John Cockerill Hamon SA v. Hamon Cooling Systems Private Limited & Anr. case was decided by the Bombay High Court on 6th July 2026. The dispute concerned the mark HAMON, used for cooling towers and heat exchange equipment, and it asked a question that comes up often in group restructurings and insolvency sales. When a company has used a mark for years under the umbrella of a corporate group, and the group later sells its intellectual property to a stranger while the company itself is sold off to someone else, does the company retain any right to keep using that mark once its licence expires.
Introduction
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Hon’ble Justice Arif S. Doctor has answered in favour of the party holding the paper title. The Interim Application, filed by John Cockerill Hamon SA in Commercial IP Suit No. 7 of 2026, sought to restrain Hamon Cooling Systems Private Limited and its erstwhile parent from using the HAMON name, the impugned marks HAMON COOLING and HCS HAMON COOLING, and the domain www.hamonindia.com. The judgment traces a genuinely complicated chain of corporate history spanning a Belgian bankruptcy, an acquisition by the John Cockerill Group, and a share sale that separated an Indian subsidiary from the very group whose name it continued to carry. For practitioners advising clients through cross border restructurings, the case offers a detailed roadmap on how courts assess disputed chains of title and how a permissive user’s defence collapses the moment its own pleadings admit the permission.
The mark HAMON traces its origins to ENGETRA S.A., a Belgian entity that adopted it in 1963 for cooling apparatus, air conditioning equipment, air condensers and heat exchangers. ENGETRA secured Indian registrations for the word mark and a device mark in 1988. In 1999, ENGETRA assigned its rights in the HAMON marks along with the associated goodwill to Hamon & CIE International S.A., referred to throughout the judgment as HCI. Around the same period, HCI acquired a majority stake in an Indian company called Thermopack Engineers Pvt. Ltd., which was renamed first to Hamon Thermopack Engineers Pvt. Ltd. and then to Hamon Thermopack. By April 1999, HCI held the entire shareholding of Hamon Thermopack.
Corporate ownership of the Indian entity shifted several times over the following two decades. In 2007, Hamon Thermopack entered a joint venture with Shriram EPC Ltd, which acquired a majority stake and renamed the company Hamon Shriram Cottrell Pvt. Ltd. Shriram Industrial Holdings later acquired the balance of the Shriram stake through an internal transfer in 2013. Between 2019 and 2020, HCI increased its own holding in the company to just over 99 percent, and the entity was renamed once more, this time to Hamon Cooling Systems Pvt. Ltd, the Defendant No. 1 in this Suit.
The turning point came in 2022, when HCI initiated judicial reorganisation proceedings in Belgium that converted into bankruptcy. Court appointed trustees took charge of HCI’s assets. CMI France, part of the John Cockerill Group, submitted a bid to acquire substantially all of HCI’s intellectual property, including the entire HAMON brand portfolio, but excluding HCI’s equity interests in what the judgment calls the Esindus subgroup, of which Defendant No. 1 formed a part. The Belgian Commercial Tribunal at Bobigny sanctioned the transfer, and on 25th July 2022 the Trustees executed a Transfer Agreement with the Plaintiff, deemed effective from 1st June 2022. Clause 1.1.1.1 of that Agreement recorded that the entire portfolio of brands held by HCI, including all brand names and trade names attached to the HAMON brands, stood transferred to the Plaintiff. A Confirmatory Deed dated 18th April 2024 later reiterated this position.
Crucially, the Transfer Agreement also carved out a temporary arrangement described as the Brand Usage Right. Under Clause 6, the Plaintiff paid an additional consideration of 500,000 euros to permit certain Hamon group companies that had not been acquired by the Plaintiff, including Defendant No. 1, to continue using the HAMON brand solely for the limited purpose of completing ongoing projects. Separately, in September 2022, the entire shareholding that HCI held in Defendant No. 1 was sold to Mr. Akhileshwar Chorasiya under a Share Sale Agreement that transferred only shares and expressly did not transfer any intellectual property rights. From that point onward, Defendant No. 1 stood completely disassociated from the Hamon Group in terms of ownership, while retaining the HAMON name in its corporate title, its trade mark applications, and its domain name.
What was the Dispute
The Plaintiff’s case was that Defendant No. 1, despite this disassociation and despite the expiry of the temporary Brand Usage Right, continued using HAMON COOLING and HCS HAMON COOLING as trade marks and as part of its corporate name. Defendant No. 1 had in fact filed its own applications to register these marks, first in August 2022 on a proposed to be used basis, and again in December 2024 after the Registry rejected the earlier application. The Plaintiff pointed to two emails, one from Technip and another from Relysolutions, as evidence that customers and trade contacts were genuinely confused about whether Defendant No. 1 remained part of the Hamon Group. The Plaintiff also relied on material from Defendant No. 1’s website and tender documents to argue that Defendant No. 1 was actively projecting the technical credentials and commercial history of the erstwhile Hamon Group as its own. The Plaintiff issued a cease and desist notice, and when Defendant No. 1 did not comply, filed the Suit and sought an interim injunction restraining the continued use of the impugned marks and directing transfer of the domain name.
