Judgment :- SRINIVASAN, J Per Srinivasan, JOn June 17, 1985, the Joint Action Council comprising of representatives of Central Trade Union organisations issued a notice under Section22 of the Industrial Disputes Act together with a charter of demands numbering 27 to almost all the textile mills in Tamil Nadu State seeking revision of wages, dearness allowance and several other benefits and announcing that the workers of all the textile mills in the State would commence a general strike on July 16, 1985. As there was no compliance with the demands by the managements of the mills, conciliation proceedings were taken up by the Deputy Commissioner of Labour in the first instance and later by the Commissioner of Labour. In the course of such proceedings some of the managements represented by South India Mills Association (referred to as SIMA), National Textile Corporation (referred to as NTC) and Co-operative Spinning Mill put forward counterdemands relating to fixation of workload after scientific evaluation, wage revision linked to production, etc., 2. The Conciliation Officers reported failure under Section12(4) of the Industrial Disputes Act (hereinafter referred to as 'the Act') on July 12, 1985 to the State Government. That led to the issue of five Government orders bearing numbers 1395 to 1399 on 15th July, 1985. By the first G.O., the Government referred for adjudication to the Industrial Tribunal, Madras the dispute relating to some of the demands made on behalf of the workers as set out in the annexure thereto under Section 10(1)(d) of the Act. By the second order, the Government refused to refer for adjudication the matters set out in the annexure thereto which again related to the demands made on behalf of the workers. The third order pertained to the counter-demands made by the managements some of which were referred for adjudication. The fourth order listed the counter-demands of the managements with respect to which the Government refused to refer for adjudication. By the fifth order, the Government in exercise of its powers under Section10-B of the Act granted some interim benefits to the workers and directed the managements to make payments accordingly. 3. By G.O. Ms. No. 1647, Labour, 12th August, 1985, the Government constituted a Special Industrial Tribunal and appointed Thiru K. B. Varadan as the Special Tribunal for a period of six months to adjudicate the disputes referred under G.O.Ms. Nos. 1395 and 1397. 3. By G.O. Ms. No. 1647, Labour, 12th August, 1985, the Government constituted a Special Industrial Tribunal and appointed Thiru K. B. Varadan as the Special Tribunal for a period of six months to adjudicate the disputes referred under G.O.Ms. Nos. 1395 and 1397. The disputes were transferred to the file of the Special Industrial Tribunal and numbered as I.D. Nos. 1 and 2 of 1985. By G.O.Ms. No. 1771, dated the 21st August 1985, the Government referred the disputes between the workmen and the managements of the textile mills having 2, 000 spindles and more and manufacturing higher than 10 counts among the Mills mentioned in Annexure II of the order with respect to nine issues set out in Annexure I thereto. That was taken on file as I.D. No. 3 of 1985 by the Special Tribunal. On the same day, another G.O. bearing No. 1772 was issued directing the reference of the dispute relating to textile mills having 2, 000 spindles and less and manufacturing counts 10 and below with reference to ten issues set out in the Annexure to the said order. That was taken on file as I.D. No. 4 of 1985 by the Special Tribunal. By G.O. Ms. No. 2041 dated 20th September 1985, the Government referred four more issues for adjudication in I.D. No. 1 and 3 of 1985 and that was taken on file as I.D. No. 5 of 1985. 4. In the Annexures to the Government orders, the names of the mills with reference to which orders of reference were made and orders under Section10-B of the Act were furnished and the list pertaining to I.D. Nos. 1, 3, 4 and 5 was the same. It contained the names of 579 mills. The Madras Labour Union and the B. & C. Mills Staff Union filed W.P. No. 10409 of 1985 on the file of this Court for a mandamus to be issued to the Government of Tamil Nadu to include B. & C. Mills in the reference made in G.O. Ms. 1395 and 1397 and and also pass orders under Section10-B of the Act on the same lines as in G.O.Ms. No. 1396. The joint Action Council had filed Writ Petition No. 12777 of 1985 on the file of the Supreme Court of India praying for similar reliefs. 1395 and 1397 and and also pass orders under Section10-B of the Act on the same lines as in G.O.Ms. No. 1396. The joint Action Council had filed Writ Petition No. 12777 of 1985 on the file of the Supreme Court of India praying for similar reliefs. Simultaneously, the Unions have been moving the Government of Tamil Nadu for including B. & C. Mills and 35 other mills in the references. The Government accepted their demand by including nine mills in the reference by G.O.Ms. Nos. 374 to 377 dated 18th February 1986. Though the Annexure to the Orders contained names of 15 mills, it was found that six of them had already been included in the original reference. In G.O.Ms. No. 378 dated 18th February 1986, the Government gave its reasons for not including 21 mills in the references. The reason given for not including B. & C. Mills, Madras is as follows :- "As far as this mill is concerned the Government were satisfied that no valid Industrial Dispute existed on the economic demands raised by the Tamil Nadu Joint Action Council of Textiles Trade Unions. Further due to factions in Madras Labour Union, the locus standi of this Union to raise any dispute on behalf of the workmen has been lost. In fact, the elections to the office bearers of the above Union are held by this Department on 3rd February 1986 and only thereafter the position of this union to represent the cause of the workmen can be decided. Beside the Unions have filed a writ petition in the High Court, Madras praying for the inclusion of B & C Mills in the order of reference and it is still pending." * With regard to 11 mills numbered as 11 to 21, in the said Government Order, the following reason is given for not including them in the references :- "In these cases substantial evidences were produced to prove that no dispute existed between the concerned managements and their workmen on the economic demands raised by the Tamil Nadu Joint Action Council of Textiles Trade Unions. The Government were therefore satisfied that no valid and substantial Industrial Dispute existed on the demands and hence the cases of these mills were not referred for adjudication." * It is not necessary to refer to the reasons given by the Government with regard to the other nine mills for their non-inclusion. 5. 36 days later, the Government thought fit to pass orders in G.O.Ms. Nos. 702 and 704 dated the 27th March, 1986, including B. & C. Mills, Madras, in Annexure II to G.O.Ms. Nos. 1395 and 1397 dated 15th July 1985 in exercise of its power under Section10(5) of the Act in spite of the fact that the writ petitions filed by the Unions had not been disposed of by this Court or the Supreme Court. On the same day, another G.O. bearing No. 703 was passed under Section10-B of the Act directing B. & C. Mills to make payments mentioned therein. The management of B. & C. Mills filed W.P. Nos. 2954 to 2956 of 1986 questioning the inclusion of the mills in the reference and also the validity of the order under Section10-B of the Act. Those writ petitions are still pending and there were no interim orders therein. 6. Again on 13th June, 1986, the Government issued G.O.Ms. No. 1110 ordering the inclusion of two more mills in I.D. Nos. 1 and 3 of 1985. On the same day, the Government issued another G.O. bearing No. 1111 setting out the names of 12 mills and giving reasons for not including them in the references. With regard to items 3 to 12 in the said list, the reason given by the Government was that settlements reached under Section12(3) of the Act were in force. 7. There were petitions before the Supreme Court for transferring writs pending in this Court to that Court to be disposed along with W.P. No. 12777 of 1985 filed by the Joint Action Council. On August 14, 1986, the Supreme Court passed a common order disposing of W.P. No. 12777 of 1985 and the transfer petitions. As the Government had by that time included the B. & C. Mills and two other mills in the references and refused to include only 12 mills listed in G.O.Ms. No. 1111 dated 13th June 1986, the Supreme Court had to consider the matter only with reference to those 12 mills. As the Government had by that time included the B. & C. Mills and two other mills in the references and refused to include only 12 mills listed in G.O.Ms. No. 1111 dated 13th June 1986, the Supreme Court had to consider the matter only with reference to those 12 mills. Even out of the 12, one was left out of consideration as the Government had included the same under its new name after it had changed its name. With regard to another, it was held to be a processing unit and the Government's decision not to include the same was upheld. As regards the remaining ten mills, the Supreme Court observed as follows :- "In regard to the 10 other mills mentioned in the G.O. it is recited that there are settlements in force between the managements and the workmen of these mills. We think, in view of the fact that the dispute was an industry-wise dispute and not establishment-wise dispute, these 10 mills should have also been included in the reference and it should have been left to the managements of the Mills to object to the reference before the Tribunal. These 10 mills are members of South India Mills Association. They were parties to the conciliation proceeding. The terms of reference as already mentioned by us show that the dispute was industry-wise and not establishmentwise. The Government should not have at this stage taken on itself the task of deciding whether these mills should or should not be governed by the general adjudication affecting all the workmen in the industry. In the circumstance, we direct the State of Tamil Nadu to forthwith include these 10 mills enumerated as numbers 3 to 12 by G.O.Ms. No. 1111 dated 13th June 1986 in the reference to the Tribunal made by G.O.Ms. No. 1395 dated 15th July 1985. The concerned managements may object to the reference, if so advised." * While the transfer petitions were dismissed withdrawn, the writ petition was ordered the above terms. 8. Pursuant to the direction given by the Supreme Court, the Government passed G.O. Ms. No. 1955 dated 6th October, 1986 including the ten mills refereed to in the order of the Supreme Court in the references. 8. Pursuant to the direction given by the Supreme Court, the Government passed G.O. Ms. No. 1955 dated 6th October, 1986 including the ten mills refereed to in the order of the Supreme Court in the references. After the matter was taken up by the Special Tribunal, it was found that there was a duplication of the names of 21 mills and one mill was mentioned in three places and it was ascertained by the Special Tribunal that the total number of mills involved in the references was 559, out of which, 133 remained absent. It was also found that in I.D. No. 2 of 1985 which pertained to the counterdemands made by the management, the number of mills involved was 124 in all. 9. In the course of the enquiry some of the managements claimed exclusion from the proceedings on one or other of the following grounds :- (a) non-inclusion of the mill in the reference proper; (b) the units are not textile mills; (c) the establishments have been closed; (d) proceedings pending before the Industrial Tribunal on a valid reference by the State Government relating to the establishment and involving the same issue; (e) the absence of workers' union in the establishment as also a demand by the workmen and the consequent incompetency of the Joint Action Council to represent them; and (f) the illegality of the references by reason of subsisting settlements under Section12(3) or Section18(1) of the Act. The aforesaid objections related to I.D. Nos. 1 and 3 to 5 of 1985. The B. & C. Mills, Madras raised an objection to I.D. No. 2 of 1985 on the ground of total absence of any demand by the management. The Special Tribunal dealt with the above objections as preliminary objections and over-ruled almost half of them excepting some which where based upon the units not being textile mills. The Special Tribunal excluded Saravana Mills, Udumalpet. Sri Sabareeswarar Mills. Udumalpet, V.R.C.F. Textiles, Coimbatore-15, Selvakumar Textiles, Coimbatore-29, Jupiter Packing Company, Erode and United Bleaders Limited, Mettupalayam. We are not concerned in this batch of writ petitions with the correctness of the Special Tribunal's conclusion excluding those units from the reference. 10. The Special Tribunal excluded Saravana Mills, Udumalpet. Sri Sabareeswarar Mills. Udumalpet, V.R.C.F. Textiles, Coimbatore-15, Selvakumar Textiles, Coimbatore-29, Jupiter Packing Company, Erode and United Bleaders Limited, Mettupalayam. We are not concerned in this batch of writ petitions with the correctness of the Special Tribunal's conclusion excluding those units from the reference. 10. With reference to the mills seeking exclusion on the ground of closure, the Special Tribunal excluded (1) Janardhana Mills Limited, Coimbatore, (2) Jallaram Spinning Mills, Coimbatore and (3) Sivasakthi Spinning Mills, Udumalpet, while rejecting the claim of eight other mills. Even though the factum of closure of those mills was not denied by the Joint Action Council or the Unions, the Special Tribunal held that the award to be passed would be applicable, "subject of course, to the terms and conditions to be agreed to between the mills, as and when efforts are taken to reopen them" * . With regard to those mills, the Special Tribunal observed as follows :- "In the circumstances, I deem it just and necessary to direct that the application of the award herein either in entirety or in part should be left to be negotiated and concluded by the respective management and the union." * We are concerned in these cases only with objections (e) and (f) set out above. Many of these writ petitions heard by us are based on the last of the objections. Major portion of the arguments related to the legality of the references and the competence of the Government to make the reference when settlements under Section12(3) or Section18(1) of the Act are subsisting. Before adverting to the arguments advanced before us and considering the same, it is better to complete the narration as to what happened before the Special Tribunal. 