REPORTABLE

IN THE SUPREME COURT OF INDIA

CIVIL APPELLATE JURISDICTION

CIVIL APPEAL NO. 829 OF 2003

HARYANA FINANCIAL CORPORATION

& ANR.

....APPELLANT(S)

VERSUS

RAJESH GUPTA

…RESPONDENT(S)

J U D G M E N T

SURINDER SINGH NIJJAR, J.

1.

This appeal is directed against the Judgment and Order

dated 26.11.2001 in C.W.P.5725/2001 of the High Court of

Punjab and Haryana at Chandigarh.

2.

The respondent had approached the High Court with a

prayer that the order dated September 30, 1998 by which the

Haryana Financial Corporation (hereinafter referred to as the

appellants/Corporation), had forfeited, amount of Rs.2.5

lakhs, deposited by the respondent by way of earnest money,

be quashed. The respondent had also prayed that the

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appellants /Corporation be directed to refund the amount

illegally forfeited along with interest.

3.

Shorn of unnecessary details, we may notice here only

the relevant facts.

4.

On 8.1.1998, the appellants/Corporation issued an

advertisement for sale of various units, including the

land of M/s. Unique Oxygen Private Limited(hereinafter

referred to as the defaulting unit), Old Hansi Road, Jind.

On 28.1.1998 respondent initially made an offer of

Rs.25,00,000/-, which was subsequently during

negotiations enhanced to Rs.50,00,000/-. On that very

day the respondent deposited an amount of Rs.2.5 lakhs

by way of earnest money. On 29.1.1998 the respondent

wrote a letter to the Managing Director of the

appellants/Corporation as follows:

“RAJESH GUPTA 578, AUTO MOBILE

MARKET HISAR

Phone: 28221 – 3 Lines

Fax No.01662 – 31084

January 29, 1998

The Managing Director

Haryana Financial Corporation

17, 18, 19 Sector 17-A

Chandigarh 160017

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Kind Attention: Sh.Raj Kumar Ji, M.D.

Sub: Offer to purchase assets of Unique Oxygen Private

Limited Jind.

Dear Sir,

With reference to your advertisement in

‘ECONOMIC TIMES’ dated 08.01.98, we are

inclined to submit our bid for purchase of assets

of the above mentioned company. With this

purpose we visited the factory premises on

21.01.1998. On our visit, it was noticed that the

premises do not have an independent appropriate

passage from the road. On further inquiry from

the concerned Branch office, the copy of site

plan/ building plans were not available and we

were told that the same are available at Head

office only. Therefore you are requested to kindly

apprise us in this matter so that we do not face

any problems, if we acquire the unit as per your

offer.

We hope to hear soon in this regard.

Thanking you,

Yours faithfully

Sd/-

Rajesh Gupta”

No response was given by the appellants/Corporation to the

respondent. However by letter dated 19.2.1998 the

appellants/Corporation called the respondent for negotiations.

These negotiations resulted in enhancement of the bid from

Rs.25 lakhs to Rs.50 lakhs. Again in the letter dated

7.3.1998, the respondent stated as follows:

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“FAX NO.1072-70266 578, AUTO MOBILE

MARKET HISAR

Phone: 28221 (3 Lines)

Fax No.01662 – 31084

07-03-1998

The Managing Director

Haryana Financial Corporation

Chandigarh.

Sub: Offer to purchase unit of Unique Oxygen Private

Limited Jind

Dear Sir,

With reference to the negotiation held on 6.3.98

at your Head Office for the sale of assets of said

concern. We are the highest bidder and understand

that our bid will be accepted. However, the matter

regarding approved/authorised passage for smooth

functioning of the factory was discussed in the

meeting and the unit holder, who was also present in

the meeting confirmed that such passage ex