Subject NOT available

click here for IIIF manifest

REGISTERED No. D-(D)-72

The Gazette of India

EXTRAORDINARY

PART II—Section 2

PUBLISHED BY AUTHORITY

No 56] NEW DELHI, THURSDAY, DECEMBER 22, 1983/PAUSA 1, 1905

Separate paging is given to this Part in order that it may be filed as a separate compilation

LOK SABHA

The following Bill was introduced in Lok Sabha on the 22nd Decem- ber, 1983: —

BILL NO. 141 OF 1983

A Bill TO provide for the acquisition and transfer of the undertakings of

the Brentfort Electric (India) Limited, with a view to securing the pro-

per management of such undertakings so as to subserve the interests

of the general public by ensuring the continued manufacture and

production of electrical equipments which are essential to the needs

of the economy of the country and for matters connected therewith

or incidental thereto.

65 of 1951.

WHEREAS the Brentford Electric (India) Limited had been engaged in the manufacture and production of articles mentioned in the First Sche- dule to the Industries (Development and Regulation) Act, 1951, namely, electrical equipments;

65 of 1951.

AND WHEREAS the management of the undertakings of the Brentford Electric (India) Limited was taken over by the Central Government under section 18AA of the Industries (Development and Regulation) Act 1951;

AND WHEREAS it is necessary to acquire the undertakings of the Brent- ford Electric (India) Limited to ensure that the interests of the general public are served by the continuance, by the undertakings of the Com- pany, of the manufacture and production of the aforesaid articles, which are essential to the needs of the economy of the country;

(1)

BE it enacted by Parliament in the Thirty-fourth Year of the Republic

of India as follows:—

CHAPTER I

PRELIMINARY

1. (!) This Act may be called the Brentford Electric (India) Limited

(Acquisition and Transfer of Undertakings) Act, 1983.

(2) The provisions of sections 26 and 27 shall come into force at once Short title and com- mence- ment.

and Uie remaining provisions of this Act shall be deemed to have come into force on the 1st day of April, 1982.

2. In this Act, unless the context otherwise requires,—

Definitions.

fa) "Andrew Yule" means Andrew Yule and Company Limited, Calcutta, a company formed and registered under the Companies Act, 1956;

of 1956.

(b) "appointed day" means the 1st day of April, 1982;

(c) "Commissioner" means the Commissioner of Payments

appointed under section 14;

1 of 1956.

(d) "Company" means the Brentford Electric (India) Limited, being a company within the meaning of the Companies Act, 1956, and having its registered office at 8, Clive Row, Calcutta, in the State of West Bengal;

(e) "notification" means a notification published in the Official Gazette;

(/) "prescribed" means presciibed by rules made under this Act;

(g) "specified date", in relation to any provision of this Act, means such date as the Central Government may, by notification, specify for the purposes of that provision and different dates may be specified for different provisions of this Act;

1 of 1906.

(fe) words and expressions used herein and not denned but defined in the Companies Act, 1956, shall have the meanings respec- tively assigned to them in that Act.

CHAPTER II

ACQUISITION AND TRANSFER OF THE UNDERTAKINGS OF THE COMPANY

3. On the appointed day, the undertakings of the Company, and the

right, title and interest of the Company in relation to its undertakings,

shall, by virtue of this Act, stand transferred to, and vest in, the Cen-

tral Government.

Transfer to, and vesting in, the Cen- tral Gov- ernment of the undertak- ings of the Company.

General effect of vesting,

4. (1) The undertakings of the Company shall be deemed to Include all assets, rights, lease-holds, powers, authorities and privileges, and all property, movable and immovable, including lands, buildings, work- shops, stores, instruments, machinery and equipment, cash balances, cash on hand, cheques, demand drafts, reserve funds, investments, book debts, and all other rights and interests in, or arising out of, such property as were Immediately before the appointed day in the ownership, possession,

power or control of the Company, whether within or outside India, and all books of account, registers, records and all other documents of what- ever nature relating thereto-

(2) All properties as aforesaid which have vested in the Central Government under section 3 shall, by force of such vesting, be freed and discharged from any trust, obligation, mortgage, charge, lien and all other incumbrances affecting them, and any attachment, injunction, decree or order of any court, tribunal or other authority restricting the use of such properties in any manner shall be deemed to have been withdrawn.

I

(3) Every mortgagee of any property which has vested under this Act In the Central Government and every person holding any charge, lien or other Interest in, or In relation to, any such property, shall give, within such time and in such manner as may be prescribed, an intimation to the Commissioner of such mortgage, charge, lien or other interest.