11. Even at the initial stage of the enquiry, several managements filed miscellaneous petitions seeking the relief of exclusion from the purview of the references on the ground that the references were bad in law for want of jurisdiction in the Government to make them in view of the currency of the settlements in the respective unions. The Special Tribunal passed an order on January 20, 1986, declining to record any conclusive finding at that stage and reserving the matter to be dealt with in the final award after completing the enquiry. The Special Tribunal passed an order on January 20, 1986, declining to record any conclusive finding at that stage and reserving the matter to be dealt with in the final award after completing the enquiry. It appears that this Court refused to interfere with the said preliminary order when it was approached by certain managements for issue of writ of mandamus. At the time of final hearing, the Special Tribunal had the advantage of the order of the Supreme Court in W.P. No. 125777 of 1985 referred to earlier. Then it was contended on behalf of the managements before the Special Tribunal that the references were not industry-wise references. The Special Tribunal rejected the same and held that in view of the aforesaid Supreme Court order, it was not open to the managements to raise that question. In the view of the Special Tribunal, the Supreme Court had unequivocally pronounced that the reference was industry-wise and not establishment-wise. The Special Tribunal rejected the contention advanced on behalf of the managements that in view of the subsisting settlements, the Government was not competent to make a reference and that the reference was illegal. The Special Tribunal held that the operation of the currency of the subsisting settlement under Section12(3) or Section18(1) of the Act would not factually or legally bar the references and render them bad in law and the concerned establishments were not entitled to be excluded from the purview of the proceedings. The special Tribunal, however, after recording such a finding, observed as follows :- "Even while recording such a finding, I wish to make it clear, that I do not propose to ignore such settlements altogether, as in my conclusion hereunder on the revision of wages, Dearness Allowance, etc., sought for in the references, I deem it just and necessary to provide for taking into consideration the increases granted under these settlements, on and subsequent to the date from which the award is being brought into force and give credit for the same, by way of adjustment." * 12. As regards I.D. No. 2 of 1985, the Special Tribunal excluded the B. & C. Mills, Madras, from the purview thereof in view of the pleadings filed by the Management and the Unions. As regards I.D. No. 2 of 1985, the Special Tribunal excluded the B. & C. Mills, Madras, from the purview thereof in view of the pleadings filed by the Management and the Unions. While holding that there was enough justification made out by the Union to insist the revision of wages and other emoluments, the Special Tribunal turned out the request made by the Joint Action Council and the Unions to standardise the wages in the textile industry. The Special Tribunal also found that the terms of the reference and the issues referred contemplated only the revision of existing wages and not standardisation of the wages in the industry as a whole. The Special Tribunal proceeded to refer to "certain broad facts"(to use the language of the Tribunal itself) and concluded that "the general prosperity of the textile industry in the State as also its bright future in the coming years" * necessitated the grant of some benefits to the workers. The Special Tribunal took the view that there was no necessity to advert to the financial capacity of individual units or to consider their balance-sheets. The Special Tribunal proceeded to divide the mills into four Groups A), (B), (C) and (D) as follows : "(A) Mills having working capacity upto five frames or 2, 200 spindles whichever is less, including roving, doubling and condenser card units manufacturing any counts :(B) Mills having working capacity of 6 to 15 frames or upto 6, 600 spindles whichever is less manufacturing any counts; (C) Mills having working capacity of 16 to 25 frames or upto 11, 000 spindles whichever is less manufacturing any counts and (D) Mills having working capacity of 26 frames and above manufacturing any counts." * The Special Tribunal found that about 130 mills fall within Group (A) and 84 of them had entered appearance and filed their pleadings while the rest remained absent. In the course of the enquiry, 69 mill managements had entered into a compromise with the Joint Action Council and filed a memorandum of compromise dated 1st July, 1986 (Ex. M. 38) containing the terms thereof. Holding that the terms of the compromise were just, fair and reasonable, the Special Tribunal adopted the same as its findings and adjudication and passed an award accordingly. Without going into its details, it is sufficient to point out that a monetary benefit of Rs. M. 38) containing the terms thereof. Holding that the terms of the compromise were just, fair and reasonable, the Special Tribunal adopted the same as its findings and adjudication and passed an award accordingly. Without going into its details, it is sufficient to point out that a monetary benefit of Rs. 78/- per mensem was awarded to each worker in the mills falling under Group (A). 13. The Special Tribunal next took up for consideration Group (D), as there was a similar compromise between some of the managements and some of the unions on 21st March 1986. While 71 managements and some of the members of the Joint Action Council were parties to the said compromise, it was opposed by the other managements as well as the non-signatory unions.The joint Action Council, if we may say so, ceased to be joint and became a Split Action Council in so far as the said compromise was concerned. The Special Tribunal took into account the total membership of the Unions which were signatories to the compromise and concluded that the compromise had the support of more than 1, 10, 000 workers, which could be equated to more than 2/3rd majority. In that view, the Special Tribunal held that the compromise was acceptable. It was also found by the Special Tribunal that the terms of the compromise were fair, just and reasonable. While Annexure I to the compromise related to the monetary benefits to be given to the workmen, Annexure II related to rationalisation of work assignment and workload on scientific evaluation thereof and Annexure III related to the line of promotion of the workers. The Special Tribunal held that the objections to the terms of Annexure II were misconceived and inappropriate. Taking the view that a reasonable cross-section of the industry in Group (D) had acknowledged and accepted their financial capacity to bear the burden of the monetary increase envisaged in the compromise, the Special Tribunal passed an award in terms of the compromise in so far as the mills under Group (D) were concerned. However, with reference to the B. & C. Mills, Madras, the Special Tribunal held that Annexure II would not apply. 14. Taking up for consideration groups (B) and (C) together, the Special Tribunal took the view that the monetary benefits to be granted to the workers should be between Rs. 78/- fixed for Group (A) and Rs. However, with reference to the B. & C. Mills, Madras, the Special Tribunal held that Annexure II would not apply. 14. Taking up for consideration groups (B) and (C) together, the Special Tribunal took the view that the monetary benefits to be granted to the workers should be between Rs. 78/- fixed for Group (A) and Rs. 123/- fixed for Group (D). The Special Tribunal fixed a total increase of Rs. 91/- per month with reference to the workers of the mills in Group (B) and Rs. 104/- per month for the workers of the mills in Group (C). 15. Several mills entered into settlements with their workers under Section18(1) of the Act during the pendency of the enquiry and prayed for passing of an award by the Special Tribunal in terms of the said settlement. The Special Tribunal rejected their prayer but observed as follows :- "In the circumstances, though I am not inclined to countenance the plea of the mills for passing an award in terms of the post-reference settlements either under Sections 18(1) or 12(3) in their respective units, yet I am satisfied as in the case of pre-reference-settlements, the crease, if any, in the emoluments granted to the workmen on the foot of such settlements, subsequent to the date of the operation of this award as mentioned hereunder, should be adjusted against the increase granted under this award." * 16. The Special Tribunal proceeded to make certain general provisions applicable to all the textile mills covered by the award as part and parcel of its award. It is not necessary to refer to them in detail. Ultimately, the Special Tribunal passed an award in the following terms : "(a) To the workmen in textile mills falling in Group (A) the relief granted shall be in the terms contained in the Memorandum of Compromise, dated 1st July 1986 (Appendix IV) which have been adopted by me as my own findings and adjudication on the relevant issues and the same shall be effective from 1st June 1986.(b) In textile mills falling in Group (B), the terms enumerated by me in paragraph 61 supra shall represent the benefits granted to the relevant workman effective from 1st June 1986. (c) In textile mills falling in Group (C), the terms enumerated by me in paragraph 62 supra shall represent the benefits granted to the relevant workmen effective from 1st June 1986; and (d) To the workmen in the textile mills falling in Group (D) the relief granted shall be in the terms contained in Annexures I and III to the memorandum of compromise, dated 21st March 1986 (Appendix III) which have been adopted by me as my own findings and adjudication on the relevant issues and the same shall be effective from 1st May 1986. (e) In the textile mills (excluding B & C Mills, Madras) which are parties to both Industrial Dispute Nos. 1 and 2 of 1985, the rights and liabilities of managements and workmen shall governed by the terms contained in entirety (Annexures I, II and III) in the memorandum of compromise, dated 21st March 1986, as adopted by me as my own findings and adjudication and this award in the same terms shall be effective from 1st May 1986." * 17. With regard to the period of operation of the award, the Special Tribunal observed that though the memoranda of compromise dated 21st March 1986 and 1st July 1986 contemplate the operation of the terms thereof for a duration of five years and two years respectively, the award being one passed under the Act, would inevitably last for the period provided for in Section19(3) of the Act, i.e., one year. The Special Tribunal, however, made a recommendation to the State Government to invoke powers under the second proviso to sub-section(3) of Section19 of the Act and extend the period of operation of the award to the entirety to the maximum period of three years by passing necessary orders at the appropriate times. The award was published in the Gazette on 18th March 1987 and by the terms of Section17-A of the Act, it became enforceable from 17th April 1987. 18. In this batch of writ petitions, the challenge to the award is at the instance of the mill managements.There are some writ petitions filed by the Joint Action Council and some unions and they were originally included in the cause list when these matters were heard. 18. In this batch of writ petitions, the challenge to the award is at the instance of the mill managements.There are some writ petitions filed by the Joint Action Council and some unions and they were originally included in the cause list when these matters were heard. It was at the fag end of the arguments, which spread over several days, it was discovered that in those writ petitions the respondents have not been served and some of them have not been admitted. Learned counsel on both sides assured us that the question raised in those writ petitions have nothing to do with the matters now under consideration and that we could proceed to dispose of these writ petitions. Hence, we directed the writ petitions filed by the Joint Action Council and the unions to be removed from the list to be heard later. 19. The main objection to the validity of the award in these petitions is based upon settlements between individual establishments and their workers entered either before or after the reference of the disputes to the Special Tribunal. As many as 27 writ petitions are cases in which there were subsisting settlements at the time when the Government referred the disputes to the Special Tribunal. In about 20 writ petitions, settlements were arrived at after the reference and during the pendency of the proceedings before the Special Tribunal. It will be convenient to divide these writ petitions into four groups as follows :- I Pre-reference settlement cases : II Post-reference settlement cases; III. Cases in which there is no settlement; and IV Individual cases in which some special facts have to be considered. 