TaxTMI 
TaxTMI 
TaxTMI 
2026 (3) TMI 258
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....ecorded the special assignment to this Court as above and listed the Interim Application (Lodging) No. 38361 of 2024 seeking modification of the order dated 14th November 2024 for hearing on 30th April 2025 at the insistence of the learned Counsel appearing for the Respondent no. 4. By the said order, the office objections to the said Interim Application were directed to be removed and registered number directed to be obtained by the next date. 3. Earlier on 14th November 2024 the following order was passed : "1. This Interim Application has been filed by one of the partners of the joint venture that had been awarded the work of construction of a Lift Irrigation Project popularly known as 'Jigaon Project', by the Vidarbha Industrial Development Corporation. 2. Mr. Khandekar, learned Counsel for the Applicant submits that by earlier orders of this Court, prayer clauses (b) to (d) have been effectively worked out and that he has instructions to argue this Application for grant of prayer clause (a) which reads thus : "a. That this Hon'ble Court may be pleased to declare that the transaction of assigning Jigaon Project work by the Joint Venture to the ....
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....mitted that the said prayers are worked out and therefore, not pressed and the Official Liquidator's Report in that regard may accordingly be disposed of. 9. Mr. Cama, learned Counsel appearing for the Respondent No. 4 Ex-Director has also opposed the interim application submitting that the only question that arises and the only test to be applied is whether the transactions entered into in 2019 can be said to be in the interest of the Company and for the benefit of the Company. 10. Respondent No. 3 has neither appeared nor raised any objection to the transactions or to the 2019 Agreements (as defined hereinafter). 11. I have heard Mr. Khandekar, learned Counsel for the Applicant, Mr. Cama, learned Counsel for Respondent No. 4 viz, Mr. Sunil Kotecha, the ex-director and Mr. Khan for the Official Liquidator. 12. The background facts are that on the 20th March, 2009, a Joint Venture agreement was entered into between the Applicant, the Company in liquidation viz. M/s Siddharth Infratech Pvt. Ltd. (the "Company") and the Respondent No. 3 viz. SPML, to form a Joint Venture named Siddharth-Mahavir-SPML (JV) (the "Joint Venture") for the work of construction of a Lift Irrigat....
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....m 1st April, 2018 onwards of a total of Rs. 17,40,000/- was being imposed on the Joint Venture and it was also orally communicated that the department would terminate the contract/work if it was not carried out in timely manner. 20. That, therefore, on 5th April, 2019, the Company passed a Board Resolution acknowledging its paucity of funds due to which the Company gave its consent for pre-closure and/or hand over of its part of the Jigaon project work completely to the Applicant. The Board Resolution also recorded that the Company was in the process of entering into a Supplementary Joint Venture Deed with the Applicant and Respondent No. 3 along with a sub-contract agreement to assign the work under the Jigaon project to the Applicant. 21. On 8th April, 2019, the Company addressed a letter to the Joint Venture expressing its inability to complete the project work that was pending and also stated that a sub-contract had been finalised wherein it was decided that the balance work would be executed entirely by the Applicant and the Company also cancelled the sub-contract by which work had been previously sub-contracted to it. 22. In order to facilitate the shift of the work ....
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....onsidering all facts and circumstances under which the 2019 Agreements were entered into inter-alia held that the sub-contracting of work was done for overall benefit of the Joint Venture and the Company. The Company assailed the said order of the Division Bench by a Special Leave Petition which was dismissed on 1st April 2022. 27. On 5th September, 2022, the Division Bench in Interim Application (L) No. 25363 of 2022 has expressly upheld the order dated 11th March, 2022 noting that there was no application to it to vary, modify or recall the same. 28. The aforesaid facts are not in dispute. While Interim Application No.2323 of 2021 seeks validation of the transaction of assigning Jigaon Project work by the Joint Venture to the Applicant herein as is reflected in the documents namely Supplementary Joint Venture dated 8th April 2019, Irrevocable Power of Attorney dated 8th April 2019, Agreement dated 8th April 2019 and Escrow Account Agreement dated 10th April 2019 as legal and valid and not void under Section 536(2) of the Companies Act, 1956, prayers (a) to (g) of the Official Liquidator's Report seek just the opposite viz. declaration of the said transaction as void alo....