Arguments advanced by the Plaintiff
Mr. Janak Dwarkadas, Senior Advocate for the Plaintiff, built his case around a straightforward proposition. The present dispute was not a contest between two independent claimants to original proprietorship of a mark. It concerned a derivative user, one who had adopted and used the HAMON mark with the consent of the registered proprietor, and who was now attempting to resist enforcement by that proprietor’s successor even after the underlying consent had expired. He walked the court through the full chain of title, from the 1999 assignment by ENGETRA to HCI, through the Transfer Agreement and Confirmatory Deed in favour of the Plaintiff, and pointed to the fact that the Trade Marks Registry had already recorded the Plaintiff as the subsequent proprietor of one of the HAMON device marks. He relied on SKOL Breweries Ltd. v. Som Distilleries and Breweries Ltd. & Anr. and J.K. Jain & Others v. Ziff Davies Inc. for the proposition that pendency of an assignment recordal application does not bar an assignee from seeking interim or final relief in an infringement action.
On the defence side, Mr. Dwarkadas argued that Defendant No. 1 had pleaded, in its own Affidavit in Reply and Sur Rejoinder, that its use of HAMON since 1999 was with the implied or express consent of HCI. Having taken that position, he submitted, Defendant No. 1 could not simultaneously claim the status of an independent prior user under Section 34 of the Trade Marks Act, since that defence presupposes independent adoption rather than use traceable to the proprietor’s permission. He cited Patton International Ltd. v. Patton Electronics (I) Pvt. Ltd. and Velcro Industries B.V. v. Velcro India Ltd. for the settled principle that goodwill generated by a licensee’s use of a licensed mark accrues to the licensor and not to the licensee. He also pointed to Defendant No. 1’s own applications for HAMON COOLING and HCS HAMON COOLING filed on a proposed to be used basis, arguing that no party genuinely claiming continuous use since 1999 would make such a declaration before the Registry a quarter century later. On acquiescence, he submitted that the Plaintiff had acted within the five year period contemplated under Section 33 of the Act and that acquiescence in any event requires a positive inducing act by the proprietor, which Defendant No. 1 had failed to point to, relying on Power Control Appliances v. Sumeet Machines Pvt. Ltd.
Defendant’s Arguments
Dr. Veerendra Tulzapurkar, Senior Advocate for Defendant No. 1, framed the dispute differently. He submitted that the Register of Trade Marks continued to record HCI, not the Plaintiff, as the proprietor of most of the HAMON marks, and that Section 2(v) of the Trade Marks Act defines a registered proprietor as the person whose name actually appears on the Register. He argued that the Transfer Agreement did not specifically identify the Indian registrations, that the Confirmatory Deed referred to an unproduced Private Deed dated 1st June 2022, and that both documents were unstamped and therefore inadmissible in evidence. He further argued that the assignment, even if valid, excluded goodwill since the Plaintiff had admittedly not acquired HCI’s Indian business, which in his submission triggered the advertisement requirement under Section 42 of the Trade Marks Act, a requirement the Plaintiff had not complied with.
On the merits of the defence, Dr. Tulzapurkar submitted that Defendant No. 1 had used the HAMON name continuously since 1999, long before the Plaintiff’s claimed acquisition, and had built an independent reputation of its own over more than two decades, executing projects worth several hundred crores of rupees. He argued that the mere fact that HCI held shares in Defendant No. 1 did not, by itself, create a licence, relying on Mrs. Bacha F. Guzdar v. Commissioner of Income Tax for the principle that a shareholder and the company remain distinct legal persons. He also argued that trade mark use by a party other than the registered proprietor amounts to use by the proprietor only where genuine quality control existed, citing American Home Products Corporation v. Mac Laboratories Pvt. Ltd. and Gujarat Bottling Co. Ltd. v. Coca Cola Co., and submitted that the Plaintiff had not pleaded any such control by HCI over Defendant No. 1’s operations. On acquiescence, he pointed to HCI’s silence through multiple changes of shareholding since 1999 and the Plaintiff’s own delay between 2022 and 2024 before issuing any objection, relying on Willmott v. Barber and Northern & Shell PLC v. Conde Nast & National Magazines Distributors Limited & Anr. He concluded that an injunction at this stage would jeopardise live public sector projects, expose Defendant No. 1 to contractual liability and prejudice its employees, while the Plaintiff, having no operating business in India, would suffer nothing beyond a loss compensable in damages.