20. As regards Groups I and II, the arguments were almost the same, but in cases falling under Group I, the validity of the reference was itself questioned by the petitioners. The arguments common to Groups I and II were that the Special Tribunal was in error in ignoring the settlements and passing an award on the basis of a compromise between some of the mills and some of the unions. In cases falling under Group III, the main argument was that the financial capacity of the individual mills was not considered by the Special Tribunal and, therefore, the award was vitiated. In cases falling under Group III, the main argument was that the financial capacity of the individual mills was not considered by the Special Tribunal and, therefore, the award was vitiated. As regards Group IV cases, we will refer to the arguments at a later stage when we deal with them individually.GROUP- : PRE-REFERENCE SETTLEMENT CASE : W.P. Nos : 4153, 4154, 4292, 4329, 4453, 4454, 4632, 4762, 4950, 5209, 5210, 5213, 5435, 5449, 5604, 5631, 5632, 5753, 5775, 5778, 5894, 5996, 6262, 6382, 6650, 6684 and 7278 of 1987 : 21. The first contention urged is that the reference made by the Government is not an industry-wise reference as held by the Special Tribunal. It is argued that there is no provision in the Act for making an industry-wise reference as found in the Minimum Wages Act, 1948 and the Working Journalists (Conditions of Service & Miscellaneous Provisions) Act, 1955, wherein the Parliament has made express provisions for industry-wise reference. It is contended that there is no such provision in the Industrial Disputes Act and it is a misnomer to call a reference as industry-wise just because several units have been clubbed in one reference. It is urged that for the sake of convenience one reference is made and other units of similar nature are made parties thereto. Our attention is drawn to the admitted fact that as many as 153 textile mills in the State have not been included in the reference. It is also pointed out that the Government in the orders of references has chosen to treat the reference as one for "adjudication of certain demands of the textile workers and the management of individual textile mills in Tamil Nadu" * . The said wording is found in G.O.Ms. Nos. 374 to 379 dated 18th February 1986, G.O.Ms. No. 576 and 577 dated 13th March 1986, G.O.Ms. 702 and 703 dated 27th March, 1986, and G.O.Ms. No. 1111 dated 13th June, 1986. Reliance is placed upon the corrigendum issued by the Government to G.O.Ms. No. 1395 dated 15th July, 1985 by adding the words "and the management of individual mills also listed in the Annexure" after the words "Co-operative Spinning Mills" in the first paragraph thereof. 702 and 703 dated 27th March, 1986, and G.O.Ms. No. 1111 dated 13th June, 1986. Reliance is placed upon the corrigendum issued by the Government to G.O.Ms. No. 1395 dated 15th July, 1985 by adding the words "and the management of individual mills also listed in the Annexure" after the words "Co-operative Spinning Mills" in the first paragraph thereof. We could not, however, permit learned counsel to raise the said contention in view of the pronouncement by the Supreme Court in W.P. No. 12777 of 1985 to which we have made a reference. In the order of the Supreme Court, it has been laid down that the terms of reference show that the dispute was industry-wise and not establishment-wise. We do not agree with learned counsel for the petitioners that the Supreme Court did not decide the question as to the nature of the reference conclusively, but only made a passing observation. It was contended that the very fact that the Supreme Court gave liberty to the managements to object to the reference indicated that the nature of the reference was not conclusively decided by the Supreme Court. We are not in a position to accept this contention. Nor do we accept the contention raised by learned counsel appearing for the mills which were not parties to the writ petition before the Supreme Court that those mills were not bound by the observations made by the Supreme Court and that they were in a position to contend that the reference is not industry-wise. We have to proceed on the footing that the issue is no longer open to the petitioners and that the reference is industrywise reference as the Supreme Court has construed the order of reference made by the Government and had given its decision, which is binding on this Court. 22. It was next argued that even if the reference is industry-wise reference, the Government is not competent to include the mills having subsisting settlements with their workers and that the reference is itself invalid in so far as such mills are concerned. Another limb of the argument was that even if such a reference is made, it is the duty of the Tribunal to recognise and give effect to the valid subsisting settlements between the individual units and their workers. 23. Another limb of the argument was that even if such a reference is made, it is the duty of the Tribunal to recognise and give effect to the valid subsisting settlements between the individual units and their workers. 23. The objection by the respondents that the petitioners cannot question the validity of the reference cannot be sustained. As seen already, the Supreme Court has in its order given liberty to the individual managements to object to the reference. Long before the order of the Supreme Court was passed, the Government while including the B & C Mills, Madras, in the reference by G.O.Ms. No. 702 dated the 27th March, 1986, observed thus :- "3. The Madras Labour Union in its petition dated 12th March 1986 has represented to the Government to include B & C Mills said to have been left out in the order of reference already issued to the Special Industrial Tribunal, Madras. 4. The above representation was examined in consultation with the Commissioner of Labour. It is now reported that in view of the facts that some textile mills have been made a party to the dispute though they have claimed that there are subsisting settlements and the same issue had been raised as a preliminary issue on which no decision was given by the Special Industrial Tribunal it is but fair that the workers of the B & C Mills are also given an opportunity to get a judicial decision. Hence, the Commissioner of Labour has recommended that the dispute between the B & C Mill workers and staff and the management may be referred for adjudication by invoking Section10(5) of the Industrial Disputes Act and made a party to the Government Order in G.O.Ms. No. 1395, Labour, dated 15th July 1985 and G.O.Ms. No. 2041, Labour dated 20th September 1985." * Thus, the reference itself contemplated the issue to be decided by the Special Tribunal whether the subsisting settlement barred an adjudication by the Tribunal. 24. The sanctity and importance of a settlement have been fully underlined by the provisions of the Act. No. 1395, Labour, dated 15th July 1985 and G.O.Ms. No. 2041, Labour dated 20th September 1985." * Thus, the reference itself contemplated the issue to be decided by the Special Tribunal whether the subsisting settlement barred an adjudication by the Tribunal. 24. The sanctity and importance of a settlement have been fully underlined by the provisions of the Act. Section2(p) of the Act defines a 'settlement' as a settlement arrived at in the course of conciliation proceedings and includes a written agreement between the employer and workmen arrived at otherwise than in the course of conciliation proceeding where such agreement has been signed by the parties thereto in such manner as may be prescribed and a copy thereof has been sent to an officer authorised in this behalf by the appropriate Government and the conciliation officer. Section12(3) of the Act provides that if a settlement of the dispute or of any of the matters in dispute is arrived at in the course of the conciliation proceedings the conciliation officer shall send a report thereof to the appropriate Government or an officer authorised in this behalf by the appropriate Government together with a memorandum of settlement signed by the parties to the dispute. Section18(1) of the Act is to the effect that a settlement arrived at by agreement between the employer and workmen otherwise than in the course of conciliation proceeding shall be binding on the parties to the agreement. Section18(1) of the Act is to the effect that a settlement arrived at by agreement between the employer and workmen otherwise than in the course of conciliation proceeding shall be binding on the parties to the agreement. Section18(3) of the Act reads as follows :- "A settlement arrived at in the course of conciliation proceedings under this Act or an arbitration award in a case where a notification has been issued under sub-section (3A) of Section 10A or an award of a Labour Court, Tribunal or National Tribunal which has become enforceable shall be binding on - (a) all parties to the industrial dispute; (b) all other parties summoned to appear in the proceedings as parties to the dispute, unless the Board, Arbitrator, Labour Court, Tribunal or National Tribunal, as the case may be, records the opinion that they were so summoned without proper cause;(c) where a party referred to in clause (a) or clause (b) is an employer, his heirs, successors or assigns in respect of the establishment to which the dispute relates; (d) where a party referred to in clause (a) or clause (b) is composed of workmen, all persons who were employed in the establishment or part of the establishment, as the case may be, to which the dispute relates on the date of the dispute and all persons who subsequently become employed in that establishment or part." * Section19 of the Act provides for the period of operation of settlements.Section23(c) of the Act prevents a workman employed in any industrial establishment from going on strike in breach of contract and an employer of any such workman from declaring a lock-out during any period in which a settlement or award is in operation in respect of any of the matters covered by the settlement or award. Section24 of the Act declares a strike or lock out to be illegal if it is commenced or declared in contravention of Section22 or Section23 of the Act. Section29 of the Act makes a breach of any term of any settlement or award an offense which shall be punishable with imprisonment for a term extending to six months or with fine or with both. Learned counsel went to the extent or arguing that even raising a demand contrary to the terms of a settlement is itself punishable under Section29 of the Act. Learned counsel went to the extent or arguing that even raising a demand contrary to the terms of a settlement is itself punishable under Section29 of the Act. We do not think that seeking a reference for adjudication would amount to an offence under Section29 of the Act. However, the binding force of a subsisting settlement cannot be belittled or ignored. 25. In Poona Mazdoor Sabha v. G. K. Dhutia (1956-II-LLJ-319), Chief Justice Changla considered the question whether a party to a binding settlement under Section19(3) of the Act could raise an industrial dispute and answered the same in the negative. The learned Chief Justice observed thus at p. 322 :- "It may be said that there is no specific provision in the Act which lays down that an industrial dispute cannot be raised with regard to a matter which is the subject of a settlement under S. 12 read with S. 19(2). But in our opinion what we have to consider is the effect of the Legislature providing that under S. 19(2) a settlement arrived at in the course of a conciliation shall be binding for such period as is agreed upon by the parties, and if no such period is agreed upon, for a period of six months, and that section also provides for a proper notice being given terminating the settlement after the expiry of the period mentioned in the earlier part of the section. When the Legislature provides for a particular agreement being binding upon the parties to an industrial dispute, it clearly intends that there is industrial peace with regard to the subject matter of the agreement for the duration of that agreement, and it is obvious that if there is to be industrial peace for the period contemplated, then neither party to that settlement can be allowed to raise an industrial dispute with regard to that settlement But when parties do arrive at settlement the law gives to it a greater sanctity than it gives to an award, and therefore, the industrial law does not contemplate any interference with the finality of a settlement and it compels the settlement to run on for the period mentioned in the settlement itself and neither party is permitted to challenge that settlement during its duration." * 26. In Sirsilk Ltd. v. Government of Andhra Pradesh (1963-II-LLJ-647), there was a settlement between the parties after an award was made, but before its publication. Recognising the binding nature of the settlement, the Supreme Court issued a writ of mandamus to the Government not to publish the award sent to it by the Industrial Tribunal. It will be useful to refer to the following observations made in that judgment at p. 651 :- "Where a settlement is arrived at between the parties to a dispute before the Tribunal after the award has been submitted to Government but before its publication, there is in fact no dispute left to be resolved by the publication of the award. In such a case, the award sent to Government may very well be considered to have become infructuous and so the Government should refrain from publishing such an award because no dispute remains to be resolved by it." * 27. In Life Insurance Corporation of India v. D. J. Bahadur and others (1981-I-LLJ-1), the Supreme Court held that a settlement is as much binding as an award and that the Industrial Disputes Act substantially equates an award with a settlement. It was also held in that case that notwithstanding the expiry of the period mentioned in the settlement, it will continue to be in force until substituted by another settlement. Pathak, J. observed thus at p. 30 :- "75. The position seems comparable with what happens in the case of an award. Section 19(3) and S. 19(6) contain similar provisions. In the case of an award this Court has laid down in South Indian Bank Limited v. A. R. Chacko, 1964 (4) SCR 625 that after the period of operation of an award has expired, the award does not cease to be effective. It continues to be binding on the parties, by virtue of S. 19(6), until notice has been given by one of the parties of the intention to terminate it and two months have elapsed from the date of such notice. Thereafter," * it will continue to have its effect as a contract between the parties that has been made by industrial adjudication in place of the old contract...... Thereafter," * it will continue to have its effect as a contract between the parties that has been made by industrial adjudication in place of the old contract...... the very purpose for which industrial adjudication has been given the peculiar authority and right of making new contracts between employers and workmen makes it reasonable to think that even though the period of operation of the award and the period for which it remains binding on the parties may elapse-in respect of both of which special provisions have been made under Ss. 23 and 29 respectively-may expire, the new contract would continue to govern the relations between the parties till it is displaced by another contract. "Later in Md. Quasim Larry, Factory Manager, Samsuddin Sugar Works v. Muhammed Samsuddin and another, (1964-II-LLJ-430), the Court held that when an award was made and it prescribed a new wage structure in law the old contractual wage structure became inoperative and its place was taken by the wage structure prescribed by the award. The Court said at p. 432 :" * In a sense, the latter wage structure must be deemed to be a contract between the parties, because that, in substance, is the effect of industrial adjudication. The true legal position is that when industrial disputes are decided by industrial adjudication and awards are made, the said awards supplant contractual terms in respect of matters covered by them and are substituted for them. "28. It was in Tungabadhra Industries Limited v. Their workmen and others (1973-II-LLJ-283), the Supreme Court had held that a fresh reference of the matters covered by the subsisting award to an Industrial Tribunal would be incompetent. 