{"id":67523,"date":"2010-02-11T00:00:00","date_gmt":"2010-02-10T18:30:00","guid":{"rendered":"https:\/\/www.legalindia.com\/judgments\/patni-computers-systems-ltd-vs-maharashtra-industrial-on-11-february-2010"},"modified":"2019-03-17T07:45:53","modified_gmt":"2019-03-17T02:15:53","slug":"patni-computers-systems-ltd-vs-maharashtra-industrial-on-11-february-2010","status":"publish","type":"post","link":"https:\/\/www.legalindia.com\/judgments\/patni-computers-systems-ltd-vs-maharashtra-industrial-on-11-february-2010","title":{"rendered":"Patni Computers Systems Ltd vs Maharashtra Industrial … on 11 February, 2010"},"content":{"rendered":"
Bombay High Court<\/div>\n
Patni Computers Systems Ltd vs Maharashtra Industrial … on 11 February, 2010<\/div>\n
Bench: F.I. Rebello, J. H. Bhatia<\/div>\n
                                               1\n\n     hvn\n\n\n\n\n                                                                               \n                 IN THE HIGH COURT OF JUDICUATURE AT MUMBAI\n\n\n\n\n                                                       \n                           ORDINARY ORIGINAL CIVIL SIDE\n\n                            WRIT PETITION NO. 1345 OF 2007\n\n\n\n\n                                                      \n     1.       Patni Computers Systems Ltd,\n             a company incorporated under the provisions\n             of the Companies Act, 1956 having its\n             corporate office at Akruti Softech Park,\n             MIDC Cross Road No. 21, MIDC, Andheri (E),\n\n\n\n\n                                          \n             Mumbai 400 093.\n\n     2.\n                         \n             Sitaram R. Tiwari,\n             of Mumbai Indian Inhabitant,\n             having his office at Akruti\n                        \n             Softech Park, MIDC Cross Road No. 21,\n             MIDC, Andheri (E),\n             Mumbai 400 093.                            ...     Petitioners\n\n                                            Versus\n      \n\n\n          1. Maharashtra Industrial Development\n             Corporation, a Government of Maharashtra\n   \n\n\n\n             Undertaking, having its Head Office at\n             Udyog Sarthi, Mahakali Caves Raod,\n             Andheri (E), Mumbai 400 093.\n          2. The State of Maharashtra,\n\n\n\n\n\n             through the Ministry of Industry\n             and Water Conservation having its\n             offices at Mantralaya, Mumbai 400 032.\n          3. Reliance Insolutions Private Limited,\n             a company incorporated under the\n             Companies Act, 1956, having its\n\n\n\n\n\n             registered office at 1st Floor, Shree Ram\n             Mills Compound, Ganpatrao Kadam Marg,\n             Worli, Mumbai 400 013                     ...      Respondents\n\n     Mr. Iqbal Chagla, Sr. Counsel with Mr. Riyaz Chagla, Mr. Rustom Gagrat, Mr.\n     Mohan Salian, Mr. Mayur Shetty and Ms. Vaijanta Shete i\/by M\/s. Gagrats for\n     Petitioners.\n\n\n\n\n                                                       ::: Downloaded on - 09\/06\/2013 15:36:02 :::\n                                                 2\n\n     Ms. Deepa Chavan with Mr.Kiran Gandhi i\/byM\/s. Little & Co. for R. No. 1.\n\n     Mr. D.A. Nalawade, Government pleader wtih Mr. R.A. Lokhande for R. No. 2.\n\n\n\n\n                                                                                 \n     Mr. Milind Sathe, Sr. Cousnel i\/by M\/s. A.S. Dayal & Associates for R. No. 3.\n\n\n\n\n                                                         \n                    CORAM : FERDINO I. REBELLO &\n                           J.H. BHATIA, JJ.\n<\/pre>\n
                    DATED : FEBRUARY 11, 2010<\/p>\n
     ORAL JUDGMENT (Per Ferdino I. Rebello,J.):\n<\/p>\n
            Rule. By consent heard forthwith.\n<\/p>\n
            The Petitioners had applied to the first respondent an undertaking of the<\/p>\n
     Government of Maharashtra and responsible for Industrial development in the State<\/p>\n
     of Maharasthra for allotment of land pursuant to invitation to them by the first<\/p>\n
     respondent. The first respondent had proposed to set up Information Technology (IT)<\/p>\n
     Park at Airoli on the land admeasuring about 30 Hectares near Thane creek. The<\/p>\n
     first Petitioner then wrote to first respondent confirming its willingness to accept the<\/p>\n
     first respondent’s offer to acquire 25 acres of land at the proposed Airoli IT Park vide<\/p>\n
     letter dated 9.5.2003 subject to however, the first respondent making necessary<\/p>\n
     facilities available at Airoli. The first petitioner had conceived a plan to set up a<\/p>\n
     technology park      campus, comprising of world class facilities for software<\/p>\n
     development, training, customer care, employee recreation among others.                 The<\/p>\n
     proposed campus completion was to house 17000 professionals designed to cater to<\/p>\n
     the company’s business requirements for catering to and providing integrated IT<\/p>\n
     services to its global customer base and for strengthening its delivery capabilities.\n<\/p>\n
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\n                                                   3<\/span><\/p>\n
     The whole project had an outlay of about Rs.900 Crores of investment for its<\/p>\n
     completion. The first respondent vide their letter dated 20.5.2003 informed the rate<\/p>\n
     at which 25 acres of land would be allotted to the first petitioner and the facilities and<\/p>\n
     amenities asked for would be made available. Some further correspondence was<\/p>\n
     exchanged. The first respondent once again confirmed that it would reserve 25 acres<\/p>\n
     of land for the proposed IT Park.\n<\/p>\n
            According to first Petitioner, subsequently they realized that an integrated<\/p>\n
     state of art research and development center for software entailing large investment<\/p>\n
     would require at least 50 acres of land.         It was then agreed between the first<\/p>\n
     petitioner and the 1st respondent that,instead of acquiring only 25 acres of land, the<\/p>\n
     1st petitioner would acquire 50 acres of land in a phased manner and the entire plot<\/p>\n
     of 50 acres was to be one contiguous piece of land to enable proper construction of<\/p>\n
     the Development Center.\n<\/p>\n
     3.       Thereafter a Memorandum of Understanding dated 3rd October, 2003 was<\/p>\n
     entered into between the first petitioner and the first respondent. The relevant points<\/p>\n
     are as under :\n<\/p>\n
                      ” d)    By Clause 1 of the said MOU, the parties<\/p>\n
                      agreed inter alia that :\n<\/p>\n
                          i) Payment of consideration payable to MIDC<\/p>\n
                              towards the 10 (ten) acres of the said land @<\/p>\n
                              Rs.1800\/-     (Rupees   One    Thousand       Eight<\/p>\n
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\n                                4<\/span><\/p>\n
           Hundred Only) per sq. mt. (“the First<\/p>\n
           Allotment”).\n<\/p>\n
       ii) On execution of the said MOU, the Company<\/p>\n
           shall pay an earnest money deposit of Rs.\n<\/p>\n
           3,60,00,000\/- as per MIDC letter dated 1st<\/p>\n
           August, 2003.\n<\/p>\n
       iii) The balance amount of Rs.3,60,00,000\/- will be<\/p>\n