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....the work under the Jigaon project to the Applicant and on 8th April, 2019, the Company addressed a letter to the Joint Venture expressing its inability to complete the project work that was pending and also stated that a sub-contract had been finalised wherein it was decided that the balance work would be executed entirely by the Applicant and the Company also cancelled the sub-contract by which work had been previously sub-contracted to it. Mr. Khandekar has submitted that on 8th April, 2019, the Company owed approximately 13-14 crores to various parties qua the sub-contract, which liability was taken over by the Applicant. Mr. Khandekar has submitted that in view of the understanding between the partners of the Joint Venture that the Applicant should not only agree to take over the Jigaon project work but should also accept all kinds of liabilities under the work and should readily invest the monies required to carry out the Jigaon project work, entirely itself. That therefore, sub-contracting of the Jigaon project work to the Applicant meant that the Applicant shall have to invest its financial resources, take over the liabilities and complete the Jigaon project work entirely on....
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....whatsoever dependent upon the share of each of the partners in the Joint Venture and were solely based upon the terms of the Jigoan sub-contract Agreement. 34. Drawing this Court's attention to Clause 3(II) of the Sub-Contract Agreement dated 08th April 2019, Mr. Khandekar has submitted that the Joint Venture did not have any right, title and interest in the amount payable to the Applicant and the same shall never form part of the property of the Joint Venture. 35. Mr. Khandekar has further submitted that pursuant to Clause 3 (IV) of the Sub-Contract Agreement dated 08th April 2019, payment in respect of the work sub-contracted were to be made in the escrow bank account to be opened with Respondent No. 1 and this account was to be operated exclusively by Dellip Kotecha i.e. the Applicant's director. That under Clauses 3(III), 5, 69(a) and 19 of the Sub-Contract Agreement dated 08th April 2019, all liabilities in respect of the subcontracted work were transferred to the Applicant. That by Clause 14, the Joint Venture as also the Company did not have the right to revoke / cancel the subcontract. Mr. Khandekar has submitted that on 10th April, 2019, the Applicant, the Joint Vent....
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.... going through and considering the impugned order passed by the High Court we see no reason to interfere with the same. The SLP stands dismissed". Mr. Khandekar has submitted it is therefore, clear that even though the Appellate Court had in paragraph 41 held that prima facie if not ex-facie the transactions of subcontracting the balance work do appear for the overall benefit of the Joint Venture and the Applicant, the Hon'ble Supreme Court confirmed the same. 40. Mr. Khandekar has relied upon the findings and analysis in the paragraphs 39 to 41 and 46 of the decision of the Appeal Court in the case of Siddharth Infra Tech Pvt. Ltd. vs. The Jalgaon Peoples Co-op. Bank Ltd. and others in the matter between BNC Power Project Ltd. vs. M/s. Siddharth Infra Tech Pvt. Ltd. Order dated 11th March 2022 passed in Interim Application (L) No.24923 of 2021 in Appeal (L) No. 23597 of 2021 in Company Petition No. 708 of 2016., in support. 41. Mr. Khandekar has submitted that therefore the Respondent No. 4 cannot at this stage canvass that the transaction is neither in the interest of the Company nor for the benefit of the Company or in any manner object to the Application or the Official L....
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....vested itself of its 53% share in the joint venture as also its entitlement to carry out 53% of the work by way of a subcontract as referred to above, and in place of the above, the Company in Liquidation has now an entitlement to a measly 53% of 0.5% of the gross billing. 47. Mr. Cama has submitted that by virtue of the transactions of 2019, the joint venture in which the Company in Liquidation remains a 53% shareholder, remains liable to VIDC for all obligations arising under the Joint Venture Agreement and the work allotted to the joint venture, while retaining virtually none of the profit/income from the work done and the Company's 53% JV entitlement equals Rs.41,91,95,413/- along with interest of Rs.11,09,71,162/-. Mr. Cama has submitted that realisation of these amounts substantially exceeding the liquidation liability would enable the Company's revival, restore its credentials and permit its expertise in infrastructure development to be utilised once again. 48. Mr. Cama has submitted that the there is no pleading or proof by the Applicant to show that the transaction was in the best interest of the Company and that it is not even the Applicant's case that the Company i....
