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17. In this view of the matter, objection raised by Mr. Nanavati is not sustainable and the same is rejected.

18. So far as the second issue raised by HPCL is concerned, looking to the present case, it becomes academic as the HPCL stands as the highest bidder in the inter se bidding before this Court and their highest offer of Rs. 239 crores has been accepted by the Court and sale is confirmed in their favour. However, the issue raised by them requires special attention. Mr. B.J. Shelat, learned advocate appearing for HPCL has submitted before the Court that HPCL is the only bona fide bidder genuinely interested in acquiring the subject land in Lot No. I for their own use, as the subject land is within Industrial Zone and adjacent to an existing Refinery at present. All other bidders were property developers, whose intention was only to make profits out of the transaction by way of obtaining proportionate Transfer of Development Rights (TDR). He has further submitted that for this purpose and in order to outbid HPCL, the Developers had formed a cartel. The land in question falls in Special Industrial I-3 Zone. The very inclusion of the subject land in I-3 Zone shows the intention of the Government that only industries can be developed in this plot of land. The present highest bidder proposes to use it for accommodating certain Slum residents for rehabilitation. The said highest bidder had earlier also used land to put up buildings for Slum Rehabilitation and obtained TDRs and money as compensation thereof from MMRDA and SRA of Mumbai. This is against public purpose specified viz. Industrial purpose and will defeat the very object for which that area has been earmarked.

25. Mr. Nanavati has further submitted that HPCL want to expand their existing Refinery on the subject land with the sole purpose of making profit only despite the fact that HPCL is aware about the fact that area is a residential area and there are many housing complexes including that of HPCL, they yet purport to create more pollution, and to pollute such an area is against the public interest. He has further submitted that HPCL is one of the most profitable Companies in India, and is a Government Company and shares of the same arc listed on the Stock Exchange and it is, therefore, inappropriate for the HPCL to say that they are only being philanthropic and the rest of the bidders are in the business of making profits only. He has further submitted that the land in question being situated in Industrial Zone I-3, the residential activities are permitted in the said area as per Regulation No. 57 as per Development Control Regulations For Greater Bombay, 1991. In fact, the Government of Maharashtra is also promoting such activities to reschedule the project affected persons free of cost. It is also a part of the public policy that project affected persons should be allowed to have their own shelter, with a roof above them. In fact, Government of Maharashtra is also offering various subsidies in the Form of TDR to the developers who accommodate such project affected persons. He has further submitted that there is nothing wrong if the benefit of TDR is obtained by one, by developing/ utilising property acquired by him in pursuance of Development Control Regulations and as per the Government Resolution. In the vicinity of the subject land of Calico Mills recently more than 15,000 tenements have been constructed by the State of Maharashtra under Mumbai Urban Transport Project and Mumbai Urban Infrastructure Project. The said Project has been approved by the Government of India which is financed by World Bank. In view of the construction of the said tenements more than 15,000 families will be shifted in near future, out of the said 15,000 families more than 5,000 families have already shifted and started residing in the said area. He has further submitted that HPCL has not objected to the shifting of these 15,000 families in the said area and, therefore, now to raise an objection on the alleged ground of not permitting residential complex on this land is nothing but the futile exercise on the part of HPCL to any how stop the highest bidder before the Sale Committee to acquire the said plot.

27. Mr. A.C. Gandhi, learned advocate appearing for M/s. Runwal Group, Mr. Pavan S. Godiawala, learned advocate appearing for Gaurang Developers and the representative of M/s. Om Adirath Properties Pvt. Ltd. have also objected to any preferential treatment being given to HPCL and they have insisted that sale should be confirmed in favour of the highest bidder before this Court.

