The government has the freedom to dis-invest in the public interest, and the employees/workmen do not have the right to be heard before dis-investment.

JUDGMENT :

J.P. Mishra, J. - The employees of Project Construction Organisation (for short, 'PCO') and its Union being a unit of subsidiary Company of Industrial Development Corporation Orissa Limited (for short, 'IDCOL') have challenged the dis-investment of the entire share by the Government in favour of a private company, i.e., one M/s. Varsha Fabrics Private Limited. The Hirakud Industrial Works (IDC) Officers Association in W.P.(C) No. 3354 of 2005 have also claimed the right of being heard before dis-investment for adequate protection.

2. The grievance of the employees of Project Construction Organisation is that it was set up in the year 1978 as a unit of IDCOL and it was undertaking the works of erection, testing commissioning, ana transmission of electric lines under the State Electricity Board and agencies within and outside the State of Orissa. Thereafter the PCO was merged with Hirakud Industrial Works (for short, 'HIW') on 30.6.1986. The employees of the sick unit (HIW) were almost depending on the profit of the Project Wing (For short, 'PW') after merger. The employees tried their best for separation of the PW (Annexures-3, 4 & 5), but could not succeed. They could know regarding the dis-investment of shares to be transferred in favour of a private company from Annexure-6 dated 30.8.2004. According to the petitioner, the Project Wing being a profit making unit it should not be sold and be given to the petitioner-employees on lease basis. They have also claimed violation of natural justice of not being heard prior to the decision of dis-investment. It ha been averred that the valuation of the assets of Hirakud Industrial Works Limited (for short, 'HIWL') is considerably low being Rs. 5.25 crores and actually the worth of HIWL is Rs. 200 crores with the railway lines. According to them, the project Wing can be very well separated while dis-investing the other two units, i.e., HIW & Hira Cable. In so many words the petitioners have called the decision of dis-investment of the Government of Orissa to be capricious, arbitrary, illegal and, therefore, the opposite parties should be directed not to sell HIWL and, in alternative, to hand over the Project Wing to them on lease. The prayer of officers of HIWL is also similar to the employees of PW.

3. The State (O.P. Nos. 1 & 2) have not filed any counter to the claim of the petitioners. The Opp. Party Nos. 3 to 6 have taken the stand that Hirakud Industrial Works Limited is one subsidiary company of IDCOL (holding Company) having three units. According to them, HIWL sustained loss of more than Rs. 11 crores as on 31.3.2004 due to shortage of working capital resulting in non-payment of dues to the employees both statutory and non-statutory. For the said loss, the Government which have 100% share have decided to dis-invest the subsidiary company (HIWL) in order to revive it by transferring all the shares in lieu of Rs. 5.25 crores in favour of Varsha Fabrics Private Limited (Though the Opp. Parties have taken the stand of locus stancli of the petitioners it has not been placed/pressed at any time during the course of argument). Due to loss of Project Construction Organization established in the year 1978, it was merged with HIW with the name of Project Wing (PW) with effect from 30.6.1986. After merger, as Hirakud Industrial Works earned profit and a separate subsidiary company was formed with the name of HIWL with effect from 1.4.1993 and to provide better functional capacity to the company, Hira Cable Works that was manufacturing conductors (wires) was also merged with HIWL since February 1997. It is stated that HIWL manufactures Tower and the Hira Cable Works produces cables, which are erected and drawn by the PW having no separate entity and any order received by the PW is composite one. Further the Project Wing has got a liability of Rs. 15.65 crores as on 31.3.2004. According to them, the decision of the Government to dis-invest the subsidiary company HIWL with an intent