The Indian media and entertainment industry had for a long time been an unorganized industry based mostly on relationships. Arrangements and understandings between parties were not verbose and documents mostly only indicated the basic understanding and did not necessarily describe meticulously the nature of the rights being assigned or the expanse of the modes in which the same could be exploited. In the year 1998, the Indian government recognized the entertainment industry as an "industry" after which there was a gradual shift in focus on proper documentation and execution of agreements between the parties for assignment of copyrights in works that were being created and the scope of such assignments.

The amendments in the Indian Copyright Act, 1957 ("Act") from time to time and the surge in suits pertaining to ownership and exploitation of copyright in works particularly, cinematograph films has resulted in parties focusing on proper execution and documentation of assigned rights. However, the acquisition of rights for the classic/older Indian movies is often an arduous task plagued by incomplete or inaccurate chain of title in copyright ownership over such movies. On occasions, the nature of the assignment is unclear or the scope of the assignment is not well defined and at times multiple conflicting rights may have been created in favour of different assignees.

Quite often issues pertaining to copyright ownership in cinematograph films and underlying works stem from section 18 of the Act that recognizes the right of the owner of a copyright in a work to assign a part of the bundle of rights in a work. An owner can thus enter into multiple transactions for different rights in the same work. Also, the Act envisages the possibility of a work being assigned only for a limited term and not necessarily in perpetuity giving the owner further flexibility in monetizing its rights. Furthermore, a cinematograph film is in itself a composite work which incorporates multiple works in which separate rights subsist. Accordingly, whilst acquiring rights in cinematograph films, the assignee must conduct a thorough due diligence regarding the rights being acquired including the ownership and ability of the assignor to assign all such rights that the assignee seeks. The entire chain of the title needs to be verified with special attention to the nature of rights available, the modes of exploitation permitted, the tenure for which the rights are available, the territory for which the same are available etc. The term 'chain of title' refers to each document which pertains to the creation of the work and the subsequent transfer of ownership of each right within the bundle of rights subsisting in a work. This article seeks to highlight how courts have dealt with some such disputes with regard to ownership / ability to exploit copyright in the above context.

One of the earlier cases which drew attention to scope of an assignment in a cinematograph film by a producer is Raj Video Visions v K Mohana Krishnan1 ("Raj Video Visions case"). The producer of the Tamil film "Pasamalar" ("Producer") assigned all the rights in the cinematograph film, other than the rights for the Hindi version of the film, to one of the defendants in 1961 ("First Assignee"). In or around 1988, the Producer further assigned the video rights for exploitation by exhibition, distribution, printing, transferring master cassettes and lending master cassettes for the film ("Video Rights") to the Plaintiff. The Plaintiff filed a suit for copyright infringement against the First Assignee for exploitation of the Video Rights. The First Assignee claimed that they had been granted copyright in the film "Pasamalar" in entirety and in perpetuity and this included the assignment of the Video Rights due to which there was no infringement of the rights of the Plaintiff. The Hon'ble Bombay High Court considered the assignment agreements executed by the Producer and concluded that in 1961, the Producer itself was not aware of "Video Rights" which came into existence in the future due to advancement in technology and therefore the same could not have been said to be assigned to the First Assignee. The Plaintiff was the rightful assignee of the copyright in the Video Rights and the First Assignee's act of telecasting the film would amount to an act of infringement of the Plaintiff's rights. As a result of this decision, assignment agreements came to incorporate terms to ensure that the assignee is vested with the rights in modes of exploitation of copyrights in the work which may be developed in the future as well. The Copyrights Act now contains a specific provision to the effect that an assignment in respect of a work shall not apply to a mode or medium of exploitation which did not exist or was not in commercial use as on the date of the assignment unless it is specifically referred to in the assignment.

The other common issue which has arisen in the context of cinematograph films is the scope of the modes of exploitation of rights assigned in the absence of a clear definition of the rights being assigned. In the case of Video Master v Nishi Production2 the Bombay High Court was faced with the question of whether the assignment of Video Rights would by itself also include satellite broadcasting rights. The Hon'ble Bombay High Court ruled that there were various modes of communication of a work to the public such as, theatrical, terrestrial, television broadcasting, satellite broadcasting etc and the owner of copyright in a cinematograph work had the ability to exploit each of these modes. Therefore, a copyright owner could assign the rights for communication of work for each mode separately and such rights should be specifically set out.