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....icular Condition No.105, the joint venture was entitled to subcontract only with the permission of the Irrigation Department. Clause 105 of the tender is reproduced as under for reference: "105. Subletting of work shall be done only with prior approval/permission of the Engineer-in-charge, such permission shall not absolve the contractor from contractual obligation." 53. Mr. Cama, has submitted that unlike for the 2009 sub-contracts, no approval of VIDC has been taken in the present case. In the past VIDC has on 4 to 5 occasions rejected permission for the very same subject transaction of 2019 and has relied upon letters dated 09th May 2019, 29th September 2020, 12th July 2021, 14th July 2021 and 2nd February, 2022. Mr. Cama has submitted that no such permission of VIDC has been taken as mandated by the tender condition, as had been done at the time of the 2009 subcontract to the Company in Liquidation and Mahavir respectively as evident from unnumbered recital clause 2 of 5th August 2009 Agreement and unnumbered recital clause 2 of 12th August 2009 Agreement. 54. Mr. Cama has further submitted that the agreement in question is void under Section 25 of the Indian Con....
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....nd the joint venture was created for carrying out the work tendered by VIDC due to be completed, after extension by 30th June 2020. That in 2009, Siddharth Construction was taken over by the Company in Liquidation and during the pendency of the winding up petition, the Company in Liquidation entered into another agreement on 08th April 2019 with the Joint Venture (JV) to allow Applicant to carry out the remaining work. The 16th RA Bill has been allocated by the JV for Rs.12,87,02,232/-. 53% share i.e. Rs. 6,69,25,160.60/- belonged to M/s. Siddharth Construction amounting to Rs. 6,69,25,160.60/-. JV had opened a JV Escrow Account with Jalgaon Peoples Cooperative Bank Ltd for operation of their financial transactions. 59. Mr. Khan has submitted that thereafter correspondence ensued between the Official Liquidator and the Applicant and Jalgaon Bank from January 2020 till February 2020, however, the same have been withdrawn by the Official Liquidator vide Consent Minutes of Order entered into between Applicant and the Official Liquidator on 06th March 2020, but the same was done without prejudice to the rights and contentions of the Official Liquidator including but not limited to t....
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....ent department is of very little consequence as the government department does not have any authority or locus to disapprove the 2019 Agreements which are internal arrangements entered into by the Joint Venture with its constituents and further that vide letter dated 26th May, 2020, the government department has in fact taken on record the 2019 Agreements and also acted in accordance with the same. That the Hon'ble Supreme Court, as submitted, has also upheld the 11th March, 2022 order and that the said letters are evidently of no consequence. 64. As regards the issue with respect to the approval of the VIDC to the 2019 Agreements is concerned, Mr. Khandekar has submitted that the said tender condition was also brought to the notice of the Division Bench of this Court while passing the 11th March, 2022 order and the Division Bench has after considering the facts observed that the same was done for the overall benefit of the Joint Venture and the Company. Mr. Khandekar has submitted that the said tender condition was also expressly brought on record and agitated before the Hon'ble Supreme Court and the Hon'ble Supreme Court refused to interfere with the 11th March, 2022 order. ....
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....e presentation of the petition for the winding up." 69. Under Part VII of the Companies Act, 1956, there are three modes of winding up. First is, winding up by the Court, next is voluntary winding up and the third is winding up by subjecting to the supervision of the Court. 70. As can be seen in the present case we are concerned with the winding up by the Court and which is where Section 536(2) of the Companies Act, 1956 becomes relevant. 71. Under Section 449 of the Companies Act, 1956, on a winding-up order being made in respect of a company, the Official Liquidator shall, by virtue of his office, become the liquidator of the Company. 72. In this backdrop, we can consider the impact of the legislative direction in Section 536(2) of the Companies Act, 1956 that any disposition of the property of a Company made after the commencement of the winding up i.e. after the presentation of a petition for winding up, shall be void unless the Court otherwise orders. The word "void" as employed in the context of Section 536(2) indicates that the word "void" is not employed peremptorily since the court has power to order otherwise; the words "unless the court otherwise orders" are ....
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.... of the company, it would be in the discretion and duty of the court to validate such transactions. 75. This Court in the case of Helbon Engineers Pvt. Ltd. vs. Ferral Anant Machinery Manufacturers Pvt. Ltd. 2024:BHC-OS:8509, has relying upon the decision of the Hon'ble Supreme Court in the case of Pankaj Mehra and another vs. State of Maharashtra and others (supra), observed in paragraphs 40, 41 and 42 as under : "40. No doubt, pursuant to Section 441 of the Companies Act, winding up of a company by Court shall be deemed to have commenced at the time of presentation of the petition which in the present case would be 25th August 2003. It is also provided under Section 536(2) of the Companies Act that in the case of a winding up by a Court, any disposition of the property of the company made after the commencement of the winding up shall, unless the Court otherwise orders, be void. This Court in the case of S.P. Khanna v. S.N. Ghosh (supra) has clearly observed that if bona fides are established, then Section 536(2) would not apply, as the said provision is clearly an enabling provision in favour of saving transactions in the interest of justice. That, all transactions w....
