Karnataka High Court
M/S Beml Limited vs M/S Bharat Gold Mines Ltd on 17 July, 2025
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NC: 2025:KHC:27061
CA No. 365 of 2024
HC-KAR
IN THE HIGH COURT OF KARNATAKA AT BENGALURU
DATED THIS THE 17TH DAY OF JULY, 2025
BEFORE
THE HON'BLE MR. JUSTICE ASHOK S.KINAGI
COMPANY APPLICATION NO. 365 OF 2024
IN
COMPANY PETITION 180 OF 2000
BETWEEN:
M/S BEML LIMITED
HAVING ITS REGISTERED OFFICE AT BEML SOUDHA,
NO 23/1, 4TH MAIN ROAD,
SAMPANGIRAMNAGAR
BANGALORE 560027
...APPLICANT
(BY SRI. SANDESH CHOUTA, SR. COUNSEL FOR
SRI. ISMAIL M MUSBA, FOR CHOUTA ASSTS.)
Digitally AND:
signed by
SHILPABAI S M/S BHARAT GOLD MINES LTD
Location: (GOVT OF INDIA UNDERTAKING)
HIGH COURT REPRESENTED BY ITS CHAIRMAN AND MANAGING
OF DIRECTOR, SUVARNA BHAVAN,
KARNATAKA
KGF 563120
KOLAR DISTRICT
...RESPONDENT
(BY SRI. T. RAJARAM & SRI. ASHWIN PRABHU S D.,
ADVOCATES)
THIS COMPANY APPLICATION IS FILED UNDER SECTION
446(2) OF THE COMPANIES ACT, 1956 R/W RULES 6 AND 9 OF
THE COMPANIES (Court) RULES, 1959 FURTHER R/W SEC. 151
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CA No. 365 of 2024
HC-KAR
OF THE CIVIL PROCEDURE CODE, 1908 , PRAYING TO ALLOW
THE ABOVE APPLICATION AND PAS ORDERS ALLOWING BGML
TO SELL THE SAID 28.35 ACRES OF LAND TO THE APPLICANT
AND THE APPLICANT TO SURRENDER 1080.65 ACRES OF LAND
TO BGML AND ALSO TO DEPOSIT THE SALE CONSIDERATION
OF Rs.70,10,000/- (RUPEES SEVENTY LAKHS TEN THOUSAND
ONLY).
THIS APPLICATION, COMING ON FOR HEARING, THIS
DAY, ORDER WAS MADE THEREIN AS UNDER:
CORAM: HON'BLE MR. JUSTICE ASHOK S.KINAGI
ORAL ORDER
The applicant has filed C.A.No.365/2024, permitting the applicant to surrender 1080.65 acres of land to Bharat Gold Mines Limited (in liquidation) and also to purchase 28.35 acres of land from BGML land and deposit consideration price before this Court or directed by this Court.
2. In support of the application, Assistant General Manager (HR) , BEML, filed an affidavit stating that the applicant herein is a Government of India undertaking under the administrative control of the Ministry of Defence, Department of Defence Production, Government of India and Corporation.
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3. It is contended that the applicant is one of the respondents in COP No.180/2000. During 2004, BGML with the consent of Ministry of Mines, let out 1109 acres of its land along with two workshops, stores etc., to the applicant under a lease agreement dated 05.05.2004 and the applicant had paid a sum of Rs.1.00 crore as non- refundable advance to BGML. As per the terms of lease agreement, the lease was for 10 years from the date of handing over the possession till the date of clearance by the Government/Company Court, for outright sale or transfer of ownership and in case the decision of Government/company gets delayed, the lease shall be continued even after 10 years till the final decision of the Company Court/Government. It is contended that the advance security deposit amount shall be adjusted against the outright sale/transfer of ownership and that shall be fixed for the property.