29. In Herbertsons Ltd. v. The workmen of Herbertsons Ltd. 1977 AIR(SC) 322, 1976 (33) FLR 398, 1979 (54) FJR 249, 1977 LIC 162, 1977 (1) LLN 24, 1976 (4) SCC 736 , 1977 (2) SCR 15 , 1977 SCC(L&S) 48, 1977 SCC(L&S) 48, 1977 SCC(L&S) 48, 1977 SCC(L&S) 48, 1977 SCC(L&S) 48, 1977 SCC(L&S) 48, 1977 SCC(L&S) 48 the Supreme Court emphasised the importance of the settlement and placed it on a higher pedestal than an adjudication resulting in an award. It is worthwhile referring to the following observations made by the Supreme Court and relied upon by learned counsel for the petitioners :-" * 18. It is worthwhile referring to the following observations made by the Supreme Court and relied upon by learned counsel for the petitioners :-" * 18. When a recognised union negotiates with an employer the workers as individuals do not come into the picture. It is not necessary that each individual worker should know the implications of the settlement since a recognised union, which is expected to protect the legitimate interests of labour, enters into a settlement in the best interests of labour. This would be the normal rule. We cannot altogether rule out exceptional cases where there may be allegations of mala fides, fraud or even corruption or other inducements. Nothing of that kind has been suggested against the President of the 3rd respondent in this case. That being the position, prima facie, this is a settlement in the course of collective bargaining and, therefore, is entitled to due weight and consideration. "21. Besides, the settlement has to be considered in the light of the conditions that were in force at the time of the references. It will not be correct to judge the settlement merely in the light of the award which was pending appeal before this Court. So far as the parties are concerned, there will always be uncertainty with regard to the result of the litigation in a court proceeding. When, therefore, negotiations take place which have to be encouraged, particularly between labour and employer, in the interest of general peace and well-being, there is always give and take. Having regard to the nature of the dispute, which was raised as back as 1968, the very fact of the existence of a litigation with regard to the same matter which was bound to take some time must have influenced both the parties to come to some settlement. The settlement has to be taken as a package deal and when labour has gained in the matter of wages and if there is some reduction in the matter of dearness allowance so far as the award is concerned, it cannot be said that the settlement as a whole is unfair and unjust. 25. There may be several factors that may influence parties to come to a settlement as a phased endeavour in the course of collective bargaining. 25. There may be several factors that may influence parties to come to a settlement as a phased endeavour in the course of collective bargaining. Once cordiality is established between the employer and labour in arriving at a settlement which operates well for the period that it is in force, there is always a likelihood of further advances in the shape of improved emoluments by voluntary settlement avoiding friction and unhealthy litigation. This is the quintessence of settlement which courts and tribunals should endeavour to encourage. It is in that spirit the settlement has to be judged and not by the yardstick adopted in scrutinising an award in adjudication. The Tribunal fell into an error in invoking the principles that should govern in adjudicating a dispute regarding dearness allowance in judging whether the settlement was just and fair." * 30. Relying upon the aforesaid principles laid down in various decisions, learned counsel for the petitioners contends that the Government is not competent to make reference when there is a subsisting settlement binding on the establishment and the workers. It is urged that the legal bar against the reference cannot be got over by making it industry-wise. Learned counsel submits that making a reference under the Act is an administrative function of the Government and while exercising such a function, the Government cannot erase the statutory effect of a settlement. The argument is built up on the premises that when there is a prohibition against a reference in law that cannot be got over by taking umbrage under Section10(5) of the Act. Referring to the terms of Section10(1) of the Act and Section10(5) of the Act, learned counsel submits that if for the purposes of Section10(1) of the Act a valid subsisting settlement is a legal bar to the making of reference, it will be equally so for the purposes of Section10(5) of the Act. Under Section10(1) of the Act, the appropriate Government may make a reference if it is of the opinion that an industrial dispute exists or is apprehended. An industrial dispute has been defined in the Act as any dispute or difference between employers and employers, or between employers and workmen, or between workmen and workmen, which is connected with the employment or nonemployment or the terms of employment or with the conditions of labour, of any person. An industrial dispute has been defined in the Act as any dispute or difference between employers and employers, or between employers and workmen, or between workmen and workmen, which is connected with the employment or nonemployment or the terms of employment or with the conditions of labour, of any person. Learned counsel submits that whenever there is a demand by a workman and a refusal by the management, an industrial dispute comes into existence. But, that would not enable the Government to make a reference if there is a valid and subsisting settlement. According to learned counsel the language of Section10(5) of the Act does not enable the Government to get over such bar. 31. Section10(5) of the Act reads thus :- "Where a dispute concerning any establishment or establishments has been, or is to be, referred to a Labour Court, Tribunal or National Tribunal under this Section and the appropriate Government is of opinion, whether on an application made to it in this behalf or otherwise, that the dispute is of such a nature that any other establishment, group or class of establishments of a similar nature is likely to be interested in, or affected by, such dispute, the appropriate Government may, at the time of making the reference or at any time thereafter but before the submission of the award, include in that reference such establishment, group or class of establishments, whether or not at the time of such inclusion any dispute exists or is apprehended in that establishment, group or class of establishments." * No doubt under this sub-section, there is no necessity for the existence or apprehension of a dispute in the establishments, which are likely to be interested in or affected by a dispute which has been referred to a Labour Court, Tribunal or National Tribunal under Section10 of the Act for the purpose of including such establishments in that reference. But, if any such establishment had a valid subsisting settlement, then it cannot be included in the reference not because no dispute exists or is apprehended but because no dispute can be validly raised by the parties bound by the settlement and no reference could be made of any such dispute. But, if any such establishment had a valid subsisting settlement, then it cannot be included in the reference not because no dispute exists or is apprehended but because no dispute can be validly raised by the parties bound by the settlement and no reference could be made of any such dispute. In other words, the only difference between a reference under Section10(1) of the Act and an inclusion of any reference under Section10(5) of the Act is that in the case of former, there should be a dispute or an apprehension of a dispute, while in the case of latter, the existence or apprehension of a dispute is not necessary. In our view, there is considerable force in this contention of learned counsel for the petitioner and we are inclined to accept the same. 32. The bar to the reference of a dispute covered by a settlement is the direct result of the legal position that when a dispute between the workers and the employer is concluded by a settlement which binds them, no industrial dispute relating to any item covered by the settlement can come into existence or can be apprehended, which can be referred by the Government under Section10 of the Act. It is only when a dispute exists or is apprehended that the question arises whether a reference should or should not be made. If during the period of operation of settlements fresh disputes could be raised with respect to the subject matters covered by such settlements, the purpose of the Act to achieve peaceful and harmonious industrial relations by settlements will be completely foiled. The object of Sections 18 and 19 of the Act is to achieve industrial peace with regard to the subject-matter of the settlements for the duration of the settlement/agreement. Obviously, therefore, if there is to be industrial peace for the period contemplated, then the parties bound by a settlement cannot be allowed to raise an industrial dispute with regard to the matters covered by that settlement. That is why, the Supreme Court placed a settlement on par with an adjudication. Section10(5) of the Act can come into play only when a reference is made under Section10(1) of the Act. For the purpose of Section10(1) of the Act, a dispute shall exist or is apprehended. A reference under Section10(1) of the Act normally concerns an individual establishment or unit. Section10(5) of the Act can come into play only when a reference is made under Section10(1) of the Act. For the purpose of Section10(1) of the Act, a dispute shall exist or is apprehended. A reference under Section10(1) of the Act normally concerns an individual establishment or unit. But, nothing prevents the appropriate Government from making common order of reference by which common disputes prevalent in various establishments engaged in the same business and their respective workmen are referred. Section10(5) of the Act is an enabling provision under which the Government could include in a reference the establishments which are likely to be interested in or affected by the dispute already referred, even though there is no dispute or apprehension of a dispute in those establishments. Whereas under Section 10(1) the existence or apprehension of a dispute is sine qua non, it is not so under Section10(5) of the Act. Even if there is a dispute, there cannot be a reference under Section10(1) of the Act, if there is a legal bar. The dispute does not cease to exist if the Government refused to make a reference. Hence, the mere existence of a dispute does not warrant a reference in all cases. As contended by learned counsel, a dispute comes into existence the moment a demand is made and refused. A combined reading of Sections 10(1), 10(1A), 10(5), 12, 18 and 19 of the Act makes it clear that they all form part of a single chain. Section10(5) of the Act was introduced in the Act by Act XVIII of 1952. The Statement of Objects and Reasons of the relevant Bill contains the following : "Occasionally when disputes arise in the large majority of units of an industry, it becomes necessary to include in the adjudication even the few units which show no evidence of the existence of actual disputes but which, if left out, are sure to raise disputes of their own. Power is sought to be taken for such inclusion." * This shows that Section10(5) of the Act was introduced to enable the Government to include in the adjudication such individual units in which disputes would definitely crop up if they are not governed by the adjudication relating to the units for which a reference has been made. Power is sought to be taken for such inclusion." * This shows that Section10(5) of the Act was introduced to enable the Government to include in the adjudication such individual units in which disputes would definitely crop up if they are not governed by the adjudication relating to the units for which a reference has been made. In the case of units governed by subsisting and valid settlements, no dispute can be countenanced with respect to the subject matter of such settlement. 