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....e following : "The word 'void' in its strictest, means that which has no force and effect, is without legal efficacy, is incapable of being enforced by law, or has no legal or binding force, but frequently the word is used and construed as having the more liberal meaning of 'voidable'. The word 'void' is used in statutes in the sense of utterly void so as to be incapable of ratification, and also in the sense of voidable and resort must be had to the rules of construction in many cases to determine in which sense the legislature intended to use it. An act or contract neither wrong in itself nor against public policy, which has been declared void by statute for the protection or benefit of a certain party, or class of parties, is voidable only. 15. For discerning the legislative idea in employing the word "void" in the context set out in Section 536(2) of the Companies Act the second aspect to be noticed is that the provision itself shows that the word void is not employed peremptorily since the court has power to order otherwise. The words "unless the court otherwise orders" are capable of diluting the rigour of the word "void" and to choose the alternati....
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....ion, as observed by the Hon'ble Supreme Court, could lead to a catastrophic situation which should be averted." 76. It is, therefore, clear from the aforesaid elucidation that the Company Court in view of the terms "unless the court otherwise orders", has discretion to validate/ratify the transactions/dispositions of the company's property that would have occurred during the interregnum between the presentation of the petition for winding up and the passing of the order for winding up, provided the dispositions/transactions are bona fide and shown to be fair, just and reasonable. In this case, Section 536(2) of the Companies Act, 1956 would not apply as the enabling provision is in favour of saving transactions in the interest of justice. 77. Having set out the law as above, this Court now proceeds to consider the case at hand. 78. When in the year 2016, the Company started facing financial crisis and was unable to carry out its sub-contracts obligations, and as the Jigaon project started getting delayed and the government department threatened to impose heavy fines upon the Joint Venture, on the 3rd June, 2016, an agreement was entered into between the Joint Venture, the ....
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....re and/or hand over of its part of the Jigaon project work completely to the Applicant. The Board Resolution also recorded that the Company was in the process of entering into a Supplementary Joint Venture Deed with the Applicant and Respondent No. 3 along with a sub-contract agreement to assign the work under the Jigaon project to the Applicant, (ii) Letter dated 8th April, 2019, of the Company to the Joint Venture expressing its inability to complete the project work that was pending and also stating that a sub-contract had been finalised wherein it was decided that the balance work would be executed entirely by the Applicant and the Company also cancelled the sub-contract by which work had been previously sub-contracted to it. It is in this context that in order to facilitate the shift of the work to the Applicant, on 8th April, 2019, itself the 2019 Agreements were entered into:- a) The parties to the Joint Venture viz. The Applicant, the Company and the Respondent No. 3 entered into a supplementary Joint Venture Deed amending certain terms and conditions of the Joint Venture Agreement to enable the Applicant to carry out the works in entirety. The following clauses we....
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....tors notice were false, misleading and illegal. 80. It is settled law that an Irrevocable Power of Attorney which has created an interest in favour of the Applicant could not have been unilaterally revoked. Even otherwise at the time of the purported revocation by the Company and / or its directors, the Company was in liquidation and as such had no power and or authority to revoke the Irrevocable Power of Attorney. 81. The Joint Venture, the Applicant, the Company and the Respondent No. 3 also entered into a sub-contract wherein the balance work remaining for the Jigaon project after completion of the work under the 13th RA Bill was sub-contracted in its entirety to the Applicant as the Company did not have funds to fulfill the work and had expressed its unwillingness to execute its remaining share of works sub-contracted to the Company via sub-contract dated 12th August, 2009. The sub-contract was executed inter-alia to enable the Jigoan project to be completed within the stipulated time. The important clauses in the said sub-contract with respect to the balance remaining work are as under:- i) Page 75-As per this sub-contract all liabilities as also risk of the com....
