Meaningful show-cause notice and consideration of Charity Commissioner sanction are essential before pre-emptive purchase can be sustained.

A pre-emptive purchase order under Chapter XX-C was held unsustainable where the show-cause notice failed to disclose the material, valuation basis, and comparable sale instances relied upon, depriving the parties of a meaningful opportunity to meet the case against them. The authority also erred by brushing aside the Charity Commissioner's sanction without examining its relevance to the reasonableness and genuineness of the agreed consideration in a trust property sale. On both grounds, the order was invalid and the transfer could not be blocked; the authorities were directed to issue the no objection certificate.

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Issues: (i) Whether the pre-emptive purchase order under Section 269UD was vitiated for want of a proper and meaningful show-cause notice disclosing the material relied upon; (ii) Whether the appropriate authority could disregard the Charity Commissioner's sanction without dealing with its effect on the reasonableness of the agreed consideration.

Issue (i): Whether the pre-emptive purchase order under Section 269UD was vitiated for want of a proper and meaningful show-cause notice disclosing the material relied upon.

Analysis: The statutory scheme required prior notice, disclosure of the basis for proposed action, and a fair opportunity to meet the material relied upon for compulsory purchase. A vague notice that does not specify the grounds, valuation basis, or sale instances deprives the affected parties of an effective opportunity to explain why the apparent consideration represents market value or why no undervaluation exists. The notice in the present case was found to be bereft of particulars, while the valuation report and comparable instances relied upon in the final order were not supplied to the petitioner.

Conclusion: The issue was answered in favour of the petitioner. The order of pre-emptive purchase was unsustainable because the show-cause notice did not satisfy the requirement of reasonable opportunity.

Issue (ii): Whether the appropriate authority could disregard the Charity Commissioner's sanction without dealing with its effect on the reasonableness of the agreed consideration.

Analysis: Sanction by the Charity Commissioner under the trust law regime was a relevant circumstance bearing on the reasonableness of the sale price and could not be brushed aside by a bare statement that it was only persuasive. The authority was required to consider why that sanction did not support the genuineness or fairness of the transaction, particularly where the sale involved trust property and the statutory sanction reflected an application of mind to the trust's interest and benefit.

Conclusion: The issue was answered in favour of the petitioner. The impugned order was invalid for failing to properly consider the Charity Commissioner's sanction.

Final Conclusion: The pre-emptive purchase order was quashed and the authorities were directed to issue the no objection certificate for the transfer.

Ratio Decidendi: A pre-emptive purchase order under Chapter XX-C cannot stand unless the affected parties are given a meaningful show-cause notice disclosing the material and grounds relied upon, and relevant circumstances supporting the transaction, including sanction by the Charity Commissioner where applicable, must be duly considered before exercising the power.

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