4. It is also contended that the applicant has established MBT Test Track of 1.2 km for testing BHIM T-6 -4- NC: 2025:KHC:27061 CA No. 365 of 2024 HC-KAR Artillery Guns and for manufacture of other MBTs and also converted the said two workshops into two manufacturing units namely Rail Coach Unit-II and Heavy Fabrication Unit, wherein the manufacturing process for Rail coach and Defense wagons as well as Fabrication of Heavy structures are currently undertaken, So far, the applicant had invested more than Rs.400.00 lakhs for the said purpose. In these two units, BEML has engaged around 400 ex-employees of BGML.
5. It is contended that The Union of India took a decision to float a global tender to assess the value and filed an application for the same before this Court in the company petition. The applicant had sought to exempt the said 1109 acres of land and workshops from the purview of global tender. This Court, vide order dated 03.07.2009, permitted for the said global tender, and the applicant had challenged the order in the original Side Appeal No.32/2009 and the Division Bench vide order dated 01.02.2010, allowed the said appeal. -5-
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6. The order passed by the Division Bench was challenged before the Hon'ble Apex Court in SLP Nos.32230-32233/2010, 10023/2011 and other connected matters. While the said SLPs were pending vide order dated 22.02.2013, this Court disposed of the said CA No.197/2008, observing that "any orders passed by the Hon'ble Apex Court with regard to affirming the order of learned Single Judge and Division Bench would have bearing and effect on this application. The parties are at liberty to revive these applications, if so advised, on disposal of SLPs, without going into the merits of such questions in the said matters".
7. In October 2016, the Cabinet Committee on Economic Affairs has given "In-Priciple" approval for strategic disinvestment of 26% out of 54.3% of Government of India's equity in the applicant company along with Management Control and the process of such strategic disinvestment is underway. The Department of Investment and Public Asset Management (DIPAM) vide -6- NC: 2025:KHC:27061 CA No. 365 of 2024 HC-KAR communication dated 11.06.2021 requested both the administrative Ministries of the applicant and BGML i.e, Ministry of Defence and Ministry of Mines to resolve the issue pertaining to the said land. It is stated that the applicant had taken decision to surrender the surplus land of 1080.65 acres to BGML and requested BGML for sale of 28.35 acres to the applicant, which is required for its actual manufacturing activities.
8. The officials of the applicant and BGML approached Deputy Commissioner, Kolar for ascertaining the guidance value of the said land and the Deputy Commissioner, Kolar informed that as per Section 26(b) of the Fair Compensation and Transparency in Land Acquisition, Rehabilitation and Resettlement Act 2013, the average value of the surrounding village were considered and declared that the lands of survey Nos.01, 2 and 3 in Bangarada Gani Village, Robertsonpet Town Hobli, KGF shall be Rs.6,00,000/- per acre from the year 2024 onwards. The applicant and BGML had in principle agreed -7- NC: 2025:KHC:27061 CA No. 365 of 2024 HC-KAR to the rate fixed by the Deputy Commissioner, Kolar and the same was communicated vide communication dated 21.03.2024. It is contended that after adjusting the advance amount of Rs.1 crore paid by the applicant while taking the said land on lease, the applicant is required to pay Rs.70,10,000/-. In view of the pendency of the company petition, the consent of this Court is mandatory for effecting the sale of the property by BGML. Hence, prays to allow the application.
9. The officer on special duty in BGML filed an affidavit on 15.07.2025, stating that the Union of India has no objection for sale of 28.35 acres of land by the respondent BGML in favour of the applicant i.e., BEML. As the Union of India has submitted no objection for sale and also BGML also filed a memo stating that they have no objection to sell the land measuring to the extent of 28.35 acres belongs to BGML and in view of memo filed by Union of India as well as BGML, C.A.No.365/2024 deserves to be allowed.
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10. Accepting the reasons assigned in the affidavit accompanying the application, C.A.No.365/2024 is allowed.
11. The applicant is directed to deposit the consideration amount of Rs.70,10,000/- and surrender the land measuring 1080.65 acres to BGML within a period of six weeks from today. Thereafter, BGML is directed to execute a registered sale deed in favour of BEML to an extent of 28.35 acres of land. The sale deed shall be subject to the outcome of the company petition.
Sd/-
(ASHOK S.KINAGI) JUDGE sks