33. No doubt, the word "any other establishment, group or class of establishments of a similar nature is likely to be interested in, or affected by, such dispute," * in Section10(5) of the Act are of wide amplitude. But, they cannot be interpreted so as to bring in the establishments in which a dispute cannot be raised on account of subsisting settlements. Otherwise, the result will be that even after adjudication in a reference, the parties bound by such adjudication could claim to be interested in or affected by a dispute in an establishment of a similar nature and seek to be included as parties to the reference of such a dispute under Section10(5) of the Act. The harmonious construction which could be placed on Sections 10(1), 10(5), 18 and 19 of the Act is that parties who are bound by subsisting settlements cannot seek to be included in a reference by virtue of Section10(5) of the Act, even if such a reference is industry-wise. 34. The power under Section10(5) of the Act has to be exercised by the Government subject to the conditions prescribed therein. In State of Bihar v. D. N. Ganguly (1958-II-LLJ-634), it was observed thus at p. 639 : "The appropriate government can act in respect of a reference pending adjudication before a Tribunal only under Section10(5) of the Act, which authorises it to add other parties to the pending dispute subject to the conditions mentioned in the said provision. It would therefore be reasonable to hold that except for cases falling under Section 10(5) the appropriate government stands outside the reference proceedings, which are under the control and jurisdiction of the Tribunal itself." * Hence, the Section has to be construed strictly. The order of the Government under Section10(5) of the Act is equally administrative as one under Section10(1) of the Act. The order of the Government under Section10(5) of the Act is equally administrative as one under Section10(1) of the Act. By an administrative order, the Government cannot erase the statutory effect of a binding settlement. 35. The position will be different in cases of references to a Wage Board or some such body to standardise the wage or rationalise the workload or to evolve some common formula of general applicability. In such cases, individual units do not come into the picture excepting to provide necessary materials or basic date to enable the concerned body to achieve the objects of its constitution. In that case, settlements binding individual establishments cannot operate as a bar. They may even pale into insignificance. In this case, the Special Tribunal has rightly refused to standardise the wages having found that the terms of the issue referred for adjudication "contemplate only the revision of existing wages and not standardisation of the wage in the industry as a whole" * . In fact, the issues in I.D. No. 1 of 1985 are different from the issues in I.D. Nos. 3 and 4 of 1985. The issues in the disputes referred to the Special Tribunal are not identical. 36. Even in cases where a Wage Board is constituted for determining a wage structure based on the principles of fair wages, the Supreme Court has held that though it may not be strictly necessary to consider the financial capacity of each individual unit, it will be necessary to consider the capacity of the respective classes to bear the burden imposed on them. In Workmen of Bajrang Jute Mills v. Bajrang Jute Mills (1970-II-LLJ-6) the Supreme Court observed that the capacity of the industry to pay should be gauged on an industry cum-region basis, after taking a fair cross-section of that industry and in a given case, it may be even permissible to divide the industry into appropriate classes and then deal with the capacity of the industry to pay class-wise. It was also held in that case that where no attempt was made by the Wage Board to divide the industry into classes, no cross-section of such classes was taken for investigation to decide what burden the units in each class can bear and the approach of the Wage Board to determine uniform wage scales for the entire industry must suffer from an inherent weakness. It will be useful to refer to the following observations made by the Supreme Court in that case at p. 17 : "Conditions, such as easy access to raw materials, transport, nearness of markets for disposal of the manufactured produce, availability of labour, the type of market whether within or outside the country for which the manufactured articles are intended and diverse other factors must vary from region to region. Likewise, economic conditions affecting the consumer prices must and do differ as is well known, from region to region, depending largely upon whether a particular region is self-sufficient or not in the elemental needs of its citizens and these in turn are bound to affect living standards. It would therefore be too artificial and unrealistic an approach to be oblivious of these differences and to attempt to group together all establishments and factories and devise common wagescales applicable to all of them disregarding the peculiar features of the industry in a particular region. Favourable conditions prevailing in one region would place industrial concerns there in a position better than those in other regions where such conditions do not occur. Similarly, in regions where consumer prices are lower, labour would be better off than in the rest of the regions where the living index is higher; yet, the wage scales would be the same in all the regions. Uniformity of wage-scales, irrespective of differences in conditions would place both the employees and the employers in regions where such favourable conditions prevail in an unfairly advantageous position over the employees and employers in the other regions. Instead of attaining harmony, there would as a result arise inevitably a feeling of discrimination. Uniformity of wage-scales, irrespective of differences in conditions would place both the employees and the employers in regions where such favourable conditions prevail in an unfairly advantageous position over the employees and employers in the other regions. Instead of attaining harmony, there would as a result arise inevitably a feeling of discrimination. Though, as stated by this Court in Express Newspaper case (1961-I-LLJ-339), it may not be possible or even necessary for a Wage Board to scrutinise all the establishments separately and it would be enough to take a representative cross-section of the industry for assessment, the cross-section to be a truly representative one and capable of giving a true picture of the conditions of both the industry and labour must be one from each region where establishments of the industry in question are situate." * On the facts of that particular case, the Supreme Court held that the recommendations made by the Wage Board constituted by the Central Government for determining the wage structure in the jute industry suffered from infirmities and the Industrial Tribunal, Andhra Pradesh at Hyderabad erred in upholding the demand of workmen for the implementation of the recommendations of the State Wage Board. 37. In Management of the Kirlampudi Sugar Mills Ltd. v. The Industrial Tribunal A.P. and another (1971-II-LLJ-491), a question arose whether it is open to any particular unit of the sugar industry to plead that its financial position is not such that it can bear the burden of implementing the recommendations made by the Sugar Wage Board. Relying upon the following observations of Gajendragadkar, J. in Ahmedabad Mills Owners's Association etc. v. The Textile Labour Association (1966-I-LLJ-1 at 28), the Supreme Court answered the question in the affirmative and proceeded to consider the financial capacity of the unit concerned :- "The other aspect of the matter which cannot be ignored is that if a fair wage structure is constructed by industrial adjudication, and in course of time, experience shows that the employer cannot bear the burden of such wage structure, industrial adjudication can, and in a proper case should, revise the wage structure, though such revision may result in the reduction of the wages paid to the employees. It is true that normally, once a wage structure is fixed, employees are reluctant to face a reduction in the content of their wage packet; but like all major problems associated with the industrial adjudication, the decision of this problem must also be based on the major consideration that the conflicting claims of labour and capital must be harmonised on a reasonable basis; and so, if it appears that the employer cannot really bear the burden of the increasing wage bill, industrial adjudication, on principle, cannot refuse to examine the employer's case and should not hesitate to give him relief, if it is satisfied that if such relief is not given the employer may have to close down his business. It is unlikely that such situation would frequently arise but, on principle, if such situations arise, a claim by the employer for the reduction of the wage structure cannot be rejected summarily." * Ultimately, the Supreme Court upheld the finding of the Tribunal in that case that the appellant before the Supreme Court did not have the financial capacity to bear the burden of payment of Rs. 10/- increase and Rs. 5/- as weightage in accordance with the recommendations of the Sugar Wage Board. 38. Reliance is placed by the management on the specific clauses in the settlement to the effect that no financial burden will be imposed during the period of operation of the settlement. It is contended that in view of such clauses it is not open to the workers who are parties to such settlements to seek additional financial benefits. In W.P. No. 4329 of 1987, clause 15 of the settlement is that while the settlement is in force, no wage increase will be asked for, except on rationalisation. In W.P. 5996 of 1987, clauses 20 and 21 of the relevant settlement are as follows "Clause 20 : This settlement shall be in operation for the period from 27th June 1984 to 26th June 1989. Even after this date, this settlement shall continue to bind both parties till a mutually acceptable fresh settlement is arrived at. Both the parties agree to adhere to the factors and principles explained in the short recital of this settlement as a basis for any subsequent settlement. Clause 21 : Further, the workmen agree not to raise any demand involving financial commitment on any account during the operation of this settlement. Both the parties agree to adhere to the factors and principles explained in the short recital of this settlement as a basis for any subsequent settlement. Clause 21 : Further, the workmen agree not to raise any demand involving financial commitment on any account during the operation of this settlement. Since both parties agree that they will bilaterally always arrive at settlements in line with these principles embodied in this agreement, the workmen shall not be entitled to any wage or any other monetary increase under any industry-wise settlement, etc. applicable to textile industry, except statutory benefits." * 39. There is no dispute about the factual subsistence of the settlements pleaded by the petitioners. Excepting in the case B & C Mills, there was no challenge regarding the validity of the settlements. In the case of B & C Mills, counsel appearing for the Workers' Union contended that clauses 9 and 15 of the Settlement relied on by the Management are unconscionable, void and therefore not enforceable. The question whether the said clauses are unenforceable or not, has to be considered on the facts of that case. We relegate it to the latter part of this judgment where we propose to deal with the individual cases. 40. The main plank on which the case of the respondents was rested was that in the textile industry in this State, two sets of wages have always been contemplated, one being based on workload and the other not based on any particular criteria. It is contended that the settlements of the individual units are unit-level settlements and they have nothing to do with industry-wise reference or industry-wise settlement. It is argued that since 1947, it has been the practice in this State with reference to the textile industry to have periodical adjudications or settlements applicable to the entire industry and also to have unit-level settlements applicable to the concerned units. Reliance is placed upon the history of industrial adjudication in so far as the textile industry in this State is concerned. The earliest award dated 19th June 1947 was passed by the Industrial Tribunal presided over by Mr. Venkatramiah relating to 66 textile wills. The next in chronology is a settlement reached before the Commissioner of Labour, Madras, under Section12(3) of the Act on the 25th September, 1956. That pertained to 41 textile mills in Coimbatore. The earliest award dated 19th June 1947 was passed by the Industrial Tribunal presided over by Mr. Venkatramiah relating to 66 textile wills. The next in chronology is a settlement reached before the Commissioner of Labour, Madras, under Section12(3) of the Act on the 25th September, 1956. That pertained to 41 textile mills in Coimbatore. In February 1959, an award was passed by the Industrial Tribunal presided over by Ramaswamy Gounder, J. relating to 32 new mills which came into existence then. In Industrial Disputes Nos. 1 to 3 of 1974, on the file of the Special Industrial Tribunal presided over by Sadasivam, J. an award was passed with reference to 120 textile mills. In I.D. No. 1 of 1979. N. S. Ramaswamy, J. presiding over the Special Tribunal passed an award with reference to 175 textile mills. It is the contention of the respondents that since 1979, there was no revision of wages and the present disputes were commenced on the termination of the terms of the award of 1979. It is argued that the settlement projected by the managements came into existence with full awareness on the part of the managements about the possibility of an industry-wise demand by the Unions and an industry-wise reference for adjudication. It is contended that unit-wise settlements can only be supplementary local arrangements to industry-wise adjudication. In short, the argument is that there has been a periodic revision of wages at State level in this State and that cannot be thwarted by unit-level settlements. 