(4) For the removal of doubts, it is hereby declared that the mort- gagee of any property referred to in sub-section (3) or any other person holding any charge, lien or other interest in, or in relation to, any such property shall be entitled to claim, in accordance with his rights and interests, payment of the mortgage money or other dues, in whole or In part, out of the amount specified in section 7 and also out of the amounts determined under section 8, but no such mortgage, charge, lien or other Interest shall be enforceable against any property which has vested in the Central Government.

'

(5) Any licence or other instrument granted to the Company in relation to any undertaking which has vested in the Central Government under section 3 at any time before the appointed day and in force immediately before that day shall continue to be in force on and after such day in accordance with its tenor in relation to and for the purposes of such undertaking, and on and from the date of vesting of such undertaking under section 6, in Andrew Yule, that company shall be deemed to be substituted in such licence or other instrument as if such licence or other instrument had been granted to Andrew Yule and that company shall hold it for the remainder of the period for which the Company would have held it under the terms thereof-

(6) If, on the appointed day, any suit, appeal or other proceeding of whatever nature in relation to any property which has vested in the Central Government under section 3, instituted or preferred by or against the Company is pending, the same shall not abate, be discontinued or be, in any way, prejudicially affected by reason of the transfer of the under- takings of the Company or of anything contained in this Act, but the suit, appeal or other proceeding may be continued, prosecuted or enforced by or against the Central Government or where the undertakings of the Company are directed, under section 6, to vest in Andrew Yule, by or , against that company. 4

Company, to be liable for certain prior liabilities.

5. (1) Every liability of 1he Company, other than the labilities speci- fied in sub-section (2), in resp'-rt of any period prior to the aDpointed day, shall be the liability of the Company and shall be enforceable against It and not against the Central Government, or, where the undertakings of the Company are directed under section 6, to vest in Andrew Yule,i against that company.

(2) Any liability arising in Lespect of advances made to the Company for the supply of articles, or in respect of materials supplied to the Com- pany, after the management of the und-TLfOnngs of the Company had been taken over by the Central Government shall, on and from the appointed day, be the liability of ihe Central Government or of Andrew Yule, as the case may be, and shall be di^chnrqed by that Government or Andrew Yule, as and when payment for suc\ advances or supples becomes due and payable.

(3) For the removal of doubts, it is hereby declared that,—

(a) save as otherwise expressly provide:! in this section or in any other provision of this Act, no liability of the Company, in respect of any period prior to the appointed day, shall be enforce- able against the Central Government, or where the undertakings of the Company are directed, under section 6, to vest in Andrew- Yule,, against that company;

(b) no award, decree or order of any court, tribunal or other authority in relation to the undertakings of the Company, passed after the appointed day in respect of any matter, claim or dispute, which arose before that day, shall be enforceable against the Central Government or where the undertakings of the Company are directed, Uilder section 6, to vest in Andrew Yule, against that company;

(c) no liability incurred by the Company before the appointed day for the contravention of any provision of law for the time being in force shall be enforceable against the Central Government or where the undertakings of the Company are directed, under section 6, to vest in Andrew Yule, against that company.

6,, (1) Notwithstanding anything contained in sections 3 and 4, the Central Government may, subject to such terms and conditions as it may think fit to impose, direct, by notification, that the undertakings of the Company, and the right, tftle and interest of the Company in relation to its undertakings, which have vested in the Central Govrnment under* section 3, shall, instead of continuing to vest in the Central Government, vest in Andrew Yule, either on the date of the notification or on such earlier or later date (not being a date earlier than the appointed day) as may be specified in the notification.

Power of Central Govern- ment to direct verting of the under- takings of the Com- pany In Andrew Yule.

(2) Where the right, title and interest, and the liabilities referred to in sub-section (2) of section 5, of the Company in relat;on to its under- takings vest in Andrew Yule under sub-section (1), Andrew Yule shall, on and from the date of such vesting, be deemed to have become the owner in relation to such undertaking? and all the right? and liabilities of the Central Government in relation to such undertakings shall, on and from the date of such vesting, be deemed to hove become the rights and liabilities, respectively, of Andrew Yule.

CHAPTER III

PAYMENT OF AMOUNTS

Payment^ amount.

7. For the. tran&ier to, and v"-"rt3!"" in f^,. rvo$r,^ Government, under section, 3, oi the undertakings air tlit* Onnsmy, "iH t'"c rh_M, lWe and interest of the Company in relation in its undertaking);, there shall be

paid by the f 'only il Government to tiie Company in cash, and in the manner specified in Chapter VI- an amount of rupees thirty-eight lakhs and sixty-five thousand.

8. (1) For the deprivation of the Company of the management of its Payment of further amounts.