28. Frankly speaking, the Court is not supposed to pronounce any judgment on the basis of the rival submissions made by the parties on this issue as in the present case, there is no question of giving any preferential treatment to HPCL as the HPCL has stood as the highest bidder and its offer has been accepted by the Court. At the same time, the Court cannot ignore the issues raised by HPCL for consideration of this Court and in a given case due weightage can certainly be given to these issues. In a marginal case, even if HPCL would have offered little less price then other bidder, namely, M/s. Gaurang Developers, the Court would have inclined to accept the offer of HPCL. Looking to the HPCL being a Government Company, its capability to pay the price, its requirement to have additional land for development projects and land intended to be purchased being adjacent to its existing factory and many other factors which have been placed before the Court. As against this, M/s. Gaurang Developers who is next to HPCL is only 3 months old Partnership Firm. The Firm is created only for the purpose of taking part in the auction before the Sale Committee and before this Court. Three Companies are the Partners of the said Firm and there is no previous track record of the Partnership Firm. In such a situation, when the question of giving preference would arise, the Court would not have confirmed the sale in favour of such a new entity whose own credentials and creditworthiness are yet to be proved. When the court is exercising its discretion and adjudicating the issue arises before the Court, question of considerable public interest should also be taken into account. In deciding a question of considerable public importance relating to the principle and procedure for the sale of assets of a Company in liquidation as to whether the only object of such sale is to fetch a maximum price or whether the Court, in its discretion, having regard to the prevailing socio-economic questions, which are involved in a welfare State should apply the law in a pragmatic manner having regard to the realities and interest of the public and settled law clearly lay down that the Court is to see that a reasonable price is obtained and the rule is not so rigid that in every case it must be sold by public auction and fetch the highest price. The industry, commerce, commercial morality and public interest should also be taken into account before making any order. In this regard, the latest judgment of the Hon'ble Supreme Court in the case of Global Energy Ltd. v. Adani Exports Ltd. 2005 AIR SCW 2875 throws some light. This decision is of course in the context of granting exemption from payment of earnest money deposit to the Government Companies. However, these observations are equally applicable to giving some priority or preferential treatment to such Government companies when there is some marginal difference between the two bidders. The Hon'ble Supreme Court has observed that a deposit of some amount of earnest money is a normal condition of tender. The object is that only such parties who arc financially sound and arc serious in getting the work or contract, should make a bid. Otherwise any number of persons who have no capacity, financial or otherwise, would like to take a chance by making a bid. Normally, State/Central Government Organizations or Central or State Public Sector Undertakings would not make a bid unless they arc serious in getting the work. The shareholding of the Government (State or Central) in any Public Sector Undertakings is always more than 50 per cent. They cannot be equated with a Company whose net worth may be very small or may have a small shareholding. Therefore, the exemption granted in favour of State Government Organizations and Public Sector Undertakings from making deposit of earnest money of Rs. 30 lakhs was based upon a rational criteria and could not be faulted on any ground whatsoever.

29. Here in the present case, the first Valuation Report given by Valuer Shri S.N. Rastogi is of Rs. 43,37,06,250 for value of 24,78,322 Sq. Feet of land situated at Chembur, Mumbai. Since the Sale Committee has found the said valuation as far below than the prevailing market value of the land in the area of Chembur, Mumbai, the matter was referred to another Valuer, i.e., MITCON Consultancy Services Limited who has valued the land admeasuring about 2,30,327 Sq. Mtrs. at Rs. 91.80 crores. The highest offer made before the Sale Committee by M/s. Rockline Construction Company at Rs. 120.50 crores and the Official Liquidator has submitted his report for confirmation or otherwise of this sale in favour of M/s. Rockline Construction Company. The Court has undertaken the exercise of inter se bidding between the bidders who have participated before the Sale Committee as well as the intending purchasers and invested considerable time so as to fetch the maximum price. At this stage, the submissions were made on behalf of HPCL to give them priority. However, the Court has considered that only in marginal case, the necessary discretion would be exercised by the Court. The resultant effect of the inter se bidding was that on 13-7-2005, the highest offer was received from M/s. Gaurang Developers at Rs. 212 crores and HPCL was also in the fray, over and above other three bidders. However, on 18-7-2005, when incomplete bid was started, other three bidders have walked out and from Rs. 212 crores onwards, the inter se bidding was started between HPCL and M/s. Gaurang Developers and ultimately, HPCL has made the offer of Rs. 239 crores beyond which M/s. Gaurang Developers has not raised its bid and the sale was confirmed. This fact itself shows that the Court has considered the reasonable price which can be fetched for this property and the Court is satisfied that the offer made by HPCL is quite just and proper and the same is required to be accepted and accordingly, it is accepted. Even at this stage, an attempt was made, of course, subsequently after the Court has pronounced that sale is confirmed in favour of HPCL subject to certain variation in the terms of Tender. M/s. Gaurang Developers has submitted before the Court that with such varied terms, they are prepared to raise their offer. The Court thereafter impressed upon the learned Counsel Mr. Shelat for HPCL to stick to the original terms and for such a small marginal increase in the bid which may be indicated by M/s. Gaurang Developers, the Court has not thought it fit to rebid and the sale is confirmed in favour of HPCL.