           paid to MIDC on MIDC providing the<\/p>\n
           necessary infrastructure facilities like water,
\n         igpower     and approach road to enable the<\/p>\n
           Company      to   commence    the    construction<\/p>\n
           activities on the land as per the drawing<\/p>\n
           submitted.\n<\/p>\n
       iv) Payment of consideration payable to MIDC<\/p>\n
           towards additional 5 (Five) acres of the said<\/p>\n
           land to be purchased within two years after the<\/p>\n
           date of the First Allotment @ Rs.1800\/-\n<\/p>\n
           (Rupees One thousand eight hundred only) per<\/p>\n
           Sq. mt. (“the Second Allotment”).\n<\/p>\n
       v) Payment of consideration payable to MIDC<\/p>\n
           towards final and residuary 35 acres of the said<\/p>\n
           land to be purchased within two years from the<\/p>\n
           Second Allotment i.e. Within three years from<\/p>\n
           the date of the First Allotment @ Rs.1908<\/p>\n
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\n                                                5<\/span><\/p>\n
                           (Rupees One thousand Nine Hundred and Eight<\/p>\n
                           Only) per sq. mt.\n<\/p>\n
                           e) By clause 2(g) of the said MOU, the 1st<\/p>\n
                           Respondent represented and warranted to the 1st<\/p>\n
                           Petitioner, inter alia, that the 1st Respondent<\/p>\n
                           shall enter into a Lease Agreement with the 1st<\/p>\n
                           Petitioner for area covered by the said MOU.\n<\/p>\n
                           f) By Clause 2(h) of the said MOU, the 1st<\/p>\n
                           Respondent further represented and warranted<\/p>\n
                           that untill the formal Allotment Letter was<\/p>\n
                           issued to the 1st Petitioner by the 1st<\/p>\n
                           Respondent, the said MOU shall be considered<\/p>\n
                           an Allotment Letter. The 1st Respondent also<\/p>\n
                           agreed to issue an Allotment Letter to 1st<\/p>\n
                           Petitioner.”\n<\/p>\n
     4.     On 3.10.2003 the first Petitioner handed over to the first respondent a cheque<\/p>\n
     dated 2nd September, 2003 bearing No. 730694 drawn on the Standard Chartered<\/p>\n
     Bank in a sum of Rs.3,60,00,000\/- by way of earnest money deposit under the said<\/p>\n
     MOU. The same was acknowledged by the first respondent. On 23.10.2003 the first<\/p>\n
     respondent accorded sanction to the allotment of land admeasuring 39,825 sq. mtrs.\n<\/p>\n
     Comprising of Plot No. IT-1 in the TTC Industrial Area to the first petitioner for the<\/p>\n
     purpose of setting up the first petitioner’s Industrial Unit for the purpose of IT<\/p>\n
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\n                                                 6<\/span><\/p>\n
     Industries. The sanction was subject to the payment of premium amounting to Rs.\n<\/p>\n
     7.16,85,000\/- calculated @ Rs.1800\/- per sq. mtrs. and on the terms and conditions<\/p>\n
     set out therein. Clause 4(h) of the sanction order reads as under:\n<\/p>\n
                    “The other adjacent plots i.e. Plot No. IT-2<\/p>\n
                    admesauring 19,350 m2, Plot No. IT-3 admeasuring<\/p>\n
                    96,839 m2 and Plot No. IT-4 admeasuring 47,365 m2<\/p>\n
                    have been kept reserved by MIDC for your Company<\/p>\n
                    as mentioned in the Jt. C.E.O. (IT)’s letter dated<\/p>\n
                    11\/07\/2003. It      is therefore, requested to make<\/p>\n
                    arrangement to protect these three plots from any<\/p>\n
                    encroachment by providing fencing etc. A copy of the<\/p>\n
                    layout plan is enclosed herewith.”<\/p>\n
            Petitioner paid requisite balance amount of premium for the plot of 10 acres<\/p>\n
     and forwarded a cheque drawn on Standard Chartered Bank in the sum of Rs.\n<\/p>\n
     3,56,85,000\/-. The first respondent acknowledged the receipt of the payment.\n<\/p>\n
        5. Although the payment of consideration by the first Petitioner to first<\/p>\n
            respondent towards additional 5 acres of land to be purchased was to be<\/p>\n
            made within two years after the date of first allotment @Rs.1800\/- per sq.<\/p>\n
            mtrs. pursuant to the discussions with       the     respondent No.1, the first<\/p>\n
            Petitioner issued letter dated 15.7.2004 to the first respondent stating that<\/p>\n
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\n                                                    7<\/span><\/p>\n
            they were ready to purchase the said 5 acres and enclosed a cheque dated<\/p>\n
            15th July, 2004 bearing No. 709257 drawn on Standard Chartered Bank in a<\/p>\n
            sum of Rs.3,48,390,000\/- towards the payment of consideration of plot IT 2<\/p>\n
            admeasuring 19350 sq. mtrs. This was acknowledged by the first respondent<\/p>\n
            by their receipt dated 16.7.2004. Some additional payment for extra land<\/p>\n
            admeasuring 2500 sq. mtrs. was also made.                   In addition the sum of Rs.\n<\/p>\n
            45,00,000\/- was also paid to the first respondent.\n<\/p>\n
            The possession of plot IT-1 was handed over and advance possession receipt<\/p>\n
     issued on 12.8.2004.\n<\/p>\n
     6.     On 30.8.2004 the first respondent accorded sanction to the allotment of land<\/p>\n
     admeasuring 19350 sq. mtrs. Comprising of plot NO. IT-2 in TTC Industrial Ara to<\/p>\n
     first petitioner. Chause 2(h) of the said order reads as under :\n<\/p>\n
                    “The other plots i.e. Plot No. IT-3 admeasuring 96,839<\/p>\n
                    sq. mtrs and IT-4 admeasuring 47,365 sq. mts. have<\/p>\n
                    been kept reserved by MIDC for the company as<\/p>\n
                    mentioned      in the Joint CEO (IT)’s letter dated<\/p>\n
                    11.7.2003. It was therefore, requested to make<\/p>\n
                    arrangement     to   protect       these    plots     from   any<\/p>\n
                    encroachment by providing fencing etc. Copy of the<\/p>\n
                    plan is attached.”<\/p><\/blockquote>\n
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\n                                                8<\/span><\/p>\n
             By another advance possession receipt       the first respondents        recorded<\/p>\n
     handing over possession of plot IT-2 admeasuirng 19350 sq. mtrs. In the TTC<\/p>\n
     Industrial Area. On 21.10.2004 the first respondent           recorded handing over<\/p>\n
     possession of plot IT-1\/PT admeasuring 2500 sq. mtrs.\n<\/p>\n
     7.      Pursuant to the advance possession receipts, the first petitioner             took<\/p>\n
     possession of plot No. IT-1, IT-2 and IT-1-PT respectively. According to Petitioners,<\/p>\n
     first respondent   thus implemented and acted upon the first phase of allotment by<\/p>\n
     allotting total of 15 acres of land.\n<\/p>\n
     8.      Thereafter agreement of lease were entered into in respect of land IT-1, IT2,<\/p>\n
     IT-1 PT. Clause 3(b) of the agreement of lease dated 10th February, 2005 stated that<\/p>\n
