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2026 Supreme(Online)(Gau) 14907

THE GAUHATI HIGH COURT
(HIGH COURT OF ASSAM, NAGALAND, MIZORAM AND ARUNACHAL PRADESH)

Case No. : WP(C)/1632/2026

M/S WIN POWER INFRACON LLP AND ORS
1ST FLOOR, BASANTA ENCLAVE.
DR. B. BARUAH COLLEGE ROAD, ULUBARI -781007, GUWAHATI,
ASSAM.REPRESENTED BY SHRI AMRENDRA KUMAR TIWARI (POWER OF ATTORNEY HOLDER OF M/S WIN POWER INFRACON LLP)
2: SHRI AMRENDRA KUMAR TIWARI
GENERAL MANAGER.
M/S WIN POWER INFRACON LLP.
1ST FLOOR
BASANTA ENCLAVE.
DR. B. BARUAH COLLEGE ROAD
ULUBARI-781007 GUWAHATI
ASSAM
VERSUS
ASSAM POWER DISTRIBUTION COMPANY LIMITED AND ORS
BIJULEE BHAWAN, PALTAN BAZAR, GUWAHATI.
REPRESENTED BY ITS MANAGING DIRECTOR .
DIST.- KAMRUP(M), GUWAHATI.
2:CHAIRMAN APDCL
BIJULEE BHAWAN
PALTAN BAZAR.
DIST- KAMRUP (M) GUWAHATI.
3:MANAGING DIRECTOR APDCL
BIJULEE BHAWAN
PALTAN BAZAR .
DIST- KAMRUP (M) GUWAHATI.
4:CHIEF GENERAL MANAGER (DISTRIBUTION AND SAFETY)
LAR BIJULEE BHAWAN
PALTAN BAZAR
DIST- KAMRUP (M) GUWAHATI.
5:CHIEF GENERAL MANAGER (AUDIT)
BIJULEE BHAWAN
PALTAN BAZAR
DIST- KAMRUP (M) GUWAHATI

BEFORE
HONOURABLE MR. JUSTICE DEVASHIS BARUAH

For the Petitioner(s) : Mr. K.K. Mahanta, Sr. Advocate
Mr. K.M. Mahanta, Advocate
For the Respondent(s) : Mr. K.P. Pathak, Standing Counsel

Date of Pronouncement of Judgment : 07.05.2026

Advocates:
For the Appellants/Petitioners: K.K. Mahanta, K.M. Mahanta
For the Respondents: K.P. Pathak

A Letter of Intent is merely a precursor to a contract and not the contract itself. Allowing a bidder to submit essential eligibility documents after the tender process has commenced violates the principles of equal treatment and fairness, justifying the rejection of the bid as non-responsive.

Headnote:(A) Constitution of India - Article 226 - Judicial review of tender process - Letter of Intent (LoI) as a precursor to contract - Bid capacity as an essential qualifying criterion - Scope of interference in administrative decisions - An LoI creates no vested right until it passes the threshold of final and unconditional acceptance, functioning as a 'promise in embryo' (Para 52). Mere acceptance of an LoI without compliance with stipulated preconditions does not constitute a binding contract (Paras 53-54).

(B) Administrative Law - Tender evaluation - Non-responsive bids - Violation of level playing field - Allowing a bidder to submit essential eligibility documents post-tender opening violates the mandate of fairness and equality under Article 14 (Para 60). Judicial review is restricted to examining the decision-making process; courts cannot act as an appellate authority unless the process is vitiated by arbitrariness or irrationality (Para 61).

Facts of the case:
An entity participated in a tender for the construction of an electrical infrastructure project. The bidder was initially declared technically responsive and subsequently became the lowest bidder. An LoI was issued, conditional upon the submission of an additional performance security and the provision of documents verifying 'bid capacity' as per the prescribed formula. The bidder failed to provide the necessary supporting documents at the time of bid submission, which were only submitted post-evaluation after repeated requests. Upon internal audit, the committee determined the bidder failed to meet the bid capacity requirements, leading to the cancellation of the LoI and a decision to re-tender.

Findings of Court:
The court observed that the requirement for 'bid capacity' was an essential condition for technical responsiveness. The subsequent acceptance of documents to rectify technical deficiencies violated the principle of a level playing field. The court further held that no binding contract was formed as the fundamental pre-conditions stipulated in the bid documents were not met by the bidder.

Issues: 1. Whether the issued LoI constituted a concluded, binding contract. 2. Whether the decision to reject the bidder as technically non-responsive and initiate a fresh tender process, after discovery of the lack of bid capacity, warrants judicial interference.

