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7. The first respondent in its counter-affidavit states that decision was taken keeping in mind the loss of time resulting in depletion of the value of the assets, the dim prospects of finding purchasers for better consideration and more advantageous terms of sale and also the heavy cost of each advertisement. These factors weighed with the corporation to accept the offer of the seventh respondent.

8. It is also stated that no consent whatsoever was sought at any point of time by the first respondent and the petitioner has no right whatsoever under the pari passu agreement to question the action taken by the respondent-corporation to realise the said loan in exercise of its power under section 29 of the said Act. It is stated that all relevant commercial considerations were kept in mind and a decision was taken by the corporation to sell the unit to the seventh respondent in the best interest of all concerned. There was no possibility of getting any better price. It is also stated that the motive cannot be attributed to the first respondent and there is nothing unreasonable or unfair on its part in conducting the sale and accepting the seventh respondent's offer.

11. V. V. Krishna Murthy, learned counsel for the petitioner, submits that the sale of the third respondent unit in favour of the seventh respondent is totally vitiated as there was no proper publicity, on account of, which there was no proper, response from the intending purchasers. Public auction ought to have been held instead of inviting tenders. The action of the first respondent in accepting the offer of the seventh respondent is totally unreasonable and unfair resulting in heavy loss not only to the petitioner but to respondents Nos. 1 and 2 also. It is further urged that the sale without the consent of the petitioner is void as it is contrary to the terms and conditions agreed to by the consortium of the petitioner and respondents Nos. 1 and 2 as evidenced by the pari passu agreement. It is also urged that there was no justification whatsoever on the part of the respondent-corporation in refusing to accept the highest offer of the very seventh respondent for a sum of Rs. 101, lakhs and accepting the offer of Rs. 76 lakhs.

25. Petitioner's learned counsel time and again referred to the memorandum of pari passu arrangement between the members of the consortium and submits that under the said arrangement the first respondent was bound to obtain the consent of the petitioner and then only confirm the sale or auction. We do not find any such covenant in the memorandum of pari passu arrangement and assuming that there is such a clause, the petitioner cannot invoke the extraordinary jurisdiction of this court under article 226 of the Constitution of India for enforcing the covenants in the agreement entered into by and between the parties. The memorandum of pari passu agreement has no force of law or statute so as to be enforced by this court in exercise of its jurisdiction under article 226 of the Constitution of India. The remedy, if at all, lies elsewhere. However, learned counsel refers to the letter addressed by the petitioner to the first respondent on September 16, 1992, informing the first respondent that the terms/conditions laid down for the sale of assets belonging to the third respondent are not acceptable to it. But it would be relevant to refer to the minutes of the adjourned meeting of all the three institutions held on December 24, 1992, in which the petitioner's representative Mrs. Meera Deshpande, Branch Manager, Begumpet, Hyderabad was also present. The minutes emphatically refer to the agreement of the petitioner in principle for the sale of assets of Dakshin Fabrics Ltd. under section 29 of the Act in favour of Finman Finance and Leasing Limited. No doubt some further suggestions were made on behalf of the petitioner, but the sale as such in favour of the seventh respondent was never questioned by the petitioner. Therefore, the letter dated September 16, 1992, upon which reliance is placed by learned counsel for the petitioner is of no consequence. The objection, if any the petitioner had on September 16, 1992, is deemed to have been waived as the petitioner in principle had agreed for the sale of the unit to the seventh respondent. It would be significant to refer to the letter of the first respondent addressed to the petitioner on January 8, 1993, wherein elaborate reasons are given with regard to the suggestions made on behalf of the petitioner in the meeting held on December 24, 1992, and the petitioner was requested to consider the situation and give concurrence for the sale of the unit in favour of the seventh respondent. The letter is admittedly received by the petitioner. The petitioner kept quiet for a period of more than four months and filed the instant writ petition on May 26, 1993. We are not impressed by the criticism levelled by the petitioner against the first respondent in not accepting the offer of Rs. 110 lakhs by the seventh respondent. The conditions attached to the said offer of the seventh. respondent as a business proposition was totally unacceptable to the first respondent as they were said to be totally contrary to the normal procedure in such matters. For good reasons, we do not find anything arbitrary on the part of the first respondent-corporation in not accepting the said offer.