Court Quashes Demand for Increase, Orders Name Change Recognition

The court allowed both petitions, quashing HIMUDA's demand for unearned increase and directing recognition of the company name change. HIMUDA was instructed to issue the necessary NOC for electricity connection, affirming the petitioner's status as the rightful lessee of the industrial plots.

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Issues Involved:
1. Validity of the demand for unearned increase by HIMUDA.
2. Requirement of prior permission for change of company name.
3. Issuance of No Objection Certificate (NOC) for electricity connection.

Detailed Analysis:

Issue 1: Validity of the demand for unearned increase by HIMUDA
The petitioner, M/s Mahle Filter Systems India Ltd., contested an Office Order dated 25.2.2010 by HIMUDA, which demanded Rs. 15,80,97,144/- plus interest for alleged transfer of leasehold rights without prior permission. The court examined the facts, including the amalgamation of M/s Mahle Filter Systems India (P) Ltd. with M/s Purolator India Ltd., sanctioned by the High Court of Delhi on 27.5.2008. The court noted that the change of name from M/s Purolator India Ltd. to M/s Mahle Filter Systems India Ltd. was legally compliant and did not constitute a transfer of property. Clause-2(v)(a) of the Lease Deed, which mandates prior consent for transfer, was deemed inapplicable as the assets remained with the same entity under a new name. Consequently, the demand for unearned increase was quashed.

Issue 2: Requirement of prior permission for change of company name
The court analyzed the provisions of the Companies Act, 1956, particularly Sections 21 and 23, which govern the change of name of a company. It was established that the change of name does not affect the rights or obligations of the company, nor does it constitute a transfer of property. The court concluded that the lease deed did not require prior permission for a name change or for the amalgamation process. Therefore, HIMUDA's insistence on prior permission was unfounded.

Issue 3: Issuance of No Objection Certificate (NOC) for electricity connection
In a related petition, the petitioner sought quashing of HIMUDA's refusal to issue an NOC for electricity connection on the grounds of unauthorized occupation. The court reiterated that M/s Mahle Filter Systems India Ltd. is the same entity as M/s Purolator India Ltd., and thus, the petitioner was entitled to the NOC. The court directed HIMUDA to complete all formalities for regularizing the electricity connection and to issue the NOC.

Conclusion:
Both petitions were allowed. The court quashed HIMUDA's demand for unearned increase and directed it to recognize the name change in its records. HIMUDA was also instructed to issue the necessary NOC for the electricity connection, regularizing the petitioner's status as the rightful lessee of the industrial plots.

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