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....on Lift Irrigation Division, Mahabal, Jalgaon pertaining to balance work of Kurha-Vadoda Lift Irrigation Scheme as described above, shall be fully credited to the designated Escrow account and full amount shall be directly transferred to the cash credit account number 00154700000119 with The Jalgaon Peoples Co.Op. Bank Ltd, 152, Polan Peth, Dana Bazar, Main Branch, Jalgaon-425001, Maharashtra, IFSC Code: JPCB0000001 of Mahavir Civil Engineering And Services Pvt. Ltd. Article 3.1 - The Account Holder and MAHAVIR jointly hereby irrevocably and unconditionally authorise the Account Bank to receive the amounts into the escrow account and on the same day once the amount gets credited during banking hours in the escrow account to transfer it as per the written instructions given by the "Account Holder" and "MAHAVIR" in para (F) above. Article 6.1 -The Account Holder's Account and MAHAVIR's account shall not be discontinued / closed without the prior written consent from the MAHAVIR." 83. As can be seen from the above, after the 2019 Agreements have been entered into after due deliberations and appropriate resolution and communication of the Company, the Ex-director c....
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....t only took over and discharged the work but also liabilities of approximately Rs. 14 Crores of the Company on taking over the project work. 88. And although on 7th August, 2019, during the pendency of the Jigaon project work, this Court ordered the liquidation of the Company, it cannot be denied that on account of the Applicant taking over the Jigaon project work, the government department of the project noted that remarkable progress had been made and as a result of the same waived off the entire fine imposed earlier on the Joint Venture and further extended the deadline to complete the remaining part of the Jigaon project work. 89. The 11th March, 2022 order of the Division Bench of this Court after considering all facts and circumstances under which the 2019 Agreements were entered into inter-alia has held that the sub-contracting of work was done for the overall benefit of the Joint Venture and the Company. Paragraphs 39 to 41 and 46, of the decision in the case of Siddharth Infra Tech Pvt. Ltd. vs. The Jalgaon Peoples Co-op. Bank Ltd. and others in the matter between BNC Power Project Ltd. vs. M/s. Siddharth Infra Tech Pvt. Ltd. (supra), are relevant and are usefully qu....
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.... a last extension by the State Government till 30th June 2022; any continued restraint on the operation of either the Escrow Account and/or the Cash Credit Account, will seriously prejudice the completion of the Lift Irrigation Project and will be against public interest. It will also be extremely inequitable to entertain the request of the Applicant (or Mr. Sonawane) who sat by, while Respondent No.3 did all the work, to now seek payment not be made to Respondent No.3. Any interference against the Bank Account operation will cause serious prejudice; We are considering an Appeal against an order transferring the Company Petition to the NCLT. The scope of this Appeal is limited. It cannot extend to deciding inter party civil disputes on matters of contract. These are to be decided by the appropriate forum. Had the full facts, now before us, been brought to our notice, we would in the first instance, not passed the Order dated 3rd November 2021. 41. Prima facie if not ex facie the transactions of sub- contracting the balance work do appear for overall benefit of Joint Venture and the Applicant. The contention regarding the Applicant and Respondent No.3's di....
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....e of presentation of the winding up petition on 7th September 2016 and the passing of the winding up order on 7th August 2019, I am of the view that the transaction of assigning Jigaon Project Work by the Joint Venture to the Applicant as evidenced and consummated by the 2019 Agreements, was necessary and expedient in the interest and overall benefit of the Company and the Joint Venture and were entered into bona fide, fairly, justly and reasonably to complete the Jigaon Project which was in public interest as well and deserves to be preserved, protected and validated and not doing so would be met with disastrous consequences resulting in irretrievable injustice which cannot be permitted. 94. In view of the above, the arguments by Mr. Cama and Mr. Khan are without any merit and stand rejected. 95. Even the objection that there was no pleaded case that the transaction is bona fide and in the interest of the Company holds no water as the Applicant has specifically pleaded in paragraph 25 of the Interim Application as well as in paragraphs 10, 14, 17, 20, 23 and 42 of the additional affidavit dated 12th January, 2021 that the transaction of assigning the Jigaon project work by t....
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....8); (b) in the case of a Judge of a High Court, the duty of examining and impounding any instrument under this Section may be delegated to such officer as the Court appoints in this behalf. (3) For the purposes of this section, in cases of doubt,- (a) the State Government may determine what offices shall be deemed to be public offices; and (b) the State Government may determine who shall be deemed to be persons in charge of public offices." 99. Section 35 the Stamp Act provides that instruments not duly stamped are inadmissible in evidence. Section 35 is also usefully quoted as under: "35. Instruments not duly stamped inadmissible in evidence, etc.- No instrument chargeable with duty shall be admitted in evidence for any purpose by any person having by law or consent of parties authority to receive evidence, or shall be acted upon, registered or authenticated by any such person or by any public officer, unless such instrument is duly stamped: Provided that- (a) any such instrument [shall] be admitted in evidence on payment of the duty with which the same is chargeable or, in the case of an instrument insuffi....