65 of 1951.

undertakings, there shall be paid by the Central Government to the Company in cash,. an amount calculated at the rate of five thousand rupees per annum for the period commencing on the date on which the management of the undertakings of the Company was taken over in pursuance of the order made by the Central Government under sec- tion 18AA o{ the Industries (Development and Regulation) Act? 1951, and ending on the appointed day.

(2) In consideration of the retrospective operation of file provisions of section ^, 4, and 5, (here shall also he paid by tlic Central Govern- ment to the Coinpanj foi cash, an amount calculated at the rate of five thousand rupees per annum for the period commencing on the appointed day and ending on the date on which this Act receives the case of the President.

(3) The amount specified In section 7, and the amounts determined in accordance wlih the provisions of sub-sections (7) and (2), shall carry simple interest at the rate of four per cent per annum for (he period commencing on the appointed day and ending on the date on which pay- ment ot such amounts is made by the Central Government to the Com- missioner.

(4) The amount determined in accordance with the provision of •nib-section (1), (2) and (3) shall bf j^aid by the Central Government to the Company in addition to the amount specified in section 7.

(5) For the removal of doubts, it is hereby declared that the liabilities of the Company, in relation to its undertakings which have vested in the Central Government under section 3, shall be discharged from the amount referred to in section 7, and also from the amounts determined undel sub-sections (II, (2) and (.3), in accordance with the rights and interests of the creditors of the- Company.

CHAPTER IV

MANAGEMENT, ETC., OF THE UNDERTAKINGS OF THE COMPANY

Manage- ment, etc of the under- takings of the Com- pany, 9. The general superintendence, direction, control and management of the affairs and business of the undertakings of the Company, the ri^ht, title and interest in relation to which have vested in the Central Government under section 3, shall, where a direHion has been made by the Central Government under sub-section (1) of section 6 vest in Andrew Yule, and thereupon Andrew Yule shall be entitled to exercise, to the exclusion of all other persons, all such powers and do all such things as the Company was authorised to exercise and do in relation to its undertakings.

10. (1) On th<2 vesting of the management of the¹ undertakings of the

Company in Andrew Yule, all persons in charge of the management of the undertakings of the Company immediately before such vesting shall be bound to deliver to Andrew Yule all assets, books of account, registers or other .documents in their custody relating to the undertakings of the Company.

Duty of persons in charge of manage- ment of the under- takings of the Com- pany to deliver all assets, etc.

(2) The Central Government may issue such directions as it may deem desirable in the circumstances of the case to Andrew Yule as to its powers and duties and Andrew Yule may also, if it so desires, apply to the Central Government at any time for instructions as to the manner in which the management of the undertakings of the Company shall be conducted by it or in .relation to any other matter arising in the course of such management.

Duty of , persons to account t for assets, . etc., in their possession.

11. (1) Any person who has, on the appointed day, in his possession or under his control, any assets, books, documents or other papers relat- ing to any undertaking owned by the Company, which have vested in the Central Government or in Andrew Yule under this Act and which belong to the Company or would have so belonged, if the undertakings owned by the Company had not vested in the Central Government or Andrew Yule, shall be liable to account for the said assets, books, documents and other papers to the Central Government or Andrew Yule and shall deliver them to the Central Government or Andrew Yule or to such person or persons as the Central Government or Andrew Yule may specify in this behalf.

(2) The Central Government or Andrew Yule may take or cause to be taken all necessary steps for securing possession of the undertakings of the Company which have vested in the Central Government or Andrew Yule under this Act.

(3) The Company shall, within such period as the Central Government may allow in this behalf, furnish to that Government a complete Inven- tory of all its pronerties and assets, as on the appointed day, pertaining to the undertakings which have vested in the Central Government under section 3 and for this purpose, the Central Government or Andrew Yule shall afford to the Company all reasonable facilities.

CHAPTER V

FFOVTSTONS RELATING TO THE EMTLOYEES OF THE COMPANY

12. (2) "Everv person who has been, immediately before the appointed

day. employed In any undertakings of the Company shall become,—

(a) on and from the appointed day, an employee of the Central

Conti- nuance of em- ployees.

Government, and

(b) where the undertakings of the Companv ar° directed under sub-section (1) of section 5 to vest In Andrew Yule, an employee of Andrew YU]P on ^rd from the date of such vesting,

and shrill >inld ofrVo or service under the Central Government or Andrew Yiilp is +hp cw mav bp, with the same rights and privileges as to pennon, prntuitv ^tid other matters as would have be?n admissible to him if t^em rnd be-gn no such vesting and shall continue to do so unless and until his emrjlovmenh under the Central Government or Andrew Yule, as the case may be, is duly terminated or until his remuneration and other conditions of sorvice arp duly altered by the Central Govern- ment or Andrew Yule, as the case may be.