     the Licensee hereby agreed that additional plot of land of about area of<\/p>\n
     approximately 96,389 sq. mtrs., being Plot No. IT-3 and a further area of<\/p>\n
     approximately 47,365 sq. mtrs., being plot No. IT-4 shall be purchased i..e taken on<\/p>\n
     lease within four years from the date of the allotment. This was reiterated also in<\/p>\n
     all the other lease deeds.\n<\/p>\n
     9.      Pursuant to the       commencement certificate dated 15.2.2005, the first<\/p>\n
     petitioner commenced construction in accordance with the approved plans. At the<\/p>\n
     time of filing of the petition, the first petitioner has completed construction of two<\/p>\n
     blocks of buildings comprising Module-I, Module II, canteen, employee care centre,<\/p>\n
     Guest House, Training Centre, Service Yard, Guest House and car parking areas<\/p>\n
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\n                                                 9<\/span><\/p>\n
     covering a built up area of 62702.04 sq. mtrs. The buildings are ready for occupation<\/p>\n
     and occupation certificates have been issued.\n<\/p>\n
     10.    As the Petitioners required a large contiguous plot of land for the purposes<\/p>\n
     of its development,       further discussions between the first petitioner and first<\/p>\n
     Respondent took place. The first Petitioner by letter dated 22.9.2005 enclosed a<\/p>\n
     cheque in the sum of Rs.17,43,10,200\/- for plot No. IT-3 admeasuring 19300 sq.<\/p>\n
     mtrs. @ Rs.1800\/- per sq. mtrs. and another cheque for sum of Rs. 8,52,57,000\/-\n<\/p>\n
     towards the premium for Plot No. IT-4 admeasuring 47,365 sq. mtrs. @ Rs.1800\/-\n<\/p>\n
     per sq. mtr. The first Petitioners requested the official possession be given. The first<\/p>\n
     respondent by receipt dated 22.9.2005 acknowledged receipt of the said amount<\/p>\n
     which was duly acknowledged which was paid in respect of balance land of 35<\/p>\n
     acres. The first petitioner informed the first respondent by their communication of<\/p>\n
     13.1.2006 that the first respondent had requested the first petitioner to wait for<\/p>\n
     possession of the Plot Nos. IT-3 and IT 4 and the possession receipt in this regard,<\/p>\n
     till the 1st respondent had held its Board Meeting and as by then the meeting has<\/p>\n
     been held to hand over the possession.\n<\/p>\n
     11.    Contrary to the expectation, petitioner received a         communication dated<\/p>\n
     16.2.2006    conveying to the petitioner No.1      that the MOU had been cancelled<\/p>\n
     vide a Board Resolution passed on 23rd December, 2005 and hence, the allotment of<\/p>\n
     land admeasuring 35 acres could not be executed. No reasons were given for the<\/p>\n
     cancellation. The first Petitioner thereafter was in communication with the first<\/p>\n
     respondent and also held discussions. The fist respondent by order dated 20.4.2006<\/p>\n
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\n                                                 10<\/span><\/p>\n
     purported to direct, that the premium amount of Rs.25,95,67,200\/- paid by the first<\/p>\n
     Petitioner for allotment of the balance land of 35 acres in Airoli Knowledge Park of<\/p>\n
     TTC Industrial Area, be refunded without any deductions. It was also set out that<\/p>\n
     the first respondent Board after going through the facts and circumstances of the<\/p>\n
     case, had decided to terminate the said MOU but to retain the land admeasuring<\/p>\n
     61,675 sq. mtrs., with the first Petitioner. Though the Petitioner No. 1 had received<\/p>\n
     the cheques in protest, they have not encashed the same.\n<\/p>\n
     12.    According to first Petitioner,   several meetings took place, where the issue of<\/p>\n
     allotting 35 acres to the first Petitioner were discussed and the first Petitioner was<\/p>\n
     repeatedly assured that the matter was under consideration and they will soon get<\/p>\n
     their response. During the meeting on 8.3.2007 with the Chief Executive Officer<\/p>\n
     of the first respondent, the problems and issues faced by the first petitioner at Airoli<\/p>\n
     were put before the first respondent and it was further impressed upon them that non-\n<\/p>\n
     allotment of land would have grave and serious implications on the first Petitioner’s<\/p>\n
     business plans and that the first petitioner would be subjected to irreparable loss and<\/p>\n
     in the absence of the balance 35 acres of land, the entire project would be<\/p>\n
     jeopardized. The first respondent did not respond to the letter of 8.3.2007 for long.\n<\/p>\n
     The Petitioners thereafter gave final notice on 20.6.2007 and as the Respondents did<\/p>\n
     not act on the same, the present petition was filed on 29.6.2007.\n<\/p>\n
     13.    On 6.7.2007 this court ordered that      any acts done by the parties would be<\/p>\n
     subject to the order that may be passed by this court. On 3.8.2007 an interim relief<\/p>\n
     was granted in terms of Prayer Clause (C)(ii) of the petition.\n<\/p>\n
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\n                                                 11<\/span><\/p>\n
     14.      At the hearing of this petition, on behalf of the petitioner, their learned<\/p>\n
     counsel submits that the action of the Board in passing the resolution dated<\/p>\n
     23.10.2005 is unreasonable and arbitrary and issued in breach of the principles of<\/p>\n
     natural justice and fair play and also issued without application of mind and as such<\/p>\n
     violative of article 14 of the Constitution of India. It is submitted that there was<\/p>\n
     valid MOU binding on Respondent No. 1 and the decision of the Board to<\/p>\n
     unilaterally cancel the MOU after receiving consideration without granting<\/p>\n
     petitioners, any opportunity of being heard was in violation of principles of natural<\/p>\n
     justice and fair play and consequently in violation of Article 14 of the Constitution of<\/p>\n
     India.\n<\/p>\n
     15.      It is next submitted that the first respondent after informing the Petitioner<\/p>\n
     No. 1 that they had reserved the land identifiable in IT -3 and IT-4, received<\/p>\n
     consideration and the Petitioner No.1 having acted on the MOU as also the covenant<\/p>\n
     as contained in the lease deed and having incurred expenses for integrated complex<\/p>\n
     could not have unilaterally terminated the MOU. The same, it is submitted would be<\/p>\n
     contrary to the legitimate expectations of the Petitioner.\n<\/p>\n
     16.      Reply has been filed on behalf of Respondent No. 1 by Mr. Suresh Bhosale,<\/p>\n
     Area Manager. It is contended that the perusal of the            correspondence clearly<\/p>\n
     reveals that the MIDC was considering the initial request of the Petitioner for<\/p>\n
     allotment of 25 acres and in respect of further 25 acres the Petitioners were given a<\/p>\n
     time bound first right of refusal. The MOU contemplated phasewise transactions in<\/p>\n
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\n                                                  12<\/span><\/p>\n
     respect of the     land between the parties. The MOU it is contended                  merely<\/p>\n