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.... since the 2019 Agreements are insufficiently stamped, the same cannot be acted upon in any manner whatsoever. 102. Mr. Cama, as noted above, has relied upon the decision in the case of Interplay between Arbitration Agreements under Arbitration and Conciliation Act, 1996 and Stamp Act, 1899 In re (supra) in support of his contention. The said decision of the Hon'ble Supreme Court citing several earlier decisions of the Apex Court has very lucidly explained the difference between inadmissibility of an instrument and its voidness. In paragraph 49 of the said decision, the Hon'ble Supreme Court has observed that admissibility of an instrument in evidence is distinct from its validity and enforceability in law. Section 2(g) of the Contract Act provides that an agreement not enforceable by law is said to be void. The admissibility of a particular document or oral testimony, on the other hand, refers to whether or not it can be introduced into evidence. When an agreement is void, it refers to its enforceability in a Court of law. When it is inadmissible, it refers to whether the Court may consider or rely upon it while adjudicating the case. Paragraphs 49 to 59 of the said decision ar....
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....uous. It stipulates, "No instrument chargeable with duty shall be admitted in evidence..." The term "admitted in evidence" refers to the admissibility of the instrument. Sub-section (2) of Section 42, too, states that an instrument in respect of which stamp duty is paid and which is endorsed as such will be "admissible in evidence". The effect of not paying duty or paying an inadequate amount renders an instrument inadmissible and not void. Non-stamping or improper stamping does not result in the instrument becoming invalid. The Stamp Act does not render such an instrument void. The non-payment of stamp duty is accurately characterised as a curable defect. The Stamp Act itself provides for the manner in which the defect may be cured and sets out a detailed procedure for it. It bears mentioning that there is no procedure by which a void agreement can be "cured". 55. In Thiruvengadam Pillai v. Navaneethammal, this Court noted that the trial court and the High Court had doubted the authenticity of an agreement for the sale of certain immovable property because it was written on two stamp papers purchased on different dates. This Court held that this by itself would not invali....
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....ure to stamp an arbitration agreement is not a "curable defect". Relying on the provisions of the Contract Act as well as Section 11(6-A) of the Arbitration Act, it held that an unstamped arbitration agreement is void. The relevant paragraphs of the judgment of the majority are extracted below : (SCC p. 79, para 103) "103. ... It may not be apposite to merely describe an unstamped arbitration agreement as a "curable defect". As long it remains an unstamped instrument, it cannot be taken notice of for any purpose, as contemplated in Section 35 of the Stamp Act. It remains unenforceable. ... It is "not enforceable in law". In the said sense, it also cannot exist in law. It would be void. Our view in this regard that voidness is conflated to unenforceability receives fortification from Section 2(j) of the Contract Act which renders a contract which ceases to be enforceable void." (emphasis in original) 58. The above observation of this Court in N.N. Global (2), is incorrect. Section 2(j) of the Contract Act provides as follows: "2. (j) A contract which ceases to be enforceable by law becomes void when it ceases to be enforceable." 59. Section 2(j) i....
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.... condition as had been done at the time of the 2009 sub- contract to the Company in liquidation to the Applicant, I agree with the submissions by Mr. Khandekar that the said correspondence is of very little consequence as in fact by letters dated 24th March, 2020 and 26th May, 2020, the 2019 Agreements have been unequivocally accepted and acknowledged and also acted upon, as can be seen by the act of deposit of monies into the escrow account, which is the view of the Division Bench of this Court at the time of passing of the 11th March, 2022 order having considered the said correspondence. The Division Bench in paragraph 35 of its order had observed that the reliance of correspondence with the government department is of very little consequence as the government department does not have any authority or locus to disapprove the 2019 Agreements which are internal arrangements entered into by the Joint Venture with its constituents and further that vide letter dated 26th May, 2020, the government department has in fact taken on record the 2019 Agreements and also acted in accordance with the same. That the Hon'ble Supreme Court, as submitted, has also upheld the 11th March, 2022 order....