IMPORTANT POINTS
Analysing the judgments relating to instrumentality of State, sovereign/public functions, pervasive control, etc, it was found that it was a Government of India Enterprise under the administrative control of Ministry of Petroleum, its Directors are from Government service, it is bound by directives of President, it has to furnish its monthly reports to the Ministry, etc and hence it is an instrumentality of State.

JUDGMENT :

1. Petitioners in all these writ petitions are challenging the termination of their services by the Cochin International Airport Limited (CIAL). Therefore, all these writ petitions are disposed of by this common judgment. Parties and documents referred to in this judgment are as described in W.P. (C).No.7219/2014 unless specifically stated otherwise.

2. The CIAL has raised a preliminary objection as to the maintainability of these Writ Petitions. According to them, CIAL does not come under the definition of a State under Article 12 of the Constitution of India. It is also their case that it does not perform any public duties and therefore the writ petitions will not lie against termination of services of its employees under Article 226 of the Constitution of India also.

3. The respondents have filed counter affidavits and additional counter affidavits. Petitioners have filed reply affidavits and additional affidavits. In view of the objection raised by the respondents it is necessary to consider the question of maintainability of the Writ Petitions.

4. CIAL is a company incorporated under the Companies Act, 1956. It is stated that State Government is holding only 32.24% of the paid up capital of the Company. Therefore, it is not a Government company within the definition of section 617 of the Companies Act, 1956. Article 4 of Articles of Association provides that the allotment of shares shall exclusively be vested in the Board of Directors. The particulars of the allottees shall be entered in the Register of Members maintained under section 150 of the Act. The number of shares to be allotted is left to the discretion of the Board of Directors. As per Article 6, the Company may alter the conditions of its Memorandum of Association in its general meeting by ordinary resolution. Article 7 provides that the Company may reduce its share capital in any manner by special resolution, subject to any incident authorised and consent required by law. As per Article 94 of Ext.R2(a) Articles of Association, the number of Directors shall not be less than 3 and not more than 12. It is stated that there are 11 Directors. Under Article 95 (1), the Cochin International Airport Society shall have the right to nominate one third of the total number of Directors of the Company, as long as the society holds not less than 15% of the equity shares. Under Article 102, any financing Corporation or body to which the CIAL has financial obligation, shall have a right to appoint one or more persons as Directors, pursuant to an agreement between it and the company, they would be the nominated Directors, without liability to retire on rotation. As per Article 108, two thirds of the total number of Directors shall retire by rotation and shall be elected by the Company in the General Meeting. The nominees who retire on rotation would include Government nominees also. As per Article 116, the quorum for a meeting of the board shall be one third of the total strength or three Directors, whichever is higher. Except the Chairman and Managing Director, the other Directors in the Board are appointed in the General Meeting of the Company. It is stated that the Chief Secretary to Government is also appointed as Director in the General Meeting. The Director General of Civil Aviation has granted Ext.R2(d) license to CIAL authorising it to use the aerodrome as regular place of landing and departure to all persons on equal terms and conditions for operation by aircraft requiring specifications of runway and associated facilities subject to the conditions specified therein. CIAL has entered into Ext.R2(e) agreement with the Airport Authority of India (AAI). The agreement would indicate that the AAI is responsible for providing air traffic services within Indian airspace and at all civil airports in India. Ext.R2(e) agreement was executed on 25.02.2010 for the provisions of CNS/ATM facilities and services (Communication, Navigation, Surveillance and Air Traffic Managem