     contemplated a rate of Rs. 1800\/- per sq. mtr which was to prevail for two years from<\/p>\n
     the date of its 1st allotment namely          23ard October, 2003. The preliminary<\/p>\n
     understanding contemplated an annual escalation of 6% on the premium of Rs.\n<\/p>\n
     1800\/- per sq. mtrs. The resolution of Board dated 23.10.2005 it is set out reveals<\/p>\n
     that the MOU executed between the parties was canceled by the MIDC on two<\/p>\n
     grounds. Firstly that the Petitioners had forwarded a proposal to the Government of<\/p>\n
     India for creation of a Special Economic Zone only to the extent of 25 acres of land<\/p>\n
     and secondly that the Corporation would suffer grave financial loss if the rate of<\/p>\n
     land as contemplated by the preliminary understanding arrived at in the MOU was<\/p>\n
     given effect to.\n<\/p>\n
     17.    It is stated that on      3.4.2006 an application was received from Reliance<\/p>\n
     Industries for allotment of land in the subject area. On 7.4.2006 MIDC issued an<\/p>\n
     invitation to Reliance Infosolutions Private Limited. MIDC and had called upon the<\/p>\n
     company to furnish requisite amount in in relation to the land at the rate of Rs.\n<\/p>\n
     3000\/- per sq. mtr. towards earnest money. MOU has been entered into with M\/s.\n<\/p>\n
     Reliance Infosolutions Private Limited on or about 17.4.2006.              Petitioners it is<\/p>\n
     submitted have preferred the present petition only in June, 2007 which is almost one<\/p>\n
     year two months after intimating to the Petitioner No. 1 the fact of cancellation of<\/p>\n
     the said MOU and in these circumstances any order passed would clearly affect the<\/p>\n
     rights of M\/s,. Reliance as well as MSETCL and MSEDCL.                      The Petition is<\/p>\n
     therefore, it is submitted hit by laches. It is then set that after the notice of 2.5.2006,<\/p>\n
     from the Advocates for the Petitioners for almost an year, the Petitioners had few<\/p>\n
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\n                                                13<\/span><\/p>\n
     meetings with the officials of the MIDC and it was      explained to the Petitioners that<\/p>\n
     the MOU was a preliminary understanding with the Petitioner and the Petitioners<\/p>\n
     had themselves applied to the Government of India in respect of SEZ requirement<\/p>\n
     of 25 acres only. The MOU it is submitted is in the nature of preliminary agreement.\n<\/p>\n
     The MOU for         preliminary understanding was       unenforceable. It is therefore,<\/p>\n
     submitted that the Petition ought to be dismissed.\n<\/p>\n
     18.     Pursuant to the Chamber Summons taken out by Reliance Infosolutions,<\/p>\n
     they were added as party and they have filed reply. It is their contention firstly that<\/p>\n
     the petition is hit by laches, rights have been created in favour of third respondent<\/p>\n
     and in these circumstances, this court ought not to grant any discretionary reliefs<\/p>\n
     under article 226 of the Constitution of India.       It is further submitted that the<\/p>\n
     Petitioner is for enforcement at the highest of a contractual obligation         and a writ<\/p>\n
     petition as such would not be maintainable. It is not necessary to traverse other<\/p>\n
     facts as set out therein.\n<\/p>\n
     19.     In answer to the reply filed     by    1st Respondent, petitioners have filed<\/p>\n
     rejoinder. In rejoinder they have annexed communication of December 06, 2005<\/p>\n
     addressed to the Chairman, Board of Approvals, Ministry of Commerce and Industry<\/p>\n
     that the total area as SEZ on completion of all phases was to be 50 acres. That 15.24<\/p>\n
     acres was already in their possession and they were awaiting decision on 34.76 acres<\/p>\n
     and that the current proposal for SEZ was 25.12 acres, totalling to 50 acres.\n<\/p>\n
     20.     At the outset we may mention that in the course of the hearing, it has come<\/p>\n
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\n                                               14<\/span><\/p>\n
     on record that    though initially land was earmarked for MSETCL and MSEDCL<\/p>\n
     subsequently no land or area earmarked for the Petitioner No. 1 has been allotted<\/p>\n
     either to MSETCL or MSEDCL. Therefore, the presence of these two parties is<\/p>\n
     neither necessary nor proper as they have no interest in the land earlier sought to<\/p>\n
     be allotted to them on any portion of plot IT-4 for the purpose of disposal of the<\/p>\n
     petition.\n<\/p>\n
     21.     At the hearing of this petition, we had called on Respondent No. 1 to produce<\/p>\n
     their records so as to enable this court to find out whether there has been any<\/p>\n
     allotment to Respondent No. 3 of land in respect of 20 acres which they had paid for<\/p>\n
     and for which Respondent No. 1 had agreed to allot them the land . There is no<\/p>\n
     communication on      record to indicate that Respondent No. 1 had at any time<\/p>\n
     intimated to Respondent No. 3 that any portion of the land        earmarked as IT-3 or<\/p>\n
     IT4 has been alloted to Respondent No. 3. The Counsel for Respondent No. 1<\/p>\n
     however, produced before us a file in which shows that as earlier to 5.5.2006,<\/p>\n
     Respondent No. 1 had intended to allot plot IT-3 admeasuring 80,938 sq. mtrs, in<\/p>\n
     favour of M\/s. Reliance Infosolutions Pvt. Ltd.,    at the rate of Rs.3000\/- sq. mtrs.\n<\/p>\n
     The second document on record is the plan which was prepared on 21.7.2007, after<\/p>\n
     the order passed by this court in which the proposed area if IT-4 is set out. However,<\/p>\n
     apart from the file noting there has been no communication by the Respondent No. 1<\/p>\n
     to Respondent No. 3 that IT-4 has been allotted to them.\n<\/p>\n
     22.     In terms of the letter of allotment issued by Respondent No. 1 to Respondent<\/p>\n
     No. 3 dated 7.4.2006 it is set out that the plot of land admeasuring 20 acres is being<\/p>\n
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\n                                                15<\/span><\/p>\n
     offered to Respondent No. 3 admeasuring 80938 sq. mtrs. Clause 4 reads as under :\n<\/p>\n
                    “If the plot which may be finally allotted to you in this<\/p>\n
                    industrial area is facing the National Highway, State<\/p>\n
                    Highway or the Service Road parallel to the National<\/p>\n
                    Highway or State Highway, then you will have to pay<\/p>\n
                    15% additional premium over and above the usual<\/p>\n
                    premium applicable to the respective industrial area at<\/p>\n
                    the time of allotment. Moreover you will have to obtain<\/p>\n
                    necessary permission from concerned competent<\/p>\n
                    authorities before you start construction on such plot<\/p>\n
                    allotted to you.”<\/p><\/blockquote>\n
            In Para 13 of the same communication, sets out that if the plot in question is<\/p>\n
     not allotted to me\/us, I\/we am\/are willing to accept anyone of the following plots in<\/p>\n
     order of preference on the same terms and conditions referred to 1 to 12 above. It<\/p>\n
     does not refer to any specific plot.\n<\/p>\n
