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1999 Supreme(Pat) 790
PATNA HIGH COURT
M.Y.Eqbal, J.
Tata Iron And Steel Company Limited
Versus
Presiding Officer
Civil Writ Jurisdiction Case No. 2968 of 1992 ;
Decided On : AUGUST 20, 1999
The effective date of amalgamation between two companies is the date on which certified copies of the High Court orders sanctioning the scheme are filed with the Registrar of Companies.
Headnote:
INDUSTRIAL DISPUTES - AMALGAMATION OF COMPANIES - EFFECTIVE DATE - INTERPRETATION OF SCHEME OF AMALGAMATION AND COURT ORDERS - ENTITLEMENT OF EMPLOYEES TO BENEFITS.
Fact of the Case:
A dispute arose regarding the effective date of amalgamation between Indian Tube Company and Tata Iron and Steel Company (TISCO), and the entitlement of employees to benefits following the amalgamation. The Industrial Tribunal held that the effective date was April 1, 1983, and that employees were entitled to benefits from that date.
Finding of the Court:
The High Court found that the effective date of amalgamation was October 1, 1985, the date on which certified copies of the High Court orders sanctioning the scheme were filed with the Registrar of Companies. The Court held that the Tribunal erred in its interpretation of the scheme of amalgamation and the Court orders, and that the employees were entitled to benefits from October 1, 1985.
Issues: 1. What is the effective date of amalgamation between Indian Tube Company and TISCO? 2. Are employees entitled to benefits from the effective date of amalgamation?
Ratio Decidendi: The Court interpreted the scheme of amalgamation and the Court orders to determine the effective date of amalgamation. The Court held that the effective date was October 1, 1985, the date on which certified copies of the High Court orders sanctioning the scheme were filed with the Registrar of Companies. The Court also held that the Tribunal erred in its interpretation of the scheme of amalgamation and the Court orders, and that the employees were entitled to benefits from October 1, 1985.
Final Decision: The High Court allowed the writ petition and set aside the impugned order passed by the Tribunal. However, there was no order as to costs.
M.Y.Eqbal, J.
1. In this writ application petitioner M/s Tata Iron and Steel Company has prayed for issuance of appropriate writ in the nature of certiorari for quashing the award passed by the Presiding Officer, Industrial Tribunal Ranchi in reference case no. 3/86 deciding the reference in favour of the respondents, the workmen represented by Tube Company Workers Union holding that 1.4.83 is effective date of amalgamation of Indian Tube Company Ltd. with the petitioner.
2. It appears that vide notification dated 30.4.86 by the Labour Employment and Training Department, Govt of Bihar the following dispute was referred to the tribunal for adjudication in exercise of jurisdiction U/s 10(1) (d) of Industrial Disputes Act.
"Consequent upon amalgamation of M/s. Indian Tube Company with Tisco to what pay scale, Dearness allowance and other benefits the employees are entitled and from which date the same shall be payable to them."
3. The case of Tube Company Workers Union is that Management of M/s Indian Tube Company Limited, hereinafter referred to as Tube Company amalqamated with the management of Tisco on 1.4.83 and that the workmen of Tube Company are entitled to get payscale and dearness allowance which are being drawn by the employees of Tisco as well as the workmen of Indian Tube Company are entitled to other benefits which are being enjoyed by the employees of the Tisco with the personal protection of other monetary, benefits which are available to and other facilities which were being enjoyed by the employees of the Union prior to the date of amalgamation i.e. prior to 1.4.83. The further case of the respondent Union is that several monetary benefits which were available to the workmen of Tube Company and certain other facilities which were enjoyed by the workmen of the Tube Company have either been withdrawn or reduced.
4. On the other hand case of the management is that the management of the Tube Company amalgamated with the management of the Tisco on 1.10.85 and that the workmen of Tube Company are getting pay scale, dearness allowance and other benefits at par with the workmen of Tisco. The further case of the management is that the management made an agreement with the Tata Workers Union which union was joined by majority of the members of the Tube Company Workers Union on 3.2.86 by which the demand raised by the Tube Company workers Union on 2.11.85 was settled, wherein it was agreed that the service conditions of the employees of the Tube Division shall be at par with the employees of other Division of the Company at Jamshedpur. According to the management since the agreement has been implemented before 20.4.86 on which the present reference was made, the present reference has become infructuous.
5. the Tribunal formulated the followina points for consideration in this reference:-
(i) What is the effective date of amalgamation of the Indian Tube Company with Tisco?
(ii) Whether the majority of the members of the Tube Company Workers Union joined the Tata Workers Union on amalgamation of the Indian Tube Co. with Tisco and if the answer is in affirmative whether the agreement, if any, entered in between the Tata Workers Union with the management of Tisco, shall be binding on the minority of the members of the Tube Company Workers Union?
(iii) Whether there was any industrial dispute in between the management of Indian Tube Company Ltd. and its workmen on the date on which the present reference was made?
(iv) Whether the industrial dispute which was in between the management of Indian Tube Company Ltd. and its workmen was resolved prior to the date on which the present reference was made?
(v) To what scale, dearness allowance and other benefit the workmen of Indian Tube Company are entitled and from which date the same will be payable to them?
6. The Tribunal considered all the three points namely points nos.ll, III and IV together and decided these points in favour of the respondent/union. The Tribunal further