14 of 1947.

(2) Notwithstanding anything contained in the Industrial Disputes Act, 1947, or in any other law for the time being in force, the transfer of the services of any officer or other person employed in any undertak- ing of the Company, to the Central Government or Andrew Yule shall not entitle such officer or other employee to claim any compensation under tnis Act or under any other law for the time being in force and no such claim shall be entertained by any court, tribunal or other authority.

Provident fund and other funds.

13. (2) "Where the Company has established a provident fund, super- annuation fund, welfare fund or any other fund tor the beneht of the persons employed in any of its undertakings, the moneys relatable to the officers or other employees, whose services have become transferred by or under this Act to the Central Government or Andrew Yule shall, out of the moneys standing, on the appointed day, to the credit of such provident fund, superannuation fund, welfare fund or other fund, stand transferred to, and vest in, the Central Government or Andrew Yule, as the case may be.

(2) The moneys which stand transferred under sub-section (1) to the Central Government or Andrew Yule, as the case may be, shall be dealt with by that Government or that company in such manner as may be prescribed.

CHAPTER VI

COMMISSIONER OF PAYMENTS

14.(1) The Central Government shall, for the purpose of disbursing the amounts payable under sections 7 and 8 to the Company, by notifi- cation, appoint a Commissioner of Payments.

Appoint- ment of Commis- sioner of Pay- ments.

(2) The Central Government may appoint such other persons as it may think fit to assist the Commissioner and thereupon the Commissioner may authorise one or more oil such persons also to exercise all or any ol the powers exercisable by him under this Act and different persons may toe authorised to exercise different powers.

(3) Any person authorised by the Commissioner to exercise any of the powers exercisable by the Commissioner may exercise those powers in the same manner and with the same effect as if they have been conferred on that person directly by this Act and not by way of authori- sation.

(4) The salaries and allowances of the Commissioner and other per- sons appointed under this section shall be defrayed out of the Consolida- ted Fund of India.

15. (1) The Central Government shall, within thirty days from the specified date, pay, in cash, to the Commissioner, for payment to the Company,—

(a) an amount equal to the amount specified in section 7; and

(b) further amount equal to the amounts payable to the Com-

Payment by the Central Govern- ment to the Com- missioner.

pany under section 8.

(2) A deposit account shall be opened by the Central Government in favour of the Commissioner in the Public Account of India, and every amount paid under tlvs Act to the Commissioner shall be deposited by him to the credit of the said deposit account and the said deposit account shall be operated by the Commissioner.

(3) Records shall be maintained by the Commissioner in respect of the undertakings of the Company in relation to which payments have been made to him under this Act.

(4) Interest accruing on the amounts standing to the credit of the deposit account referred to in sub-section (2) shall enure to the benefit of the Company.

16. (1) The Central Government or Andrew Yule, as the case may be, shall be entitled to receive up to the specified date, to the exclusion of all other persons, any money due to the Company, in relation to its undertakings which have vested in the Central Government or Andrew Yule? and realised after the appointed day, notwithstanding that the realisation pertains to a period prior to the appointed day.

Certain powers of the Central Govern- ment or Andrew Yule.

(2) The Central Government or Andrew Yule, as the case may be, may make a claim to the Commissioner with regard to every payment made by that Government or Andrew Yule, after the appointed day, for discharging any liability of the Company, not being any liabihty specified in sub-section (2) of section 5, in relation to any period prior to the appointed day; and every such claim shall have priority in accordance with the priorities attaching, under this Act, to the matter in relation to which such liability has been discharged by the Central Government or Andrew Yule.

(3) Save as otherwise provided in this Act, the liabilities of the Company, in respect of any transaction prior to the appointed day, which have not been discharged on or before the specified date, shall be the liabilities of the Company.

17. Every person having a claim against the Company with regard to any of the matters specified in the Schedule, pertaining to any of its undertakings, shall prefer such claim before the Commissioner within thirty days from the specified date:

Claims to be made to the Com- missiorier,

Provided that if the Commissioner is satisfied that the claimant was prevented by sufficient cause from preferring the claim within the said period of thirty days, he may entertain the claim within a further period of thirty days, but not thereafter.

18- The claims made under section 17 shall have priorities in accor- dance with the following principles, namely: —

Priority of claims.