     23.    Before we complete the narration, we may refer to some of the documents on<\/p>\n
     the file of Respondent No. 1 which has been produced before us subsequently. It is<\/p>\n
     seen from the note of 19.12.2005 that out of 50 acres of IT park, 15 acres had been<\/p>\n
     allotted to M\/s. Patni Computer while another 35 acres had been committed by<\/p>\n
     MOU between MIDC and M\/s. Patni Computer Systems Limited.\n<\/p>\n
            Reference is then made to the project proposal from M\/s. Reliance Industries<\/p>\n
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\n                                               16<\/span><\/p>\n
     and their requirement of 100 acres and it is observed that the project of M\/s.\n<\/p>\n
     Reliance Industries Limited for IT activities needs to be considered for allotment of<\/p>\n
     remaining land. It is also pointed out that earlier Reliance Industries had requested<\/p>\n
     for allotment of land for Data Centre, BOP services, Life Sciences and Industrial<\/p>\n
     Research and Technology centre but now by its letter dated 31.10.2005 it has asked<\/p>\n
     the land only for IT and ITES activity. The note then reads as under :\n<\/p>\n
                    “As per the policy of this Corporation we can<\/p>\n
                    accommodate these activities in our Airoli Knowledge<\/p>\n
                    Park and the balance land about 37.04 acres could be<\/p>\n
                    considered against its demand of 100 acres.”<\/p>\n<\/blockquote>\n
     24.    There is a subsequent communication of 5th April, 2006 bringing on record<\/p>\n
     that M\/s. Reliance Industries Limited had requested that the offer be issued in favour<\/p>\n
     of M\/s. Reliance Infosolutions Pvt. Ltd. and that M\/s. Reliance Industries had<\/p>\n
     requested the MIDC to offer the land in their favour by letter dad 3.4.2006. There is<\/p>\n
     letter dated 5.5.2006 which sets out that the plot IT 3 admeasuring 80938 sq. mtrs. Is<\/p>\n
     vacant and available for allotment. Then record shows that on 1.12.2006 further<\/p>\n
     note was put up that the Corporation had allotted about 15 acres of land to M\/s. Patni<\/p>\n
     Computers and construction activities on Plot No. IT1 and IT2 are in progress. The<\/p>\n
     corporation had taken a decision to allot in addition 15 acres of land to M\/s. Patni<\/p>\n
     Computers and Reliance Industries has been considered for allotment of 20 acres of<\/p>\n
     land. It is then set out that both Patni Computers and Reliance Industries be allotted<\/p>\n
     suitable plots from IT-3 and IT4\/AM-2         by reconstituting the same.        Then on<\/p>\n
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\n                                               17<\/span><\/p>\n
     1.12.2006 there is a further note which says that 15 acres be allotted to Petitioner<\/p>\n
     No. 1 and 20 acres to M\/s. Reliance Industries.\n<\/p>\n
     25.    Considering the above, we may now consider the challenges raised.\n<\/p>\n
            We may first consider the contention as raised on behalf of Respondent No.1<\/p>\n
     and Respondent No. 3 that the Petition is hit by laches and on this count itself it<\/p>\n
     ought to be dismissed. The Supreme Court in Karnataka Power Corporation Ltd. And<\/p>\n
     another Vs. K.Thangappan and another (2006) 4 Supreme Court Cases 322, in<\/p>\n
     Paragraph 6 and 10 have observed as under :\n<\/p>\n
                   “6. Delay or laches is one of the factors which is to be<\/p>\n
                   borne in mind by the High Court when they exercise<\/p>\n
                   their discretionary powers under Article 226 of the<\/p>\n
                   Constitution. In an appropriate case the High Court<\/p>\n
                   may refuse to invoke its extra ordinary powers if there<\/p>\n
                   is such negligence or omission on the part of the<\/p>\n
                   applicant to assert his right as taken in conjunction<\/p>\n
                   with the lapse of time and other circumstances, causes<\/p>\n
                   prejudice   to   the   opposite     party.   Even    where<\/p>\n
                   fundamental right is involved the matter is still within<\/p>\n
                   the discretion of the Court as pointed out in Durga<\/p>\n
                   Prashad Vs. Chief Controller of Imports and Exports.<\/p>\n
                   Of course, the discretion has to be exercised judicially<\/p>\n
                   and reasonably.”\n<\/p><\/blockquote>\n
\n
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\n                                              18<\/span><\/p>\n
                   Then Para 10 reads as under :\n<\/p><\/blockquote>\n
\n<\/blockquote>\n
                   “10.   It has been pointed out by this Court in a<\/p>\n
                   number of cases that representations would not be<\/p>\n
                   adequate explanation to take care of delay. This was<\/p>\n
                   first stated in K.V. Rajalakshmiah Shetty Vs. State of<\/p>\n
                   Mysore. This was reiterated in Rabindranath Bose case<\/p>\n
                   by stating that there is limit to the time which can be<\/p>\n
                   considered reasonable for making representations and<\/p>\n
                   if the Government had turned down one representation<\/p>\n
                   the making of another representation on similar lines<\/p>\n
                   will not explain the delay. In State of Orissa Vs.<\/p>\n
                   Pyarimohan     Samantaray        making    of     repeated<\/p>\n
                   representations was not         regarded as satisfactory<\/p>\n
                   explanation of the delay. In that case the petition had<\/p>\n
                   been dismissed for delay alone. (See State of Orissa<\/p>\n
                   Vs. Arun Kumar Puranik also).<\/p><\/blockquote>\n
            In UP Jal Nigam and another Vs. Jaswant Singh and another, (2006) 11<\/p>\n
     Supreme Court Cases 464, the court observed that when the person is not vigilant of<\/p>\n
     his rights and claims and acquiesces with the situation or there is a change of<\/p>\n
     position on the part of the party allegedly violating the rights such person’s writ<\/p>\n
     petition cannot be heard after the delay on the ground that same relief should be<\/p>\n
     granted as was granted to persons similarly situated, but who were vigilant of their<\/p>\n
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\n                                                19<\/span><\/p>\n
     rights. The following observations therein are relevant :\n<\/p>\n
                   “12. The statement of law has also been summarised in<\/p>\n
                   Halsbury’s Laws of England, para 911, p. 395 as<\/p>\n
                   follows:\n<\/p><\/blockquote>\n
                   “In determining whether there has been such delay as<\/p>\n
                   to amount to laches, the chief points to be considered<\/p>\n
                   are :\n<\/p><\/blockquote>\n
\n<\/blockquote>\n
                       (i) acquiescence on the claimant’s part; and<\/p>\n<\/blockquote>\n
                       (ii) any change of position that has occurred on the<\/p>\n
                           defendant’s part.<\/p><\/blockquote>\n<\/blockquote>\n
<\/blockquote>\n
                           Acquiescence in this sense, does not mean<\/p>\n