In the case of A.A. Associates v Prem Goel3 the Plaintiff argued that it had acquired the sole and exclusive rights for exhibition and exploitation of the film 'Mazboor' within the territory of UP and Delhi from one of the Defendants who had acquired the said rights directly from the producer of the aforementioned film. The Plaintiff argued that the rights assigned would also include telecast rights. The Plaintiff filed a suit to restrain the broadcast of the said film on Doordarshan, Zee TV, cable TV and pay TV. The Hon'ble Delhi High Court ruled that on a perusal of the assignment agreement on the basis of which the Plaintiff was claiming rights, it appears that the intention was to solely assign the theatrical rights in the film.

A different view was however taken in the case of M/s International Film Distributors v. Sh. Rishi Raj4 where an issue pertaining to the scope of assignment of rights came up for consideration. In this case, the original producer of the film 'Kohinoor' had been declared insolvent. The assets of the producers along with the rights in the film including entire negative rights, sole and exclusive commercial and non-commercial video rights in all the formats were assigned to the official assignee of the Bombay High Court ("Official Assignee"). The Plaintiff received an offer from the Official Assignee for acquiring the rights available with the Official Assignee wherein it was clarified that the distribution rights of the said film are perpetually held by another party under an agreement and hence only other rights as available with the Official Assignee were for sale. Prior to entering into the assignment agreement, the Plaintiff received a notice from the Defendant notifying it of the agreement entered between the defendant and the producer of the film in 1961. It was stated that by virtue of the agreement, the Defendants were the owner of the sole and exclusive copyrights for exploitation, distribution and exhibition of commercial as well as non-commercial rights in respect of the said feature film Kohinoor in 35mm as well as reduced size and other sizes including the rights of television and all other rights attached to that exploitation, exhibition and distribution for the entire world excluding India, and few more territories. The Plaintiff proceeded to acquire rights offered by the Official Assignee for the said film on an as is where is basis. The Plaintiff thereafter filed a suit against the Defendant claiming that the Defendant was interfering with the Plaintiff's exclusive copyright in the said film. Furthermore, the Plaintiff alleged that since the agreement was entered into by the parties in 1961, the rights if any, assigned to the Defendant were solely for theatrical release and not for satellite broadcast. The Single Judge granted an injunction. However, in appeal, the division bench of the Delhi High Court upon a perusal of the terms of the agreement opined that there was no restriction imposed on the enjoyment of copyright which is vested with the earlier exclusive owner with regard to the territories for which rights were assigned. It held that whilst interpreting agreements, the intention of the parties has to be taken into consideration and that inspite of the satellite rights not having been specifically referred to in the agreement, the Defendant was entitled to exploit the same in respect of the territories as set out in its agreement with the original producer.

The various legal proceedings which have arisen make it evident, that lack of clarity in agreements as to the exact nature of the rights and / or mode of exploitation being granted results in muddled situations.

Recently, the Bombay High Court in the case of Goldmines Telefilms Private Limited v Achla Sabharwal5 has dealt with a similar issue in light of multiple assignments being entered into by the Producer of a film "Sheela". Each document was differently worded and also comprised a significant overlap in the nature of rights assigned. The Court upon examining various documents relating to the chain of title had refused to issue an injunction in favour of an entity that at first blush appeared to have acquired rights from the entities to which the rights were first assigned. The number of agreements that had been entered into by the Producer, the lack of clarity as to the scope and validity of the nature of rights granted to multiple parties and the confusion that the same has created is evident from the complex facts recited below. In the present case, the producer had entered into an agreement for assignment of certain copyrights in the film Sheela with one Mr S.D. Sharma on 5 December 2002 for a period of 25 years from the date of the agreement ("First Agreement"). Thereafter in or around 5 June 2007, the producer entered into a deed of assignment with one Swastik Distributors for the film "Sheela" ("Second Agreement"). This was followed by the producers executing another assignment deed with Mr Ravi Sharma, heir of Mr S.D. Sharma, party to the First Assignment, on 19 August 2010 ("Third Agreement") assigning the rights for 35 films, including Sheela. The producers then executed a further assignment deed on 7 September 2010 with the Defendant for purportedly assigning all the copyright in the film Sheela ("Sabharwal Assignment"). The Producer had thus granted rights to three different assignees at different times i.e. Sharmas, Swastik Distributors and Sabharwal.