41. Considerable reliance is placed upon the ruling given by Sadasivam, J., as the Special Industrial Tribunal in I.D. No. 1 of 1974 in his Award dated May 22nd, 1974. The following passages are adopted by learned counsel as part of their arguments :- "The important question for consideration relates to the jurisdiction of this Tribunal to pass an award on the merits of the case, independent of any settlement filed before the Tribunal in view of the subsisting settlements under Section12(3) or 18(1) of the Industrial Disputes Act, 1947. SIMA contended before the Conciliation Committee that the reference is incompetent as there were subsisting settlements under Section12(3) or 18(1) of the Act, relating to wages and dearness allowance of textile workers in the State of Tamil Nadu which have not been validly terminated. SIMA contended before the Conciliation Committee that the reference is incompetent as there were subsisting settlements under Section12(3) or 18(1) of the Act, relating to wages and dearness allowance of textile workers in the State of Tamil Nadu which have not been validly terminated. The Tamil Nadu Mill Owners' Association also contended before the Conciliation Committee that the subjects covered by the report of the Second Wage Board should not be raised afresh before the expiry of five years and the question of revision of dearness allowance would arise only in January 1974. Thiru Arunagiri found that the settlements fixing wages as a result of rationalisation and modernisation could not stand in the way of the Committee considering the reference on merits. He referred to the recommendation of the First Wage Board that the dearness allowance should be increased so as to give full neutralisation for the rise in cost of living index on the minimum basic wage with 1936-39 as the base. He found that the settlements filed before him did not deal with the shooting cost of living index after 1st January 1969. In his view this fact taken along with the recommendation of the First Wage Board regarding neutralisation with regard to increased cost of living referred to above justified the revision of dearness allowance subject to the limitation that there could be no interference with the fixed dearness allowance of Rs. 45 for the first 340 points of the Madras Cost of Living Index in view of the settlement dated 30th June 1960 brought about as a result of the good offices of the then Minister of Industries and Labour and Commissioner of Labour, Madras. It is difficult to accept the above reasoning of Thiru V. P. Arunagiri.xxx xxx xxx xxx xxx Under Section18(1) of the Industrial Disputes Act, 1947, 'A settlement arrived at between the employer and workmen otherwise than in the course of conciliation proceedings shall be binding on the parties to the agreement'. Under Section18(3) of the Industrial Disputes Act, 'a settlement arrived at in the course of conciliation proceedings shall be binding on all the parties to the dispute'. The period of operation of settlements is clearly provided in Section19 of the Act. Under Section18(3) of the Industrial Disputes Act, 'a settlement arrived at in the course of conciliation proceedings shall be binding on all the parties to the dispute'. The period of operation of settlements is clearly provided in Section19 of the Act. It is clear from the report of Thiru V. P. Arunagiri that the settlements under Sections 12(3) and 18(1) of the Industrial Disputes Act filed before him were subsisting and were not validly terminated. If the industrial dispute is one between the management of a particular mill and its workmen, and subsiding settlement which has not been validly terminated could be a bar to any reference for conciliation or adjudication of any industrial dispute relating to the subject-matter of the settlement. The relevant portion of the definition of 'Industrial Dispute' under Section2(k) the Act means any dispute or differences between employers and workmen which is connected with the terms of employment. It should be noted that this Tribunal has been constituted as "AN INDUSTRIAL DISPUTE" had arisen between the workers and the managements of the mills mentioned in the Annexure to G.O.Ms. No. 63, Labour and Employment, dated 31st January 1974. Reference has already been made to the fact that the charter of demands was made on 7th December 1971 by the unions belonging to the Textile workers in Coimbatore which resulted in a strike on 12th February 1972 in the mills in Coimbatore and in several other mills in other places from 2nd March 1972. In view of the State-wide strike there was a settlement under Section12(3) of the Industrial Disputes Act between the managements and workers of Textile Mills and the Committee presided over by Thiru V. P. Arunagiri was constituted to go into dispute regarding the revision of wages and dearness allowance. The committee consisted of eight representatives of employers and eight representatives of workmen with Thiru V. P. Arunagiri, the then Presiding Officer of the Labour Court, Coimbatore as Chairman. It should be noted that the industrial dispute in this case is one between the management of 172 mills on the one hand and the workmen of the said Mills represented by 179 unions on the other. It should be noted that the industrial dispute in this case is one between the management of 172 mills on the one hand and the workmen of the said Mills represented by 179 unions on the other. In fact the memorandum of settlement brought about through the good offices of the Minister for Labour on 28th February 1974 was entered into on behalf of the managements and workers of as many as 118 mills and a single joint memorandum was filed before the Tribunal in pursuance of clause 10 of the memorandum of the settlement before the Minister for Labour. This is referred to as 'State-wide settlement' by Thiru C. Doraiswamy in the counter filed by Madurai Mills to the claim of the Administrative staff. Neither Thiru C. Doraiswamy to King and Patridge nor Thiru Elumalai of the Tamil Nadu Mill Owner's Association could refer to a single decision in which individual settlements between the management and workmen of a particular mill was held to operate as a bar of the adjudication of an industrial dispute between the management and workmen of all the textile mills or majority of them, representing the textile industry as such. It was urged before the Tribunal that there could be more than one award in this Industrial Dispute, but no decision was cited to substantiate the contention.xxx xxx xxx xxx Mr. Joe Glaezr. U.S.I.S. Labour Adviser, was specifically questioned during his lecture and concert tour of India about six years ago as to whether all collective bargaining contract in the U.S. are National in scope. He gave the following answer "No". The National union co-ordinates collective bargaining among its local unions and tries to develop national patterns but there are not normally rigid national patterns which must be followed by every single local union. Where the industry is well organised, both on the labour and management sides, there may be national bargaining or regional bargaining in a particular industry or specialised branch of an industry. Many times the bargaining pattern is set by a contract which results from a major company-wise set of negotiation, such as those in General Motors or General Electric. In virtually all cases there is a supplementary local agreement which deals with special local working conditions and practices." * 42. Many times the bargaining pattern is set by a contract which results from a major company-wise set of negotiation, such as those in General Motors or General Electric. In virtually all cases there is a supplementary local agreement which deals with special local working conditions and practices." * 42. One learned counsel went to the extent of contending that after the ruling given by Sadasivam, J. in his award, it is not open to the managements to raise the question once again and contend that the settlements between the individual establishments and their workers would bar the reference in so far as they are concerned. It was further argued that unless all the units are made parties to the reference to be bound by the award of the Tribunal, the workmen of the units which are left out will be deprived of the benefit given to the workmen of the units which are parties to the reference and that would lead to disparity in the wages and consequently to industrial unrest. It is also contended that in all previous occasions, the textile mills which were not actually parties to the reference or settlement, were adopting the wages fixed by the various awards referred to earlier. It is urged that the industry-wise references made periodically ar intended to confer benefits on the workers irrespective of the work-loads. It is argued that unit-level settlements fixed wages always on the basis of work-load and they cannot, therefore, stand in the way of fixation of wages on industry-wise basis. The clauses in the settlements by which the workers had agreed not to make an economic demand, should be understood as an agreement that the workmen would not make an economic demand on the basis of workload. It is also the contention of the respondents that all the objections raised by the managements were put forward before the Supreme Court in W.P. No. 12777 of 1985 and they must be deemed to have been over-ruled by the Supreme Court in as much as the Supreme Court had directed the Government to include them in the reference. 43. Reliance is placed upon the decision of the Supreme Court in The State of Madras v. C. P. Sarathy (1953-I-LLJ-174) in support of the proposition that there can be a reference under Section10(5) of the Act even if there is no dispute in a particular unit. 43. Reliance is placed upon the decision of the Supreme Court in The State of Madras v. C. P. Sarathy (1953-I-LLJ-174) in support of the proposition that there can be a reference under Section10(5) of the Act even if there is no dispute in a particular unit. Our attention is drawn to the judgment of the Supreme Court in Management of Wenger & Co. v. Their Workmen (1963-I-LLJ-403), wherein it is held that hotels and restaurants are constituents of the catering trade and when they are situated in similar localities and carry on the same business it is desirable that terms and conditions of service of the employees working in them should as far as possible be uniform and that such uniformity is conductive to industrial peace and harmony and to better, efficient and satisfactory management. 44. Strong reliance is placed upon the decision of the Gujarat High Court in Chandon Metal Products (Pvt) Limited v. Engineering Kamdar Union, Baroda and another (1977-II-LLJ-27). In that case, the recommendation of the Wage Board for Engineering industries were challenged. It was held that the only question to be considered was whether the Wage Board acted in accordance with the well formulated principled bearing on the question of wage-fixation not only as enunciated in the Report of the Committee on Fair Wages but as has been done by the Supreme Court in the cases decided by it. On the facts, the Court held that the Wage Board in that case had kept in mind all the relevant principles and especially the principle of region-cum-industry and formulated its recommendations. One of the grounds urged in that case was that the Industrial Tribunal was in error in refusing to examine the capacity of the petitioner therein to bear the likely additional financial burden which would be cast upon it if the recommendations of the Wage Board were applied and enforced. Rejecting that contention, the Court held that the wage structure having been devised by the Wage Board after ascertaining the paying capacity on industry-cum-region basis, after taking a fair cross section of the industry in various regions, it was not open to the individual units to complain that it had no capacity to implement the recommendations of the Wage Board. 45. 45. It was also argued that if the contention of the managements is accepted, it will run counter to the history of wage revision in the country as a whole and the principle of wage revision agreed among national policy maker, national employers and national labour. It was contended that the workload was standardised in 1956 by an industrial settlement and the standardised wage was also fixed, that it was being revised from time to time and when higher work-loads were introduced, higher wages were fixed by the unit-level settlements based on such workloads and that such unit-level settlements are only complementary to industry-level settlements. Our attention is drawn to the conclusions arrived at the Indian Labour Conference and its precursors. One of the recommendations of the Conference Committee as adopted with certain modifications on the wage policy during the Second Five Year Plan contained the following clause :- "As regards fair wages, it was agreed that the Wage Boards should go into the details in respect of each industry on the basis of the recommendations contained in the report of the Committee on Fair Wages. These recommendations of the Fair Wages Committee should also be made applicable to employees in the public sector." * 46. Reference is also made to the report of the National Commission of Labour wherein it is stated that the Whitley Commission recommended standardisation of wages in cotton textile mills and more specially in jute mills where almost no standard existed. It is, therefore, argued that if the arguments of the management are accepted, the object of the national policy can never be achieved and the aim of the standardisation of wages will never be fulfilled. It is also urged that there can never be an industry-wise reference if the interpretation placed under Section10(5) of the Act by the management is accepted. 