                   standing by while the violation of a right is in progress,<\/p>\n
                   but assent after the violation has been completed and<\/p>\n
                   the claimant had become aware of it. It is unjust to give<\/p>\n
                   the claimant a remedy where, by his conduct, he has<\/p>\n
                   done that which might fairly be regarded as equivalent<\/p>\n
                   to a waiver of it or where by his conduct and neglect,<\/p>\n
                   though not waiving that remedy, he has put the other<\/p>\n
                   party in a position in which it would not be reasonable<\/p>\n
                   to place him if the remedy were afterwards to be<\/p>\n
                   asserted. In such cases, lapse of time and delay are<\/p>\n
                   most material. Upon these considerations rests the<\/p>\n
                   doctrine of laches.”<\/p><\/blockquote>\n
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\n                                                20<\/span><\/p>\n
             On behalf of the Petitioners the learned counsel has pointed out that there<\/p>\n
     has been no delay on the party of Petitioner No. 1, who were pursuing their<\/p>\n
     remedies by having discussions with Respondent No. 1. Apart from that it is pointed<\/p>\n
     out that there was a concluded agreement between the parties and it was not open to<\/p>\n
     Respondent No. 1 to have withdrawn from this offer arbitrarily and without giving<\/p>\n
     them an opportunity. There has therefore been a breach of the principles of natural<\/p>\n
     justice and consequently violation of Article 14 of the Constitution of India. The<\/p>\n
     action of Respondent No. 1 thus is totally arbitrary and in these circumstances this<\/p>\n
     court may not deny the Petitioner remedy which they have sought in the exercise of<\/p>\n
     its extra ordinary jurisdiction.\n<\/p>\n
     26.    In our opinion, the petition does not suffer from any laches as is contended<\/p>\n
     on behalf of Respondent No.1 and 3.       In the first instance, the Petitioners were in<\/p>\n
     communication with Respondent No. 1. Secondly records of Respondent No. 1<\/p>\n
     themselves show that there were discussions going on between Petitioners and<\/p>\n
     Respondent No. 1. This is also     accepted in the affidavit in reply filed on behalf of<\/p>\n
     Respondent No. 1. Further, as late as November, 2006, the records of Respondent<\/p>\n
     No. 1 themselves show that at least 15 additional acres was to be allotted to<\/p>\n
     Petitioners from Plot No. IT-3 and IT4. Apart from that after considering various<\/p>\n
     records though Respondent No. 1 has accepted the offer of Respondent No. 3 for<\/p>\n
     allotment of 20 acres of land, there has been no communication by Respondent No.<\/p>\n
     1 to Respondent No. 3 allotting any specific plot of land earmarked for the Petitioner<\/p>\n
     No. 1. In our opinion, also no third party rights have been created which would<\/p>\n
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\n                                                 21<\/span><\/p>\n
     disentitle the Petitioner No.1 to the reliefs as sought for in the exercise of our extra<\/p>\n
     ordinary jurisdiction. Laches as a principle has been invoked so that stale claims are<\/p>\n
     not entertained. Passage of time results in parties altering their position. Third<\/p>\n
     party rights are created. It is for these reasons,   where there are laches, ordinarily<\/p>\n
     this court would not assist such a petitioner in the exercise of its extra ordinary<\/p>\n
     jurisdiction. A party who sleeps over its right cannot by invoking the extra ordinary<\/p>\n
     jurisdiction, resurrect stale claims. The preliminary objection on that count has to be<\/p>\n
     rejected.\n<\/p>\n
     27.<\/p>\n
            On behalf of Respondent No. 3 another preliminary objection that has been<\/p>\n
     raised is that there being a concluded contract, this court should not entertain this<\/p>\n
     petition in exercise of    its extra ordinary jurisdiction as it involves contractual<\/p>\n
     matters. It is submitted that allotment of land of 20 acres has already been done to<\/p>\n
     Respondent No. 3 after        resolution of the Board terminating the MOU with<\/p>\n
     Petitioner No. 1. The Respondent No. 3 it is submitted has also parted with moneys<\/p>\n
     as demanded by Respondent No. 1 for 20 acres of land which have been allotted to<\/p>\n
     them and entered into an MOU. In these circumstances, it is submitted that this court<\/p>\n
     ought not to interfere by exercising its extra ordinary jurisdiction. In answer on<\/p>\n
     behalf of the Petitioners, the learned counsel submits that even in matters of<\/p>\n
     contract, Petition is maintainable, firstly if the action of the Respondent is illegal and<\/p>\n
     without jurisdiction. Secondly if the principles of natural justice have been violated<\/p>\n
     and thirdly if the Petitioners fundamental rights have been violated. Reliance is<\/p>\n
     placed in the judgment of the Supreme Court in Popcorn Entertainment and Another<\/p>\n
     Versus City Industrial Development Corporation and Another, (2007) 9 Supreme<\/p>\n
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\n                                                22<\/span><\/p>\n
     Court Cases 593.\n<\/p>\n
            This aspect the law      as to the maintainability of the writ         petition    in<\/p>\n
     contractual matters has been explained in Popcorn (supra). The court placing reliance<\/p>\n
     in Whirlpool Corporation Versus Registrar of Trade Marks (1998) 8 SCC 1, noted<\/p>\n
     the three propositions if existing, for the court to entertain a writ petition. We may<\/p>\n
     gainfully refer to Para 23 which reads as under :\n<\/p>\n
                    “23. According to the learned Senior Counsel, all the<\/p>\n
                    three principles as laid down in Whirlpool Corporation<\/p>\n
                    have been made out in the instant case because the<\/p>\n
                    action of CIDCO is wholly without jurisdiction as it is<\/p>\n
                    seeking to resile from a concluded contract contrary to<\/p>\n
                    the express terms of the contract. Secondly, CIDCO,<\/p>\n
                    has violated the principles of natural justice as an order<\/p>\n
                    affecting the right of the appellant has been passed<\/p>\n
                    without giving an opportunity of hearing to the<\/p>\n
                    appellant and thirdly, the appellant’s fundamental<\/p>\n
                    rights as guarantee under Article 14 of the Constitution<\/p>\n
                    of India have been violated because similar allotments<\/p>\n
                    made without calling for tenders are not sought to be<\/p>\n
                    cancelled and the appellant is being singled out by<\/p>\n
                    CIDCO while seeking to cancel the allotment in favour<\/p>\n
                    of the appellant.”<\/p><\/blockquote>\n
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\n                                                 23<\/span><\/p>\n
            Considering the above, in the instant case, we have clearly recorded a finding<\/p>\n
