ORDER :

HEMANT CHANDANGOUDAR, J. 

The issue involved in all these writ petitions is identical. Hence, they were taken up together, heard, and are being disposed of by way of this common order.

2. The challenge in these writ petitions is to the rejection of the technical bids submitted by the petitioner pursuant to four Tender Notifications issued by the first respondent for the works enumerated therein. The bids were rejected on the ground that the tender documents were submitted by a power of attorney holder who had been authorized by the Committee of the Company and not by the Board of Directors.

3. The first respondent issued four Tender Notifications on 31.10.2025 for carrying out works relating to interlocking arrangements. In response to the said notifications, the petitioner submitted four bids. The bids were submitted through a power of attorney holder. Upon opening the technical bids, the first respondent found that the power of attorney holder had been authorized only by a resolution of the Committee and not by a resolution of the Board of Directors. On that ground, the technical bids submitted by the petitioner were rejected. Aggrieved by the said rejection, the petitioner has filed the present writ petitions.

4. Mr. R. Murali, learned Senior Counsel appearing for the petitioner, assisted by Mr. Thriyambak J. Kannan and Mr. T. Aswin Raja Simman, learned counsel, submitted that non-furnishing of the resolution of the Board of Directors is not an essential requirement. According to the learned Senior Counsel, as per Clause 15 of the Tender Notification, the Tender Inviting Authority has the discretion to seek clarification with regard to any deficiency in the documents enclosed along with the bids. Therefore, the authority ought to have exercised its discretion and called upon the petitioner to furnish the resolution of the Board of Directors. It is his submission that the non-production of such resolution is only a curable defect, and without affording an opportunity to rectify the same, the rejection of the petitioner’s technical bids is arbitrary and unsustainable.

5. The learned Senior Counsel further submitted that the Committee had authorized the execution of the power of attorney pursuant to a resolution passed by the Board of Directors. He also contended that, under Object Clause 99 of the Articles of Association of the petitioner-Company, the Board of Directors is empowered to delegate its powers to the Committee. In support of his submissions, reliance was placed on the following decisions:

(i) Atlanta Limited vs. National Highways Authority of India and another, reported in 2025 SCC Online 2183; and

(ii) Bhagwati Prasad vs. Shiromani Sugar Mills Ltd., reported in (1949) 19 Comp Cas 286 : 1948 SCC Online All 88

6. Per contra, Mr. K. Govindarajan, learned Deputy Solicitor General of India appearing for the first respondent, submitted that one of the essential requirements under the Tender Notification is that any individual signing the tender document or any document connected therewith must clearly specify the capacity in which he signs the document, namely: (i) as a Director, Manager, Secretary, or other official having the requisite authority; or (ii) as an Attorney authorized in accordance with the Memorandum or Articles of Association of the Company.

7. In the present case, the petitioner had produced only the resolution of the Committee along with the power of attorney executed in favour of the individual who submitted the bids. However, the petitioner failed to produce the resolution of the Board of Directors authorizing such participation in the tender process. According to the learned Deputy Solicitor General, the resolution of the Board of Directors is an essential document. Since the petitioner failed to produce the said essential document, the first respondent was justified in rejecting the technical bids.

8. The learned Deputy Solicitor General further submitted that Section 179 of the Companies Act provide