47. We do not agree with any of the aforesaid contentions put forward by learned counsel for the respondents. The argument that there have been two sets of wages, one based on work-load and another based on nothing is wholly misconceived. It is seen from the various awards referred to by the respondents between 1947 and 1979, that at no point of time a standard wage was fixed for the industry as such. Nor was there any standardisation of the workload. It is seen from the various awards referred to by the respondents between 1947 and 1979, that at no point of time a standard wage was fixed for the industry as such. Nor was there any standardisation of the workload. This fact is referred to by the present Special Tribunal in the award which is under challenge. It is also seen that the prior settlements or awards did not govern all the mills in the State. The earliest award of Mr. Venkatramiah related only to 66 mills while the 1956 settlement concerned only 41 mills. While 120 mills were parties to the award of 1974, there were only 188 mills included in the 1979 award. That award was based upon a settlement to which 151 mills were parties and there was an adjudication only with reference to 37 mills. Thus, the History of Industrial Adjudication and Settlements in Textile Industry in this State, does not help the respondents in their contention that there was periodic revision of wages for the entire industry. The terms of the settlements between the managements and the workmen of the individual mills show that the settlements are not supplementary or complementary to the earlier awards relied on by respondents. For example, in W.P. Nos. 4153 and 4154 of 1987, clause 3 of the settlement dated 6th June 1981 is as follows : "The parties agree to accept the further decisions of the Special Officer in respect of other departments/occupations and as regards fixation of appropriate wage norms, subject to the concurrence of the Central Government. These further decisions as and when given, shall be deemed to be part of this settlement. The decision with reference to appropriate wage norms shall apply and the wages of all workmen shall be computed on that basis, subject, where applicable, only to clause (viii) of the Memorandum of Understanding as clarified hereinbelow." * There is no substance in the contention that the ruling given by Sadasivam, J. in his award precludes the managements from objecting to the reference on the strength of the settlements between them and their workers. We do not accept the argument that there will be disparity in the wages of the workers which will lead to industrial unrest unless all the mills are included in the reference. We do not accept the argument that there will be disparity in the wages of the workers which will lead to industrial unrest unless all the mills are included in the reference. Admittedly, there has never been any standardisation of the wages and all that has been done on the prior occasions was to grant certain benefits to the workers in addition to the wages which they were already earning. There is no dispute that the wages of the workers differ from mill to mill and there has been no uniformity of wages. Whatever disparity was in existence was continued to be maintained by the various awards relied on by the respondents. It is wholly incorrect to say that an award in the present reference would lead to disparity in wages, unless all the mills are included therein. No doubt, it has been the national policy to declare whenever occasion arises that there should be standardisation of wages and rationalisation of workload. But, in absence of such actual standardisation, the arguments advanced on behalf of the respondents are of no avail. The contention that there would be no scope for any industry-wise reference if the interpretation of the management of Section10(5) of the Act is accepted is fallacious. There can be no bar to industry-wise reference for standardisation of wages or rationalisation of workload, because of the subsisting settlement. 48. The decisions relied on by the respondents do not apply to the present case. The decision of the Supreme Court in State of Madras v. C. P. Sarathy (supra) rested on the finding of fact in that case that the idyllic picture of industrial peace and contentment put forward by C. P. Sarathy was not justified by the evidence. In Management of Wanger & Co. v. Their Workmen (supra) there was no settlement between the individual managements and their workers. One of the contentions urged on behalf of the employers was that the Tribunal was in error in dealing with the two hotels and 11 restaurants together in as such as they were not similar in character. That contention was rejected by the Supreme Court holding that both the establishments are constituents of the same catering trade. One of the contentions urged on behalf of the employers was that the Tribunal was in error in dealing with the two hotels and 11 restaurants together in as such as they were not similar in character. That contention was rejected by the Supreme Court holding that both the establishments are constituents of the same catering trade. The decision of the Gujarat High Court in Chanden Metal Products (Pvt.) Limited v. Engineering Kamdar Union, Baroda and another (supra) runs counter to the decision of the Supreme Court in Kirlampudi Sugar Mills Ltd. v. Industrial Tribunal (supra) and cannot be considered to be laying down a correct proposition of law. 49. Another argument advanced by learned counsel appearing for CITU in W.P. Nos. 4438, 4762 and 6262 of 1987 is that the managements cannot assail the reference without challenging the validity of Section10(5) of the Act. According to learned counsel, Section10(5) over-rides Sections 18 and 19 of the Act. Learned counsel points out that Section18 the Act was amended in 1956 and brought into its presents form while Section10(5) of the Act was amended in 1957 and he, therefore, contended that the legislature had kept in view the amendment of Section18 in 1956 when in amended Section10(5) of the Act in 1957. In 1956, sub-sections 1 and 2 were inserted Section18 of the Act. Under sub-section (1), a settlement arrived at by agreement between the employer and workmen otherwise than in the course of conciliation proceeding shall be binding on the parties to the agreement and arbitration award. It is seen that learned counsel is not right in submitting that Section10(5) of the Act was amended in 1957 by another legislation. Actually, both section18 and Section10(5) of the Act were amended by Act XXXVI of 1956, but with effect from 7th October 1958 and 10th March 1957 respectively. The only amendment made in Section10(5) of the Act was to substitute the word 'Tribunal' with the words "Labour Court, Tribunal or National Tribunal". It is further argued that Section 10(1A), which was again introduced by Act XXXVI of 1956 with effect from 10th March 1957, would be rendered nugatory if the contention urged on behalf of the management is accepted. It is further argued that Section 10(1A), which was again introduced by Act XXXVI of 1956 with effect from 10th March 1957, would be rendered nugatory if the contention urged on behalf of the management is accepted. It is vehemently contended that if a National Tribunal is constituted under Section10(1A) of the Act, it will not be open to any of the individual mills to put forward a unit-wise settlement as a bar thereto. Reliance is placed upon Section10(6) of the Act, whereby the jurisdiction of a Labour Court or Tribunal to adjudicate upon any matter which has been referred to a National Tribunal for adjudication has been taken away. We do not find any substance in any of the contentions urged by learned counsel. It is not necessary for the managements to challenge the constitutional validity of Section10(5) of the Act in order to object to the reference. The contention that Section10(5) over-rides Sections 18 and 19 of the Act is wholly untenable. 50. In the view we have taken on the proper interpretation of Sections 10(1), 10(5), 18 and 19 of the Act, it follows that the settlements between the managements and their respective workers will operate as a bar to the reference. Consequently, the reference in so far as it relates to the petitioners in Group I cases is not valid and the Government was not competent to make the references. The petitioners in these cases have to be excluded from the reference and the award passed by the Special Tribunal will not be applicable to them. The award passed is quashed in so far as the petitioners are concerned. 51. Before we proceed to consider the next group of cases labelled by us as Post-Reference Settlement Cases, it has to be stated that there were a few more contentions urged by counsel for the petitioners in Group I cases, but we have not adverted to them earlier for the reason that they were common either to Groups I and II or Groups I to III. For the sake of convenience, they are dealt with infra under Group II or Group III. Group II : Post-Reference Settlement Cases : W.P. Nos. 4265 to 4268, 4293, 4458, 4459, 4497, 4541, 5190, 5191, 5211, 5212, 5214, 5215, 5322, 5600, 5629, 5630, 9178 and 11413 of 1987 : 52. For the sake of convenience, they are dealt with infra under Group II or Group III. Group II : Post-Reference Settlement Cases : W.P. Nos. 4265 to 4268, 4293, 4458, 4459, 4497, 4541, 5190, 5191, 5211, 5212, 5214, 5215, 5322, 5600, 5629, 5630, 9178 and 11413 of 1987 : 52. The petitioners in these petitions cannot obviously question the competence of the government to make the reference or the validity of the references made. Their grievance is that the Special Tribunal has rejected their applications to record and recognise the settlements entered by them with their respective workers and has passed an award on the basis of a compromise to which they were not parties. The contention of the petitioners in both Group I and II in this regard is that when they have respective settlements binding them and their workers, the Special Tribunal is in error in ignoring them and thrusting on them a compromise between other parties by adopting the terms thereof as its findings and adjudication. We have already set out in detail the general principle relating to the sanctity and binding force of settlements under Section12(3) or 18(1) of the Act while considering Group I Cases. The effect of settlements during the pendency of proceedings for adjudication of disputes before a tribunal and after the passing of an award during the pendency of proceedings in higher forums has been clearly pronounced by the Supreme Court of India in several cases. 53. In Amalgamated Coffee Estates v. Their Workmen (1965-II-LLJ-110), there was a settlement during the pendency of appeals before the Supreme Court between most of the managements and most of their employees. An application to dispose of the appeal in terms of the settlement was opposed by some of the workmen on the ground that they were not bound by it. In Amalgamated Coffee Estates v. Their Workmen (1965-II-LLJ-110), there was a settlement during the pendency of appeals before the Supreme Court between most of the managements and most of their employees. An application to dispose of the appeal in terms of the settlement was opposed by some of the workmen on the ground that they were not bound by it. The Supreme Court called for a finding from the Industrial Tribunal, Madras, on the issue whether "in view of the fact that admittedly a large number of the workmen employed by the appellants have accepted payments consistently with the terms of the agreements set up by the employers in their present petitions, is it shown by the respondents that the said agreement is not valid and binding on them ?" * The Tribunal returned a finding that the terms of the settlement were fair and that in every estate payments were made in terms of the settlement and accepted by the workmen voluntarily and knowingly. Accepting the said finding, the Supreme Court disposed of the appeal in terms of the settlement. Singificantly, the Supreme Court framed the issue in that fashion casting the burden on the workmen who opposed the settlement which was accepted and acted upon by a large number of workmen to prove that was not valid and binding on them. 54. In Workmen of Govt. Silk Weaving Factory Mysore v. Industrial Tribunal Bangalore (1973-II-LLJ-144), the Supreme Court held that where the Tribunal finds that the settlement placed before it is a genuine settlement between a substantial number of workmen on the one hand and the management on the other, in respect of not only the disputes referred for adjudication but also certain other disputes, and after considering the evidence finds that the terms of the settlement are very fair and just and the Tribunal accepts the settlement and passes an award, such an award should not be interfered with only on the ground that one of the groups of the workmen before it had objections to the settlement. 55. In New Standard Engg. Co. 55. In New Standard Engg. Co. Ltd. v. M. L. Abhyankar and others (1978-I-LLJ-487), the Supreme Court held that the justness and fairness of a settlement has to be examined with reference to the situation as on the date of settlement and where a very large number of workmen are parties to the settlement and the bonafides of the union representing a large majority are not questioned, the Tribunal is right in finding the settlement to be just and fair. In that case, the Supreme Court observed thus at p. 491 : "It is well-known that the possibility of an adverse decision by the Court operates as a positive force in favour of deliberate and careful effort by both parties to settle their dispute through direct negotiations. And we have no doubt that it is that force which has brought about the settlement under consideration. Then there is the further fact that, as has been stated by the Tribunal, the workmen were liable, in the event of the success of the company, to a refund of the amounts which had already been paid to them on that understanding." * 56. The criteria for deciding a settlement to be fair and just and the onus of proving fraud and coercion when alleged are decided by the Supreme Court in Tata Engineering and Locomotive Co. Ltd. v. Workmen (1981-II-LLJ-429). The following passage at p. 431 in the judgment in that case may be quoted with advantage :- "If the settlement had been arrived at by a vast majority of the concerned workers with their eyes open and was also accepted by them in its totality, it must be presumed to be just and fair and not liable to be ignored while deciding the reference merely because a small number of workers (in this case 71, i.e., 11.18 per cent) were not parties to it or refused to accept it, or because the Tribunal was of the opinion that the workers deserved marginally higher emoluments than they themselves thought they did. A settlement cannot be weighed in any golden scales and the question whether it is just and fair has to be answered on the basis of principles different from those which come into play when an industrial dispute is under adjudication." * 57. A settlement cannot be weighed in any golden scales and the question whether it is just and fair has to be answered on the basis of principles different from those which come into play when an industrial dispute is under adjudication." * 57. In this case, the Special Tribunal has refused to accept the settlements between individual managements and their workers on