of India v. Dr. Vijay Mallya, 2022 SCC OnLine SC 826 said a court may issue directions so that “any advantage secured as a result of such contumacious conduct is completely nullified” (contumacious meaning deliberately defiant), and Delhi Development Authority v. Skipper Construction Co. (P) Ltd., (1996) 4 SCC 622 said a contemnor “should not be allowed to enjoy or retain the fruits of his contempt”. Relying on these, Balwantbhai upheld the High Court’s decision to treat the thirteen sale deeds as void, and held that the buyers had no right to be heard in the contempt case because contempt is a matter between the court and the contemnor. Lavanya C shows a different set of remedies: attachment of property and compensation to the other side.

The Role of an Apology

The law allows a court to accept an apology, but the Supreme Court has repeatedly said that an apology is not an automatic way out. In M.Y. Shareef v. Hon’ble Judges of the High Court of Nagpur, AIR 1955 SC 19, a Constitution Bench said that “there cannot be both justification and an apology”, meaning that a person cannot apologise and defend the conduct at the same time. In T.N. Godavarman Thirumulpad v. Ashok Khot, (2006) 5 SCC 1, the Court held that an apology offered only when punishment appears imminent “ceases to be an apology”. Patel Rajnikant Dhulabhai v. Patel Chandrakant Dhulabhai, (2008) 14 SCC 561 and Priya Gupta v. Additional Secretary, Ministry of Health, (2013) 11 SCC 404 indicate that courts look at the timing of the apology, the seriousness of the breach and the person’s conduct before and after. In Balwantbhai, the Court said an apology “should not be accepted as a matter of course”, particularly where the breach was deliberate and the person had gained from it.

Which Court and Which Procedure

The route can depend on where the undertaking was given and at what stage. Where it was given to the Supreme Court or a High Court, that court can act on it under its own constitutional powers (Articles 129 and 215). Where a civil court turned it into a temporary injunction while the suit was pending, an application under Order XXXIX Rule 2A is the usual route; Lavanya C confirms this, and Samee Khan v. Bindu Khan, (1998) 7 SCC 59 holds that disobedience is not wiped out even if the injunction is later set aside. Once the suit has been finally decided, Kanwar Singh Saini v. High Court of Delhi, (2012) 4 SCC 307 held that the interim order merges into the final decree, that Order XXXIX Rule 2A is then no longer available, and that the decree is to be enforced by execution under Order XXI Rule 32 CPC rather than through contempt. It also accepted that breaking an undertaking to the court “amounts to contempt in the same way as a breach of injunction”. Food Corporation of India v. Sukh Deo Prasad, (2009) 5 SCC 665 adds that the Rule 2A power cannot be used to add to what the order actually says. Persons who knowingly help someone break an order are themselves liable (Sita Ram v. Balbir, (2017) 2 SCC 463).

A recent example comes from an unusual setting. In Jayakrishna Menon v. Krishnankutty, 2026 INSC 631 (judgment dated 9 June 2026), the Supreme Court held a party in contempt for using an elephant for commercial and temple activities despite a “categoric undertaking” given through counsel, and directed the State to take custody of the animal. The tenancy cases on undertakings to vacate are discussed in a separate article.

Conclusion

The Supreme Court’s decisions suggest that a promise made to a court, whether by a party or by its lawyer, is treated as binding in much the same way as an order, and that a deliberate breach can lead not only to punishment but to orders undoing what was done in breach. At the same time, the cases leave room for judgment at almost every step. Was the statement really an undertaking to the court (Babu Ram Gupta, Ras Al Khaimah)? How far does contempt extend to consent decrees (Rama Narang, and the doubt in Suman Chadha)? Was the breach wilful, or the result of genuine inability (Niaz Mohammad, Suman Chadha)? And is the right route contempt, Order XXXIX Rule 2A or execution (Kanwar Singh Saini)? The answers have often turned on the exact wording of the order and on how the court viewed the conduct of the parties. A party that finds itself unable to keep an undertaking may wish to return to the court and explain the difficulty before the breach occurs.

This article is for general information only and is not legal advice. The position may vary with the facts of a case and with later decisions; readers should consult counsel on their particular situation.

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