Ratio Decidendi: An LoI is generally a precursor to a contract and does not create a vested right until preconditions are satisfied. Any deviation from the essential tender conditions, such as allowing the curative submission of eligibility documents by a specific bidder after opening financial bids, violates the principle of equality and fair competition under Article 14.

Result: Writ petition dismissed.

JUDGMENT AND ORDER (ORAL)

Heard Mr. K.K. Mahanta, the learned Senior Counsel assisted by Mr. K.M. Mahanta, the learned counsel appearing on behalf of the Petitioners. Mr. K.P. Pathak, the learned Standing Counsel appears on behalf of the Respondent Nos. 1 to 5.

2. The present writ petition has been filed by the Petitioners assailing the Speaking Order bearing Letter No. CGM (D&S) / APDCL /LAR / HPCL, Kamardanga/2025-26/88 dated 09.03.2026, as well as the Notice Inviting Tender/Re-tender vide NIT dated 10.03.2026, published on 11.03.2026, and seeking other consequential directions.

BRIEF FACTS

3. The brief facts which led to the filing of the present writ petition are that the Respondent No. 1 through the Chief General Manager (D&S), APDCL issued a Notice Inviting Tender dated 11.09.2025 for “Construction of 33 kV Dedicated Feeder from 220 kV Salakati GSS to HPCL Project at Kamardanga under Basugaon ESD under Deposit Work Scheme on Full Turnkey Mode. The estimated cost of the project was Rs. 12,49,12,131/- and the period for completion of the said project was 180 days from the date of issuance of the work order. The said Bid Document contained various Sections.

4. Section-I to the Bid Document is the Notice Inviting Tender which stipulated the Tender Download Start Date to be 12.09.2025; Pre-Bid Meeting Date up to 14:00 Hrs. on 16.09.2025; Bid Submission Start date on 19.09.2025; Bid Submission End Date up to 16:00 hours on 25.09.2025 and the Technical Bid Opening Date on 26.09.2025. It is categorically mentioned in Note No. 2 of Section-I of the Bid Document that the bids must be submitted electronically through e-Tender portal www.assamtenders.gov.in in 2 (two) parts as Techno-Commercial bid and Price bid. Apart from that, a copy of the technical bid has to be submitted in a sealed envelope subscribing: a) Tender No; b) Name of the bidder with full address. It further stipulated that only bidders who were found acceptable in Part-I Bid (technical) with adequate bid capacity, shall be considered for opening of the Price bid. The date and time of opening of the Part-II Bid (Price) shall be communicated to those bidders whose bids are qualified for opening.

5. Section-II of the Bid Document is with the heading “Tender Inviting Proposal”. The said Section-II contains various terms and conditions. Clause 5 of Section-II stipulated the “Basic Qualifying Requirements”. Sub-Clause A of Clause 5 of Section-II is in relation to “Technical”; Sub-Clause B of Clause 5 of Section-II relates to “Financial” and Sub-Clause C of Clause 5 of Section-II is the “Bid Capacity”. Clause 6 of Section-II stipulates the requirement of entering into an Agreement by the successful bidder within 7 (seven) days from the date of issuance of the detailed work order (LoA), failing which, the LoA shall be treated as cancelled without further communication from APDCL. Clause 6 of Section-II of the Bid Document being relevant is reproduced herein under:

“6. Agreement:

The successful bidders shall have to enter into an agreement with APDCL within 7(seven) days from the date of issue of detailed work order (LOA) failing which the LOA shall be treated as cancelled without further communication from APDCL end.”

6. Clause 7 of Section-II of the Bid Document is in respect to “Performance Guarantee” and the requirement for submission of the performance guarantee is to the tune of 10% of the contract value at the time of execution of the agreement. The performance guarantee has to be valid for a period of 60 (sixty) days beyond the stipulated date of completion of the project as per LoA. Clause 8 of Section-II refers to the Additional Performance Guarantee in the case of Abnormally Low Bid (ALB). The said Clause 8 of Section-II of the Bid Document being relevant is reproduced herein under:

“8. Additional Performance Guarantee in the event of ALB:

In the event that an Abnormally Low Bid has been accepted for award of contract, the successful bidder shall be required to sub

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2026 Supreme(Online)(Gau) 14907

A Letter of Intent is merely a precursor to a contract and not the contract itself. Allowing a bidder to submit essential eligibility documents after the tender process has commenced violates the principles of equal treatment and fairness, justifying the rejection of the bid as non-responsive.

Cases Referred (2)