(a) Category I shall have precedence over all other categories and Category II shall have precedence over Category III, and so on;

(6) the claims specified in each of the categories shall rank equally and be paid in full, but, if the amount is insufficient to meet such claims in full, they shall abate in equal proportions and be paid accordingly; and

(c) the question of discharging any liability with regard to a matter specified in a lower category shall arise only if a surplus is left after meeting all the liabilities specified in the immediately higher category.

Examina tion of claims.

19. (1) On receipt of the claims made under section 17, the Commis- sioner shall arrange the claims in the order of priorities specified in the Schedule and examine 1he same in accordance with such order of priorities.

(2) If, on an examination of the claims, the Commissioner is o£ opinion that the amount paid to him under this Act is not sufficient to meet the liabilities specified in any lower category, he shall not be re- quired to examine the claims in respect of such lower category.

20. (1) Alter examining the claims witn reference Lo Uie p±iorities set out in the Schedule, the Commissioner shall fix a certain daie on or before which every claimant shall nie the proof of his claim.

Admis- sion or rejection of claims.

(2) Not less than fourteen days' notice of the dale so axed shall be given by advertisement in one issue oi any daily newspaper in the English language having circulation in the major part of tne country and one issue oi any daily newspaper in such regional language as ihe Com- missioner may consider suitable, and every such notice shall call upon the claimant to file the proof of his claim with me Commissioner within the period specified in the advertisement.

(,3) Every claimant who fails to file the proof of his claim within the period specified by the Commissioner shall be excluded from the cUs- Dursements made t>y the Commissioner.

(4) The Commissioner shall, after such investigation as may in his opinion, be necessary and altei giving tne Company an opportunity ot refuting the claim and after giving the claimant a reasonable oppor- tunity of being heard, by order in writing, admit or reject the claim in whole or in part.

(5) The Commissioner shall have the power Lo regulate his own procedure in all matters arising out "f the discharge of his iunctions, including the place or places at which he may hold his sittings and shall, for the purpose of making an investigation under tnis Act, have the same powers as are vested in a civil court under the Code of Civil Procedure, 1908, while trying a suit, in respect of the .following matters, namely: —

S of 1808.

(a) the summoning and enforcing the attendance of any witness and examining him on oath;

(b) the discovery and production of any document or other material object producible as evidence;

(c) the reception of evidence on affidavits;

(d) the issuing of any commission for the examination of wit- nesses.

45 of I860.

(6') Any investigation before the Commissioner shall be deemed to be a judicial proceeding within the meaning of sections 193 and 228 of the Indian Penal Code and the Commissioner shall be deemed to be a civil court for the purposes of section 195, and Chapter XXVI, of the Code of Criminal Procedure, 1973.

2 of 1974.

(7) A claimant who is dissatisfied with the decision of the Commis- sioner, may prefer an appeal against such decision to the principal civil court of original jurisdiction within the local limits of whose jurisdiction the registered office of the Company is situated:

Provided that where a person who is a Judge of a High Court is appointed to be the Commissioner, the appeal shall lie to the High Court at Calcutta, and such appeal shall be heard and disposed of by not less than two Judges of that High Court.

21. After admitting a claim under this Act, the amount due in respect of such claim shall be paid by the Commissioner to the person or persons to whom such amount is due and on such payment, the liability of the Company in respect of such claim shall stand discharged.

Disbur- sement of money by the Commis- sioner to claimants.

22. (1) If, out of the moneys paid to him in relation to the undertakings of the Company, there is a balance left after meeting the liabilities specified in the Schedule, the Commissioner shall disburse such balance to the Company.

Disburse- ment of amounts to the Company.

(2) Where the possession of any machinery, equipment or other pro- perty has vested in the Central Government or Andrew Yule under this Act, but such machinery, equipment or other property does not belong to the Company, it shall be lawful for the Central Government or Andrew Yule, to continue to possess such machinery or equipment or other property on the same terms and conditions under which they were possessed by the- Company immediately before the appointed day.

Undis- bursed or unclaimed amount to fee de- posited to the general revenue account.

23. Any money paid to the Commissioner which remains undisbursed or unclaimed on the date immediately preceding the date on which the office of the Commissioner is finally wound up, shall be transferred by the Commissioner, before his office is finally wound up, to the general revenue account of the Central Government; but a claim to any money so transferred may be preferred to the Central Government by the person entitled to such payment and shall be dealt with as if such transfer had not been made, and the order, if any, for payment of the claim, being treated as an order for the refund of revenue.

CHAPTER VII

MISCELLANEOUS

Act to have overrid- ing effect.

24. The provisions of this Act shall have effect notwithstanding any- thing inconsistent therewith contained in any other law for the time being in force or in any instrument having effect by virtue of any law, other than this Act, or in any decree or order of any court, tribunal or other authority.

