IN THE HIGH COURT OF ORISSA AT CUTTACK W.P.(C) No.11909 of 2025 M/s. BVG India Limited, ….. Petitioner Maharastra Mr. Saurjya Kanta Padhi, Sr. Advocate Mr. Bhabatosh Parhi, Advocate Vs.

State of Odisha and others ….. Opp. Parties Mr. Pradeep Kumar Sahoo, ASC (for O.P.No.1)

CORAM:

JUSTICE K.R. MOHAPATRA JUSTICE SAVITRI RATHO

ORDER

01.05.2025 Order No.

1. This matter is taken up through hybrid mode.

01.

2. Heard Mr. S.K. Padhi, learned Senior Advocate for the petitioner and Mr. P.K. Sahoo, learned Additional Standing Counsel for the State (Opposite Party No.1).

3. Petitioner in this writ application seeks to assail the communications dated 28.02.2025 (Annexure-3) and 21.04.2025 (Annexure-5) issued by the Secretary, Bhubaneswar Development Authority (for brevity, the ‘BDA’) whereby the petitioner was intimated that his agreement for performance of maintenance and managerial job at Cuttack Netaji Bus Terminal (for brevity, the ‘CNBT’) comes to an end on 30^th April, 2025 and he was requested to demobilize his personnel from CNBT.

4. Mr. Padhi, learned Senior Advocate submits that pursuant to an agreement between the BDA and the petitioner, it engaged its manpower and machinery for undertaking the maintenance and management work stated in the scheduled agreement. The agreement in question was executed on 25^th August, 2023 and is valid for five years, i.e. till 24^th August, 2028. When the matter stood thus, the BDA issued notice to the petitioner for reduction of scope of work in respect of CNBT, Cuttack invoking Clause-24 of the agreement. Clause-24 of the agreement reads as under. “24. Reduction in Scope If at any time, after the commencement of the Services, the Authority, for any reason whatsoever, does not require the any part of the Scope of Work to be carried out, the Authority's Representative shall give notice in writing of the fact to the CFMS Provider. The Contract Price payable to the CFMS Provider shall be reduced accordingly and the CFMS Provider shall have no Claim to any payment or compensation whatsoever on account of any loss of profit or income, which it might have otherwise derived from the execution of the Services in full.”

5. In purported exercise of power under the said clause, the petitioner was issued with notice of termination dated 21.04.2025 (Annexure-5) directing it to demobilize its personnel intimating that the last working day of the petitioner farm at CNBT will be 30^th April, 2025 and it is requested to demobilise its personnel from the above date i.e., 30^th April, 2025.

6. Mr. Padhi, learned Senior Advocate further submits that Clause-24 of the agreement does not deal with termination of the contract. It only provides reduction in the scope of the work. The impugned termination notice dated 21.04.2025 (Annexure-5) does not attribute any default on the part of the petitioner in performance of its work. Neither the notice under Annexure-3 nor the termination notice under Annexure-5 stipulates any reason as to why the BDA took a decision for premature termination of the agreement. He further drew attention of this Court to Clause-22.2 of the agreement which deals with termination by the CMFS provider. It reads as under.

“22.2 Termination by the CFMS Provider The CFMS Provider shall have the right to terminate this Agreement upon the occurrence of any of the following events of default of the Authority, provided that such event of default has not occurred due to a Force Majeure Event or CFMS Provider default:

(a) The Authority instructs the CFMS Provider to suspend the provision of the Services in accordance with Clause 20 above and such instruction is not withdrawn within 30 days from the date on which the non-compliance, pursuant to which the suspension notice was issued, has been rectified by the CFMS Provider;

(b) Any payment certified by the Authority's Representative as provided under Clause 5.2 of this agreement is not paid by the Authority to the CFMS Provider within 60 days of the date of certification by t