The Plaintiff claimed to have acquired copyrights in the film Sheela from the assignee of the Third Agreement (i.e. Sharma). Such acquisition by the Plaintiff was advertised in the trade journal "Complete Cinema" on 4 September 2010 and was met with no objections. The Plaintiff licensed the satellite broadcasting rights in the film Sheela to Sony Pictures Network (India) Private Limited ("Sony") for a period from June 2015 to June 2019 and in June 2019 executed another license agreement for the same purpose effective up to June 2024.

In the meanwhile, the Defendant (Sabharwal) also issued a notice in the trade journal, Complete Cinema, advertising its ownership of copyright in the film "Sheela" and did not receive any objections for the same. The Defendant then assigned the theatrical rights in perpetuity to one Shri Vijaydeep Combines. On 28 September 2010 the producer of the film "Sheela" wrote to a colour laboratories informing that all rights in the film "Sheela" had been assigned to the Defendant (Sabharwal) and that the labs should deliver the picture and sound negatives to the Defendant.

In August 2019, one Mr Nagraj published a notice in the trade journal -Complete Cinema notifying that he had rights in the film "Sheela". Upon noticing this the Plaintiff approached Mr Nagraj only to find out that the rights did not vest with him but with Swastik Distributors, the assignee of the Second Agreement. The Plaintiff thus with a view to perfect its title acquired rights that were being claimed by Swastik Distributors ("Swastik Agreement").

The Defendant in May 2020 filed a criminal complaint against Sony for broadcast of the film Sheela on one of its channel and in October 2020, the Defendant also wrote to the Information and Broadcast (I&B) Ministry complaining of illegal broadcast of its movies including the film "Sheela". Sony received a letter from the I&B Ministry and communicated the same to the Plaintiff. The Plaintiff thus issued a notice to the Defendant and subsequently filed a suit against the Defendant in February 2021.

The Hon'ble Bombay High Court observed that for the Plaintiff's suit to succeed, it must succeed on the basis of its own documents of title. The Court considered the content of each of the numerous assignment deeds which brought out several lacunae in the chain of title claimed by the Plaintiff. Firstly, the Court observed that the First Agreement by the language used was simply an "agreement to assign" and not an "assignment" and that in any event the term of the agreement was limited to a period of 27 years. Furthermore, the First Agreement did not include an assignment of satellite rights as the agreement recorded that these rights vested with another entity until the year 2003. The Court further observed that the Second Agreement contained no reference to the First Agreement in the chain of title and thus raised further concerns as to whether the First Agreement had ever taken effect or even considered as an assignment by the producers. To complicate matters further, the producer filed an Affidavit stating that (i) vide the Second Agreement the producer had assigned all the satellite and electronic media rights in the film "Sheela" to Swastik Distributors and that the First Assignment did not encompass such rights and also that (ii) vide the Third Agreement he assigned the negative rights, lock stock and barrel to Mr Sharma including satellite rights. The Court observed that there was an overlap of rights and the period of assignment as granted to the assignees of the Third Agreement and the Second Agreement. Finally, the Swastik Agreement also indicated the conflicting timelines and rights in comparison to the Third Agreement and thus the acquisition of rights of Swastik by the Plaintiff did not seem to prima facie perfect the title of the Plaintiff. Whilst the Plaintiff relied upon multiple conflicting documents to demonstrate its title, the Defendant relied only on the Sabharwal Assignment to claim the benefit of all the rights vested in it by the producer in return for a sizeable consideration. The Court observed that the ownership of rights claimed by the Plaintiff would have to be proved at trial and that no prima facie case had been made out. The Court thus refused an injunction against the Defendant's with regard to the exploitation of its rights in the film "Sheela" and in fact imposed costs of INR 5.9 lakh on the Plaintiff.

The Goldmines case is yet again a timely reminder that thorough due diligence and tracking of title is a necessary pre-requisite prior to acquisition of any cinematograph film.


1. AIR 1998 Mad 294.

2. (1998) 23 IPLR 388 (Bom).

3. 2002 (24) PTC 369

4. [FAO (OS) No.81/2002]

5. IAL-4402/21 in ComIP(L) 4398/21

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