Contracts to cease to have effect unless ratified by the Central Govern- ment or Andrew Yule.

25. Every contract entered into by the Company in relation to its undertakings which has vested in the Central Government under section 3, for any service, sale or supply and in force immediately before the appointed day, shall, on and from the expiry of a period of one hundred and eighty days from the date on which this Act receives the assent of the President, cease to have effect unless such contract is, before the expiry of that period, ratified, in writing, by the Central Government or Andrew Yule in which such undertakings have been vested under this Act, and in ratifying such contract, the Central Government or Andrew Yule may make such alteration or modification therein as it may think fit:

Provided that the Central Government or Andrew Yule shall not omit to ratify a contract and shall not make any alteration or modification in a contract—

(a) unless it is satisfied that such contract is unduly onerous or has been entered into in bad faith or is detrimental to the interests of the Central Government or Andrew Yule, and

(b) except after giving to the parties to the contract a reason- able opportunity of being heard and except after recording in writing its reasons for refusal to ratify the contract or for making any altera- tion or modification therein.

28. Any person who,—

Penalties.

(a) having in his possession, custody or control any property forming part of the undertakings of the Company, wrongfully with- holds such property from the Central Government or Andrew Yule; or

(b) wrongfully obtains possession of, or retains, any property forming part of the undertakings of the Company; or

(c) wilfully withholds or fails to furnish to the Central Govern- ment or Andrew Yule or any person or body of persons specified by that Government or Andrew Yule, as the case may be. any document relating to the undertakings, which may be in his possession, custody or control; or

(d) fails to deliver to the Central Government or Andrew Yule or any person or body of persons specified by that Government or Andrew Yule, as the case may be, any assets, books of account, registers or other documents in his possession, custody or control relating to the undertakings of the Company; or

(e) wrongfully removes or destroys any property forming part of the undertakings of the Company or prefers any claim under this Act which he knows or has reasonable cause to believe to be false or grossly inaccurate,

shall be punishable with imprisonment for a term which may extend to two vears or with fine which may extend to ten thousand rupees, or with both.

27. (7) Where an offence under this Act has been committed by a Offences by com- panies.

company, every person who. at the time the offence was committed, was in charge of, and was responsible to, the company, for the conduct of the business of the company, as well as the company, shall be deemed to be guilty of the offence and shall be liable to be proceeded against and punished accordingly:

Provided that nothing contained in this sub-section shall render any such person liable to any punishment if, he proves that the offence was. committed without his knowledge or that he had exercised all due diligence to prevent the commission of such offence.

(2) Notwithstanding anything contained in sub-section (1), where any offence under this Act has been committed by a company and It Is proved that the offence has been committed with the consent or conniv- ance of, or is attributable to any neglect on the parts of, any director, manager, secretary or other officer of the company, such director, manager, secretary or other officer shall be deemed to be guilty of that offence and shall bp liable to be proceeded against and punished accord- In #lv.

Explanation.—For the purposes of this section,—

(d) ''company" means any body corporate and includes a firm or other association of individuals; and

(b) "director", in relation to a firm, means a partner in the firm.

Protec- tion of action taken in good faith.

28. (1) No suit, prosecution or other legal proceeding shall lie against the Central Government or any officer of that Government or Andrew Yule or other person authorised by that Government or Andrew Yule for anything which is in good faith done or intended to be done under this Act.

(2) No suit or other legal proceeding shall lie against the Central Government or any officer of that Government or Andrew Yule or other person authorised by that Government or Andrew Yule for any damage caused or likely to be caused by anything which is in good faith done or intended to be dorif* under this Act.

Delega- tion of powers.

29. (1) The Central Government may, by notification, direct that all or any of the powers exercisable by it under this Act, other than the powers conferred by this section and sections 30 and 31, may also be exercised by such person or persons as may be specified in the notification,

(2) Whenever any delegation of power is made under sub-section (I), the person to whom such power has heen delegated shall act under the direction, control and supervision of the Central Government.

30. (1) Th

(2) In particular, and without prejudice to the generality of the foregoing power, such rules may provide for all or any of the following matters, namely: —

(a) the time within which, and the manner in which, an inti- mation refei-rpd to in sub-section (.?) of section 4 shall be given;

(b) the manner ;n which the moneys in any provident fund or other fund, referred to in section 13 shall be dealt with;

(c) any other matter which is required to be, or may be, pres- cribed.