     that the action of Respondent No. 1 in terminating the contract apart from being<\/p>\n
     arbitrary was in violation of the principles of natural justice and fair play. Though<\/p>\n
     there was no concluded contract, yet petitioners acted on the MOU and paid the<\/p>\n
     entire consideration which was accepted by Respondent No. 1. The money was<\/p>\n
     returned by cheque only after accepting the offer by Respondent No. 3. In these<\/p>\n
     premises, there was     agreement between the parties which had to be executed.\n<\/p>\n
     Petitioners fundamental rights under article 14 were affected as the decision to<\/p>\n
     terminate was arbitrary and unreasonable as will be explained latter. In our<\/p>\n
     opinion, therefore, the objection on that count must also be rejected.\n<\/p>\n
     28.     We next consider the contention as urged on behalf of the Petitioners that<\/p>\n
     the resolution of the Board is arbitrary. It is true that ordinarily this court in matters<\/p>\n
     of commercial decisions ought not to interfere with the decision of the Board, unless<\/p>\n
     the action of the Board is arbitrary, unreasonable and unfair. See the law as re-sated<\/p>\n
     in Punjab Financial Corporation Versus Surya Auto Institution (2910) 1 SCC 287.\n<\/p>\n
     Only two reasons have been given for termination of the MOU as reflected in the<\/p>\n
     affidavit of Respondent No. 1. The first        is that the Petitioners had forwarded<\/p>\n
     proposal to the Government of India showing SEZ only to the extent of 25 acres of<\/p>\n
     land and secondly the Corporation would suffer heavy financial loss.\n<\/p>\n
            In so far as first contention is concerned, the proposal submitted by the<\/p>\n
     Petitioner to the Government of India clearly show their requirement of 50 acres for<\/p>\n
     SEZ of which 25 acres was        in the first phase and 25 acres in the second phase.\n<\/p>\n
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\n                                                24<\/span><\/p>\n
     This material was on the record of Respondent No. 1.       The board therefore, did not<\/p>\n
     consider the material on record assuming that the reason for the Board to terminate<\/p>\n
     the MOU for balance 35 acres were on that count. The reasons therefore, given in<\/p>\n
     the affidavit   are not supported by the material on record. A decision taken even as<\/p>\n
     by way of administrative action, ignoring relevant material        affecting the right of<\/p>\n
     party, would clearly be arbitrary and will have to be struck down. Respondent No. 1<\/p>\n
     was duty bound at the time of taking a decision to terminate             the M.O.U., to<\/p>\n
     consider all material on record, necessary for formation of opinion. That was not<\/p>\n
     done. The action, therefore, discloses total non application of mind.\n<\/p>\n
     29.    The second reason given in the affidavit is that the Corporation would suffer<\/p>\n
     heavy financial loss.    The land      here has been acquired and         handed over to<\/p>\n
     Respondent No. 1 for the purpose of industrial development. The objects in the<\/p>\n
     Maharashtra Industrial Development Act, 1961 is to make special provision for<\/p>\n
     securing orderly establishment in Industrial areas and industrial estates of industries<\/p>\n
     in the State of Maharashtra and to assist generally in the organization thereof, and for<\/p>\n
     the purpose to establish an Industrial Development Corporation               for purposes<\/p>\n
     connected with the matters aforesaid. Section 3 of the Act sets out the object is for<\/p>\n
     the purpose of securing and     assisting in the rapid and orderly establishment and<\/p>\n
     organization of industries in industrial areas and industrial estates in the State of<\/p>\n
     Maharashtra     and for that purpose      there shall be      established by the State<\/p>\n
     Government by notification in the official Gazette, a corporation by the name of<\/p>\n
     Maharashtra Industrial Development Corporation. If this is considered it would be<\/p>\n
     clear that the Respondent No. 1 has been established for the purpose of rapid and<\/p>\n
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\n                                                25<\/span><\/p>\n
     orderly industrialization in the State of Maharashtra. Respondent No. 1 therefore,<\/p>\n
     cannot act as private developer. It has to act in conformity with its objectives. In our<\/p>\n
     opinion, therefore, the contention urged on behalf of the Respondent No. 1 that they<\/p>\n
     would suffer heavy financial loss is neither borne by the record nor any material. It<\/p>\n
     is one thing to say that if the land was sold at the rate of Rs.1800\/- sq. mtrs they<\/p>\n
     would suffer financial loss but another to say that the loss is because they have got<\/p>\n
     higher offers, they would suffer a loss by leasing the land to Petitioner No. 1. The<\/p>\n
     M.O.U. with Petitioner No. 1 is of 2003. The offer of Respondent No. 3 is in<\/p>\n
     2007\/2008. Once Respondent No. 1 had given a solemn assurance to parties and<\/p>\n
     had entered into MOUs, accepted the consideration and made the parties proceed on<\/p>\n
     the basis that the land will be allotted to them, in our opinion, the plea of financial<\/p>\n
     loss cannot be accepted. The Board cannot be         motivated to change its decision<\/p>\n
     because it is receiving a higher prices from may be a bidder having larger financial<\/p>\n
     clout for the same land, which was to be allotted to Petitioner No. 1. The Board<\/p>\n
     whose object is to help Organization of Industries in Industrial Areas, cannot<\/p>\n
     profiteer because of subsequent change in price of land nor can it act in haste. It<\/p>\n
     cannot act as an ordinary developer of land. It       is duty bound to give land at<\/p>\n
     reasonable prices considering its objectives.. In Padma            Vs. Hiralal Motilal<\/p>\n
     Desarda and Others, (2002) 7 Supreme Court Case 564 in the matter of allotment<\/p>\n
     of land by CIDCO, the Supreme Court was pleased to observe that the land acquired<\/p>\n
     and entrusted to CIDCO cannot just be permitted to be parted with guided by the sole<\/p>\n
     consideration of money making. CIDCO is not a commercial concern whose<\/p>\n
     performance is to be assessed by the amount it earns. Its performance            would be<\/p>\n
     better assessed by finding out the number of needy persons who have been able to<\/p>\n
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\n                                                26<\/span><\/p>\n
     secure shelter through CIDCO and by the beauty of the township and the quality of<\/p>\n
     life for the people achieved by CIDCO through its planned development schemes. In<\/p>\n
     the instant case    we can substitute     CIDCO by Respondent No. 1. The second<\/p>\n
     reason therefore also is not sustainable. Respondent No. 1 after having entered into<\/p>\n
     MOU with Petitioner No. 1, if it sought to cancel the MOU it ought to have given<\/p>\n
     reasons which are germane. The correspondence on record would show that there<\/p>\n
     are no reasons,<\/p>\n
     28.     Both the reasons therefore, given in the affidavit not being sustainable,        the<\/p>\n
