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PATNA HIGH COURT
Nagendra Rai and R.S.Garg JJ.
M/s Hesperia Commodities Pvt.Limited
Versus
State Of Bihar
Civil Writ Jurisdiction Case No. 5205 of 2003 ;
Decided On : JULY 22, 2003
Companies Act - Tender Process - Section 2(9), Clause 11(Ang) - The court discussed the interpretation of the Companies Act, specifically Section 2(9) and Clause 11(Ang) in relation to the tender process for the manufacture and supply of spiced country liquor. The court considered the definition of 'branch office' and 'local person' in the context of the petitioner's eligibility to participate in the settlement process. The court also examined the Principle of Estoppel and its applicability to the case.
Fact of the Case:
The petitioner, a private limited company, challenged a decision disqualifying it from the settlement process for the manufacture and supply of spiced country liquor. The petitioner argued that the decision violated the Principles of Estoppel and the provisions of the Companies Act.
Finding of the Court:
The court found that the petitioner's failure to submit required certificates and comply with mandatory requirements rendered its tender incomplete, justifying the decision to disqualify the petitioner from the settlement process.
Issues: The issues revolved around the petitioner's eligibility to participate in the settlement process, the interpretation of the Companies Act provisions, and the applicability of the Principle of Estoppel.
Ratio Decidendi: The court held that the petitioner's failure to fulfill mandatory requirements made its tender incomplete, and the Principle of Estoppel did not apply in a case where a document is patently void or invalid.
Final Decision: The petition was dismissed, affirming the decision to disqualify the petitioner from the settlement process.
1. The petitioner a private limited company registered under the Companies Act having its registered office at 37, Shakespheare Sarani, Kolkata (West Bengal) and having its office at Forbesganj (Bihar), being aggrieved by letter no. 4/Masala-612/ 2001-1581 dated 31.5.2003 contained in Annexure-12 holding that the petitioner is not qualified to take part in the settlement process has come to this Court inter alia submitting that the order contained in Annexure-12 is contrary to records and it violates the Principles of Estoppel and the provisions of the Companies Act.
2. Shorn of unnecessary details the facts necessary for disposal of present petition are that the petitioner Company in consequence to the tender notice dated 16.1.2002 contained in Annexure-1 filed its tender papers for conferral of the exclusive privilege for manufacture and whole-sale supply of spiced country liquor for the period 1st April, 2002 to 31st March, 2005. According to the petitioner the tender papers were complete but for the reasons best known to the departmental officers wrong interpretation was being given and the petitioner was sought to be thrown out of the competition.
3. Undisputedly present is a second round. The petitioner had come to this Court on an earlier occasion in C.W.J.C. No. 11187 of 2002 submitted that the order disqualifying him from taking part in the settlement process was illegal and a Division Bench of this Court by its judgment and order dated 2.5.2003 directed the respondent authorities to consider the case of the petitioner for grant of exclusive privilege for manufacture and whole sale supply of spiced country liquor. Undisputedly on the earlier occasion two defects were pointed out by the State and this Court overruled both the defects and required the authorities to consider the case of the petitioner in accordance with law. The petitioner in accordance with the directions of this Court deposited a sum of Rs. 24.77 lacs and also furnished the certificate of deposit of the said amount. The respondents vide their order dated 31.5.2003 (Annexure-12) informed the petitioner that the petitioner did not file the no objection/sales tax clearance certificate from each and every Circle, therefore, the petitioner being a tenderer situate outside the State was required to file a certificate that he held an operational distillery and was also required to file a certificate in accordance with Clause 11 (Ang) of the tender form which he had not filed. The certificate issued by the Registrar of the Companies was incorrect and that his certificate relating to financial capacity was incorrect, therefore, he was not entitled to take part in the settlement process. The order further observed that in accordance with the directions issued by this Court the defect nos. 3 and 4 were cured, but, however, in view of the above referred defect nos. 1 and 2 the petitioner was not entitled to take part in the settlement process.
4. In view of our judgments interpreting provisions relating to submission of the no objection/tax clearance certificate learned counsel for the State has conceded before us that the defect no. 1 does not survive.
5. Shri Giri, learned senior counsel for the petitioner has submitted that the defect no. 2 would not be applicable in the present matter because the petitioner is not an outsider but the Company having its branch office in the State of Bihar would be deemed to be a local person. It was contended by him that in accordance with Clause 1 (Gh) the tenders were invited from the distillery owners and non-distillery owners of the State of Bihar and the operational distilleries situate outside the State of Bihar. According to him Clause 11 (Ang) would be applicable to a person who is an outsider and as the petitioners branch office is located at Forbesganj in the State of Bihar he could not be deemed to be an outsider. Referring to the definition of the Branch Office contained in Section 2 (9) of the Companies Ac
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