(.?) Every rule made by the Central Government under this Act shall be laid as soon as may be after it is made, before each House of Parliament, while it 's in session, for a total period of thirty days which may be comprised in one session or in two or more successive sessions, and if, be Tore the expiry of the session immediately following the session or the successive sessions aforesaid, both Houses agree in making a^iy modification in the rule or both Houses agree that the rule shouM not he made, the rule shall thereafter have effect only In such modified form or bP of no effect, as the case may be; so. however, that any such modification or annulment shall be without prejudice to the validity of anything previously done under that rule.

   31.  If  any  difficulty  arises  in  giving  effect  to  the  provisions  of  this Power  to
Act,  the  Central  Government  may,  by  order,  not  inconsistent  with  the       remove
                                                                                     difficul-
provisions  of  this  Act,  remove  the  difficulty:                                ties.
   Provided  that  no  such  order  shall  be  made       after  the  expiry  of  a
period  of  two  years  from  the  date  on  which  this  Act  receives  the  assent
of  the  President.

THE SCHEDULE

[See sections 17, 19(1), 20(1) and 22(1)]

ORDER OF PRIORITIES

Post-iake-over management period

Category I—

(a) Wages, salaries and other dues payable to the employees of th" Company-

(b) Deductions made from the salaries and wages of the employees of the Company for provident fund, the Employees' State Insurance Fund, premium relating to the Life Insurance Corporation of India or for any other purpose.

Category II—

Principal amount of loans advanced by—

(i) the Central Government;

(n) a State Government;

(in) banks and financial institutions;

(iv) any other source.

Category III—

(a) Arrears in relation to contributions to be made by the Company to provident fund, the Employees' State Insurance Fund or under any other law for the time being in force providing for such contributions.

(b) Any credits availed of by the Company for the purpose of carry- ing on any trading or manufacturing operations, other than those speci- fied in sub-section (2) of section 5.

(c) Any dues of State Electricity Boards or other Government or semi-Government institutions against supply of goods or services, other than those specified in sub-section (2) of section 5.

(d) Arrears of interest on loans and advances.

Category IV—

(a) Revenue, taxes, cesses, rates or other dues to the Central Gov- ernment, a State Government or any local authority.

(b) Any other dues.

Pre-take-over management period

Category V—

(a) Wages, salaries and other dues payable to the employees of tht Company.

(b) Deductions made from the salaries and wages of the employees of the Company for provident fund, the Employees' State Insurance Fund, premium relating to the Life Insurance Corporation of India or for any other purpose.

Category VI—

(ft) Principal amount of secured loans advanced by—

(i) the Central Government; (ii) a State Government;

(Hi) banks and financial institutions.

(b) Arrears in relation to contributions to be made by the Company to provident fund, the Employees' State Insurance Fund or under any other law for the time being in force providing for such contributions.

Category VII—

Principal amount of unsecured loans advanced by—

(i) the Central Government;

(ii) a State Government;

(Hi) banks and financial institutions.

Category VIII—

(a) Any credits availed of by the Company for the purpose of carrying on any trading or manufacturing operations.

(b) Any dues of State Electricity Boards or other Government or semi-Government institutions against supply of goods or services.

(c) Arrears of interest on loans and advances.

(d) Revenue, taxes, cesses, rates or other dues to the Central Govern- ment, a State Government or any local authority.

(e) Any other loans or dues.

STATEMENT OF OBJECTS AND REASONS

The Brentford Electric (India) Limited, Calcutta (BEIL), established in 1964, has been in existence lor about 18 years and has been engaged in the manufacture of regulators upto and above 500 KVA, rectifiers, special transformers, distribution transformers etc. The products of the company are of high quality and are required lor defence establishments, State Electricity Boards and atomic energy establishments. The Company is at present employing about 200 persons.

2. BEIL started incurring losses from 1975 and ran into serious finan- cial difficulties in 1976. The management of the company was taken over by the Central Government under section 18AA of the Industries (De- velopment and Regulation) Act, 1951, and Andrew Yule and Company Limited, a Government company, was appointed as the 'authorised person¹ for managing its affairs. The period of take-over of the management of BEIL was extended from time to time and ia presently up to 25th May, 1.984. At the time of lake-ovei, the accumulated losses of BEIL were Rs. 90.37 lakhs and its liabilities to third parties aggregated to Rs. 87.33 lakhs. However, the sales turnover of the company has improved consi- derably in the post-take-over period and it has been able to turn the corner* by 1979-80, thus establishing thai its operations are technically and commer- cially viable. During 1979-80 and 1980-81, the company made net profits (afti-r interest on pre-takc-over liabilities) of Rs. 1.85 lakhs- and Rs. 5.1 lakhs respectively.

3. Considering the fact that the company had heavy losses on the date of take-over, it is evident that it would never be able to service its old liabilities, though its current operations, without the drag of the pre-take- ovw liabilities, are viable. The company cannot at the same time bo run for an indefinite period under the provisions of the Industries (Development and Regulation) Act, 1951.