     Board resolution to that extent is liable to be quashed and set aside as being arbitrary<\/p>\n
     and unreasonable.\n<\/p>\n
     29.    Apart from that Respondent No. 1 have violated         the principles of natural<\/p>\n
     justice and fair play as no opportunity was given to the Petitioners. After entering<\/p>\n
     into an M.O.U., accepting moneys from Petitioner No. 1 for the entire land in terms<\/p>\n
     of the M.O.U., the Respondent No. 1 was duty bound to give an opportunity to the<\/p>\n
     Petitioner No. 1 before passing a resolution to terminate the M.O.U.             Thus the<\/p>\n
     action of Respondent No. 1 is not giving an opportunity amounts to infraction of the<\/p>\n
     principles of natural justice and fair play. On this count also the Board resolution has<\/p>\n
     to be quashed and set aside. An     instrumentality of the State must have its actions<\/p>\n
     judged on the touchstone of being fair, bonafide, non-discriminatory and unbiased.\n<\/p>\n
     Parties who approach it for allotment of land should be dealt              on predictable<\/p>\n
     principles. Having entered into an M.O.U. for an agreed sum, it could not without an<\/p>\n
     opportunity because it was getting more money terminate . the M.O.U. The right of<\/p>\n
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\n                                                27<\/span><\/p>\n
     hearing is given so that the party affected can point out the unreasonableness of the<\/p>\n
     action. See Zenit Mataplast Pvt. Ltd. Versus State of Maharashtra and Others, (2009)<\/p>\n
     10 S.C.C. 388. The action of terminating the M.O.U. by the Board has civil<\/p>\n
     consequences.\n<\/p>\n
     30.    The resolution thus being liable to be quashed and set aside, the next question<\/p>\n
     is whether the Petitioners herein are entitled to reliefs as prayed for in the matter of<\/p>\n
     allotment of land.\n<\/p>\n
            The Petitioners herein have offered and it is not disputed, that acting on the<\/p>\n
     MOU the Petitioner No. 1 has proceeded and have paid the entire consideration for<\/p>\n
     the 50 acres of land to the Respondent No. 1 which accepted the same. They have<\/p>\n
     completed the first phase of their project. The project of the Petitioner No. 1 is an<\/p>\n
     integrated project and not merely confining to the 15 acres of land that they were<\/p>\n
     allotted. Once Respondent No. 1 had already entered into an M.O.U. with the<\/p>\n
     Petitioners and Petitioners proceeded to make construction and investment on the<\/p>\n
     understanding that the land would be allotted to them and even as late as 19.12.2005<\/p>\n
     in the note prepared it is shown that further land of 15 acres would be allotted to<\/p>\n
     Petitioner out of the 35 balance acres that are proposed to be allowed and entire<\/p>\n
     premium paid for that, there was a legitimate expectation in the Petitioner that<\/p>\n
     Respondent No. 1 would stand by its promise. Respondent No. 1 therefore, could not<\/p>\n
     have unilaterally terminated the MOU. Apart from that no third party rights were<\/p>\n
     created in as much as there was no specific allotment of 20 acres of land in Airoli<\/p>\n
     IT Project allotted to Respondent No. 3.       It is true that some land         had been<\/p>\n
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\n                                                 28<\/span><\/p>\n
     earmarked, yet no decision was taken finally to allot IT3 to Respondent No. 3. In<\/p>\n
     our opinion, therefore the action of Respondent No. 1 in unilaterally terminating the<\/p>\n
     contract is arbitrary and affected the legitimate expectation of Petitioner No. 1. The<\/p>\n
     principle is based on      certainty and predictability. Persons who deal with an<\/p>\n
     institution of the State must be dealt with in a fair manner. A person who has dealt<\/p>\n
     with the Board in 2003 and agreed to a price, cannot be put in the same class as a<\/p>\n
     person who deals with it in the year 2007-08. The Petitioner No. 1 therefore, was<\/p>\n
     entitled to be allotted the lands identified at IT-3 and IT4 which were reserved for<\/p>\n
     them and in respect of which consideration has already been paid by them and<\/p>\n
     received by Respondent No. 1.\n<\/p>\n
     31.    We make it clear that Respondent No. 3 would be entitled to their 20 acres<\/p>\n
     for the IT Park but on land other than that allotted for the Petitioner and this<\/p>\n
     judgment will not any way affect their rights to the 20 acres of land in the IT Park.\n<\/p>\n
     32.    Rule made absolute in terms of Clause (a)(i), a(ii).\n<\/p>\n
            In so far as Prayer clause a(iii) and a(iv) are concerned, that would be subject<\/p>\n
     to the Petitioner No. 1 complying with all the formalities of          allotment and the<\/p>\n
     statutory rules in force. If    there be any deficiencies on the part of Petitioner,<\/p>\n
     Respondent Corporation to bring the same to their attention in order to allow them<\/p>\n
     to comply with the deficiencies, if any.\n<\/p>\n
            Petitioner No. 1 to return the cheque issued by Respondent No. 1                   to<\/p>\n
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\n                                                29<\/span><\/p>\n
     Respondent No. 1 within sixty days from today.\n<\/p>\n
            In the circumstances of the case, there shall be no order as to costs.\n<\/p>\n
     (J.H. BHATIA,J.)                                     (F.I. REBELLO,J.)\n\n\n\n\n                                                        \n                                           \n                         \n                        \n      \n   \n\n\n\n\n\n\n                                                         ::: Downloaded on - 09\/06\/2013 15:36:03 :::<\/span>\n <\/pre>\n","protected":false},"excerpt":{"rendered":"
Bombay High Court Patni Computers Systems Ltd vs Maharashtra Industrial … on 11 February, 2010 Bench: F.I. Rebello, J. H. Bhatia 1 hvn IN THE HIGH COURT OF JUDICUATURE AT MUMBAI ORDINARY ORIGINAL CIVIL SIDE WRIT PETITION NO. 1345 OF 2007 1. Patni Computers Systems Ltd, a company incorporated under the provisions of the Companies […]<\/p>\n","protected":false},"author":1,"featured_media":0,"comment_status":"open","ping_status":"open","sticky":false,"template":"","format":"standard","meta":{"_lmt_disableupdate":"","_lmt_disable":"","_jetpack_memberships_contains_paid_content":false,"footnotes":""},"categories":[11,8],"tags":[],"class_list":["post-67523","post","type-post","status-publish","format-standard","hentry","category-bombay-high-court","category-high-court"],"yoast_head":"\nPatni Computers Systems Ltd vs Maharashtra Industrial ... on 11 February, 2010 - Free Judgements of Supreme Court & High Court | Legal India<\/title>\n<meta name=\"robots\" content=\"index, follow, max-snippet:-1, max-image-preview:large, max-video-preview:-1\" \/>\n<link rel=\"canonical\" href=\"https:\/\/www.legalindia.com\/judgments\/patni-computers-systems-ltd-vs-maharashtra-industrial-on-11-february-2010\" \/>\n<meta property=\"og:locale\" content=\"en_US\" \/>\n<meta property=\"og:type\" content=\"article\" \/>\n<meta property=\"og:title\" content=\"Patni Computers Systems Ltd vs Maharashtra Industrial ... on 11 February, 2010 - 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