Analysis of the Court
Title and the Chain of Assignment
Justice Doctor began by reiterating the settled limits of an interlocutory hearing. The court is not required to conduct a mini trial or conclusively determine disputed questions of fact, and the enquiry remains confined to a prima facie assessment of prima facie case, balance of convenience and irreparable harm. On that standard, the court found the Plaintiff had made out a strong prima facie case of title. The 1999 Deed of Assignment from ENGETRA to HCI was undisputed. Clause 1.1.1.1 of the Transfer Agreement expressly covered the entire portfolio of brands held by HCI, and Clause 3, which exhaustively listed excluded assets, did not mention the Indian HAMON registrations. The Confirmatory Deed reiterated the position, and most significantly, the Trade Marks Registry had already acted on that Deed to record the Plaintiff as the subsequent proprietor of Registration No. 1836422. The court held that an assignment becomes effective between the parties upon execution of the instrument itself and does not require recordal on the Register as a condition precedent to enforceability, applying SKOL Breweries and J.K. Jain. On the objection regarding the unproduced Private Deed, the court accepted the Plaintiff’s explanation that the reference was simply to the Transfer Agreement itself, given under Clause 6 to have taken effect from 1st June 2022, and found no material suggesting any separate document existed. The court also rejected the Section 42 objection, holding that Clause 1.1 of the Transfer Agreement transferred all IP rights without any express severance of goodwill, and that the Confirmatory Deed specifically confirmed transfer of the trade marks along with the related goodwill.
Permissive Use and the Section 34 Defence
The most significant part of the ruling concerns the collision between Defendant No. 1’s two defences. The court noted that Defendant No. 1 had, in its own pleadings, admitted that its adoption and use of HAMON from 1999 was with the implied or express consent of HCI, while simultaneously invoking Section 34 as an independent prior user. The court held these positions could not coexist. Section 34 protects a party that has independently adopted and used a mark, not a party whose use traces back to another proprietor’s permission. Having pleaded permissive use, Defendant No. 1 could not fall back on independent prior use as an alternative shield. The court found this inconsistency compounded by Defendant No. 1’s own conduct before the Trade Marks Registry, where its applications for HAMON COOLING and HCS HAMON COOLING were filed on a proposed to be used basis in 2022 and again in 2024, and where its reply to the Examination Report sought only to distinguish its marks from the Plaintiff’s HAMON registration rather than assert any independent proprietary right. A party that genuinely believed it held prior rights dating to 1999 would not make such representations to a statutory authority a quarter century later. The court also held that the goodwill generated through permitted use inures to the proprietor, not the permitted user, relying on Patton International and Velcro Industries, and found the defendant’s reliance on American Home Products and Gujarat Bottling misplaced since those decisions concerned the extent of quality control under a registered user arrangement rather than the present question of whether goodwill built by a permitted user could be claimed independently.
Acquiescence and Delay
On acquiescence, the court held that the doctrine requires a positive act of encouragement by the proprietor and does not arise merely from the passage of time. Since Defendant No. 1’s own case was that its use had always been permissive, no separate acquiescence analysis was required, because acquiescence by definition concerns objection to another party’s independent adoption, not silence toward one’s own licensee. The court also found the Plaintiff’s own conduct consistent with diligence rather than delay, noting that the cease and desist notice followed promptly once continued unauthorised use came to the Plaintiff’s attention, and that the period between the 2022 Transfer Agreement and the institution of the Suit fell comfortably within the five year window under Section 33 of the Trade Marks Act.
Balance of Convenience
On balance of convenience, the court accepted the Plaintiff’s submission that this consideration only becomes relevant when the parties stand on roughly equal footing, applying Poddar Tyres Ltd. v. Bedrock Sales Corporation Ltd. Given the strength of the Plaintiff’s prima facie case, the balance did not need to be weighed evenly. The court further observed that any hardship to Defendant No. 1 flowed entirely from its own conduct, since it had continued using the HAMON name well after the Brand Usage Right expired and even after receiving a cease and desist notice. The court took particular note of the fact that some of Defendant No. 1’s ongoing projects were public sector projects, and held that the public interest favoured restraining a party from securing such contracts on the strength of a corporate lineage and reputation it no longer possessed.
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Conclusion
John Cockerill Hamon SA v. Hamon Cooling Systems Private Limited & Anr. is ultimately a case about the price of an admission. Defendant No. 1 could have run its defence purely on independent prior use, or purely on permissive use with an argument that the permission remained implicitly alive, and either path might have created a more genuine contest at the interim stage. Instead, its own pleadings conceded permission while its submissions argued independence, and no court applying ordinary principles of consistency could have let both stand together. Once that inconsistency was exposed, the rest of the analysis followed almost mechanically, because goodwill built under permission belongs to the party granting the permission, and a licensee cannot mature into a proprietor simply through the passage of time or the scale of business it conducts under someone else’s mark.
What strikes me most about this judgment is how much weight the court placed on Defendant No. 1’s own conduct before the Trade Marks Registry. Filing an application on a proposed to be used basis while simultaneously claiming twenty five years of continuous prior use is not a minor drafting inconsistency, it is a direct contradiction that undermines the credibility of the entire defence. For businesses that emerge from a group restructuring while continuing to carry a legacy brand name, this case is a clear warning. A temporary brand usage arrangement, however commercially convenient it feels at the time, has a shelf life, and continuing to trade on the old name well past that expiry invites exactly the kind of injunction Defendant No. 1 now faces.
Case: John Cockerill Hamon SA v. Hamon Cooling Systems Private Limited & Anr., Interim Application No. 345 of 2026 in Commercial IP Suit No. 7 of 2026, High Court of Judicature at Bombay. Coram: Hon’ble Mr. Justice Arif S. Doctor.