4. Studies made to determine the future set-up of the company re- vealed that the undertakings of the company should be nationalised in order to consolidate the gains of management and to ensure uninterrupted supply .of critical items required by defence establishments, etc. In view of the importance and high demand of the products manufactured by the company and the loss of employment to about 200 persona, if the company were to be closed down, it is considered necessary to take over the under- takings of the company.

5. The Bill seeks to achieve the aforesaid object. Apart from provid- ing for the acquisition and transfer of the undertakings of the company, the Bill provides for the payment of an amount for such acquisition, vesting of the undertakings of the company in Andrew Yule, a Government company appointment of a Commissioner of Payments for the purpose of disbursing the amount payable to the company and for other incidental and consequential matters.

N EW DELHI;

The 24th November, 1983. NARAYAN DATT TIWARI.

PRESIDENT'S RECOMMENDATION UNDER ARTICLE 117 OF THE CONSTITUTION OF INDIA

[Copy of letter No. 5J14J78-L.R., dated the 30th November, 1983 from Shri Narayan Datt Tiwari, Minister of Industry to the Secretary, Lok Sabha]

The President having been informed of the subject matter of the Brentford Electric (India¹) Limited (Acquisition and Transfer of Under- takings) Bill, 1983, recommends under clauses (1) and (3) of article 117 of the Constitution, the introduction of the said Bill in and its considera- tion by Lok Sabha.

FINANCIAL MEMORANDUM

Clause 3 of the Bill provides for the transicr to, and vesting in, the Central

Government of the undertakings of the Brentford Electric (India) Ltd., Calcutta, Clause 7 provides for the payment in cash and in the manner specified) in Chapter VI ol the Bill, of an amount ot Rs. 38,65,000 for the transfer to, and vesting in the Central Government, the right, title and interest of the company in relation to its undertakings.

2. Sub-clause (1) of clause 8 of the Bill provides for payment of a

further amount in cash, consideration of the deprivation of the company of the management of its undertakings, calculated at the rate of rupees five thousand per annum, for the period commencing on the date on which the management of the undertakings of the company was taken over by the Central Government and ending on the 1st April, 1982, the appointed day. It is estimated that this amount will be of the order of Rs. 15,500.

3. Sub-clause (2) of claise 8 of the Bill provides for payment of a further amount to the company in cash, in consideration of the retrospective operation of the provisions of clauses 3, 4 and 5, calculated at the rate of rupees five thousand per annum, for the period commencing on the appointed day andf ending on the date on which the Bill receives the assent of the President. It is estimated that this amount will be of thc order of Rs. 10.000.

4. Sub-clause (3) of clause 8 of thc Bill provides for payment of simple¹ interest at the rate of four per cent, per annum in respect of amounts payable under clause 7 and sub-clauses (1) and (2) of clause 8, for the period com- mencing on thc appointed day and ending on the date on which payment of such amounts is made by the Central Government to the Commissioner of Payments. It is estimated that this amount is likely to be of the order of Rs. 13,000 per month.

5. Clause 14 of thc Bill provides for the appointment of a Commissioner! of Payments by the Central Government with adequate staff to assist him for! the purpose ol disbursing the amounts payable to thc company. Sub-clause (4) of this clause provides that the salaries and allowances of the Commis- sioner of Payments and the other persons to assist him will be defrayed out of the Consolidated Fund of India. The estimated expenditure on this account is likely to be of the order of Rs, 10,000 per month.

6. Thc Bill, it enacted, is not likely to involve any other recurring or non-

recurring expenditure.

MEMORANDUM REGARDING DELEGATED LEGISLATION

Clause 30 of the Bill empowers the Central Government to make rules to carry out the provisions of the Bill. The matters in respect of which rules may be made, inter alia, relate to the time within which, and the manner in which, intimation regarding any mortgage, charge, lien, etc., on the properties which have vested in the Central Government may be given to the Commis- sioner of Payments and the manner in which the moneys in any provident fund, superannuation, welfare or other fund maintained by thc Company shall be dealt with by the Central Government or the Andrew Yule and Company.

2. The matters in respect of which rules may be made are matters of procedure and administrative detail. The delegation of legislative power is thus of a normal character.

AVTAR SINGH RIKHY,

Secretary-General,

PRINTED BY THE OENERAL MANAGER, GOVERNMENT OF INDIA PRESS, MINTO ROAD,

NEW DELHI AND PUBLISHED BY THE CONTROLLER OF PUBLICATIONS, DELHI, 1 9 83