the following reasoning :- "Admittedly these settlements are unitwise. While in some of them, an express provision has been made in favour of the workmen to avail the benefits of the award in this proceeding as and when it comes into force, in some of the settlements, the concerned workmen or their union, have expressly agreed to waive their rights and claims, if any declared under this award. Having regard to the character of the present references as industry-wise coupled with the fact, that monetary relief is being granted with particular reference to the high rise in the Cost of Living Index and considerable fall in the rupee value, it would be unjust and inequitable to deny the workmen covered by these post-reference-settlements, the relief granted under this Award. There was the possibility of their having been lured into agreeing to such settlements, by reason of the immediate benefit accruing to them, in the context of the fairly long delay of more than a year in the pendency of this proceeding, intercepted by frequent additions of some mills and parallel proceedings before the High Court and Supreme Court. A perusal of these settlements discloses that most of them were silent about the wage structure that prevailed in the mills preceding the settlement. Further, very negligible increases in emoluments, working out Re. 1 or Rs. 2 per day had alone been granted. I am not rejecting the settlements on the ground that the increase granted are not comparable with the increases determined under this award, a basis that should not be adopted in considering the fairness and reasonableness of a bipartite settlement. Even on the face of the terms of the settlement, the inadequacy of the quantum of increase granted thereunder would be daring and demonstrative. Further, some of these settlements have stipulated the duration of the operation of the terms thereof, for long periods ranging between 3 to 6 years, disarming the concerned workmen, from agitating their legitimate claim for such long periods. Further, some of these settlements have stipulated the duration of the operation of the terms thereof, for long periods ranging between 3 to 6 years, disarming the concerned workmen, from agitating their legitimate claim for such long periods. In the circumstances, though I am not inclined to countenance the plea of the mills for passing an award in terms of the post-reference-settlements either under Sections 18(1) or 12(3) in their respective units, yet I am satisfied as in the case of pre-reference-settlements, the increase, if any, in the emoluments granted to the workmen on the foot of such settlements, subsequent to the date of the operation of this award as mentioned hereunder, should be adjusted against the increased granted under this award. Subject to this, the earlier stated M.Ps. and the similar relief sought for in the statements, are rejected." * 58. Before discussing the correctness of the reasoning of the Special Tribunal, it is necessary at this stage to refer to the acceptance by the Special Tribunal of one of the post-reference-settlements and the manner in which the terms thereof have been adopted by the Special Tribunal as its own findings and adjudication, on the basis of which the award has been made. It is seen that 71 mill managements represented by Southern India Mills Association, known as SIMA, on the one hand, and five members of the Joint Action Council viz., Sri A. Subramanian for Hind Mazdoor Sabha (HMS), Sri S. Doraiswamy for labour Progressive Federation (LPF), Sri U. R. Krishnan for Anna Thozhil Sanga Peravai (ATP), Sri R. Sengaliappan for Tamil Nadu Trade Union Congress (TNTUC) and Mr. C. N. Ranganathan for Indian National Trade Union Congress (INTUC) entered into a settlement on 21st March 1986 and applied to the Tribunal for passing an award in terms thereof. The other five members of the Joint Action Council representing Central India Trade Union (CITU), All India Trade Union Congress (AITUC), United Textile Labour Association (UTLA), Papanasam Labour Union (PLU) and Madurai Labour Union (MLU) did not sign the settlement. The other five members of the Joint Action Council representing Central India Trade Union (CITU), All India Trade Union Congress (AITUC), United Textile Labour Association (UTLA), Papanasam Labour Union (PLU) and Madurai Labour Union (MLU) did not sign the settlement. Even though a representative of the HMS had signed the settlement, the splinter group (as it is called by the Special Tribunal) of the said Organisation presided by one Sri Chinnadurai along with the other non-signatory organisations actively opposed the acceptance of the compromise and filed applications before the Special Tribunal questioning the validity and binding nature of that settlement. Though the Special Tribunal passed an award on the basis of the settlement on 21st March 1986 itself without notice to the persons who are not parties thereto, set aside the award later on receiving objections from the others and heard their objections to the settlement. Apprehending the legal hurdles in the way of the Special Tribunal's accepting it as a settlement within the meaning of the Act, learned counsel for the Labour Organisations which were signatories thereto, requested the Special Tribunal to treat it as a memorandum of compromise and adopt the terms thereof as its finding as the terms were fair, just and equitable, according to him. The Special Tribunal found it convenient to accede to that request and proceeded to consider the matter on that footing. The Special Tribunal worked out the arithmetic calculation of the total number of workers represented by the five signatory organisations and arrived at the figure of 1, 08, 741 members. While admitting that details of membership of the non-signatory organisations were not available and observing that the total number of textile workers which would be benefited by the proceedings exceed two lakhs, the Special Tribunal concluded that the five signatory unions represented about 1, 10, 000 workers which could be equated to more than 2/3rd majority. We must confess that we are unable to understand either the logic or the arithmetic adopted by the Special Tribunal. On that basis, the Special Tribunal had no hesitation to hold that the compromise governed a majority of workmen. 59. As regards the representation of the managements, the Special Tribunal found that 71 mills were represented by SIMA in the first instance in the settlement. On that basis, the Special Tribunal had no hesitation to hold that the compromise governed a majority of workmen. 59. As regards the representation of the managements, the Special Tribunal found that 71 mills were represented by SIMA in the first instance in the settlement. 11 other mills, who are also members of SIMA, adopted the terms of the compromise as applicable to their units as well. In the course of further hearing, 15 other mills filed applications adopting the terms of the said compromise dated 21st March, 1986. Thus, a total number of 97 mills accepted the said compromise. The Special Tribunal has observed that all the 97 mills fell within Group (D) as classified by it. We have already referred to the classification made by the Special Tribunal on the basis of spindlage. Ground (D) comprises mills having more than 11, 000 spindles while Group (C) comprises mills having more than 6600 spindles but less than 11, 000 spindles. The membership of SIMA is not confined to mills having more than 11, 000 spindles. On the other hand, mills having more than 6000 spindles could become members of SIMA and in fact, there were several such mill which were members of the SIMA and some of them were also represented by SIMA in the compromise dated 21st March 1986. The Special Tribunal has stated that about 200 textile mills fell within Group (D) and out of them 40 mills relied on pre-reference-settlements and 30 mills relied upon post-reference-settlements. On the assumption that all the 97 mills which had adopted the terms of the compromise belonged to Group (D), the Special Tribunal proceeded to observe that a reasonable cross section of the industry in Group (D) had acknowledged and accepted their financial capacity to bear the burden of the monetary increase envisaged under the compromise. The Special Tribunal held that the terms of the compromise dated 21st March 1986 were just, fair and reasonable and adopted them as its own findings. The main reason for such acceptance was that counsel representing CITU, AITUC and the splinter group in HMS conceded that the monetary benefits secured under the provisions of Annexure I to the compromise as also the line of promotion provided in Annexure III there to could be said to be fair, just and reasonable and that the contest was really against the provisions contained in Annexure II. After considering the terms of Annexure II, the Special Tribunal concluded that they were fair and reasonable. 60. The grievance of the petitioners in this Group is that while the Special Tribunal accepted a compromise between the representatives of one section of the workers and the representatives of some of the managements, on the wrong assumption that it was a compromise between majority of workers and majority of managements, the Special Tribunal was in error in refusing to recognise the settlements between the petitioners and their workers. It is submitted that the Special Tribunal having rejected the request for standardisation of wages and not having rationalised the workload by itself, cannot refuse to accept unit-wise settlements. In fact, Annexure II to the compromise dated 21st March 1986, which has been accepted by the Special Tribunal, provides for determination of work assignments and workload on the basis of scientific evaluation, which should be made by the managements and the unions and that in the event of difference between the representatives of the management and the union, the issue should be referred to South India Textile Research Association, Coimbatore, whose decision shall be final and binding on the parties. It is further provided in Annexure II that the entire exercises in determining the work assignment etc., shall be completed within a period of six months and the individual unit-level settlements shall be entered into and implemented within 30 days of the decision as referred to in clause 3 thereof. Thus, Annexure II contemplates further unit-wise settlements between the managements and their workers. When the Special Tribunal has itself accepted the terms of Annexure II and made them part of its award, the Special Tribunal ought to have recognised the settlements between the petitioners and their workers and erred in rejecting them on the ground that they are unit-wise. 61. Our attention is drawn to rule 25 of the Tamil Nadu Industrial Disputes Rules which prescribes the procedure for bringing about settlement. The rule reads thus : "25. Memorandum of settlement. - (1) A settlement arrived at in the course of conciliation proceedings or otherwise shall be in Form 'B'. 61. Our attention is drawn to rule 25 of the Tamil Nadu Industrial Disputes Rules which prescribes the procedure for bringing about settlement. The rule reads thus : "25. Memorandum of settlement. - (1) A settlement arrived at in the course of conciliation proceedings or otherwise shall be in Form 'B'. (2) The settlement shall be signed by - (a) in the case of an employer, by the employer himself or by his authorised agent or when the employer is an incorporated company or other body corporate, by the agent, manager or other principal officer of the corporation; and (b) in the case of workmen, either by the President or Secretary of a registered trade union of workmen or by two office-bearers of the union authorised by the President or Secretary or by five representatives of workmen duly authorised in this behalf at a meeting of the workmen held for the purpose and attended by a majority of the workmen concerned : Provided that where the number of workmen affected is not more than 2, the settlement may be signed by the workman or workmen concerned. (c) in the case of an industrial dispute raised in pursuance of Section 2-A, by the workmen concerned. (3) The parties to a settlement arrived at otherwise than in the course of conciliation proceedings shall send a copy thereof to the Conciliation Officer concerned, the Commissioner of Labour, Madras and the Secretary to the Government of Madras in-charge of Labour. (4) The Conciliation Officer shall maintain a record of all settlements effected under the Act in respect of disputes in the area within his jurisdiction in a register in Form "C"." * It is urged by learned counsel for the petitioners that clause 2(b) of the rule contemplates only unit-wise settlements. 62. Another reason given by the Special Tribunal that there was the possibility of the workers having been lured into agreeing to such settlements projected by the petitioners by reason of the minimum benefit accruing to them in the context of the fairly long delay of more than a year in the pendency of the proceedings, is not only based on unwarranted surmise but also contrary to the dictum of the Supreme Court in New Standard Engg. Co. Ltd. v. M. L. Abhyankar and others (supra) to which we have already made a reference. Co. Ltd. v. M. L. Abhyankar and others (supra) to which we have already made a reference. In that case, it was held that the uncertainty of a proceeding in Court is a relevant factor to be taken into account by the workers for settling their disputes with the managements and that there was nothing wrong in their doing so. The Special Tribunal is also in error in deciding upon the inadequacy of the quantum of increase granted under the settlements without considering the relevant factors which promoted the concerned workers to accept the terms of such settlements. 63. The Special Tribunal has observed that if the benefits provided in the settlements to the workers are more than those granted by the award, they can avail of the same. As rightly contended by learned counsel for the petitioners, the settlements are "package deals" as described by the Supreme Court and they cannot be dissected or split up at the choice of one party thereto, viz., the workers. 64. While considering this group of cases, special reference has to be made to some of the petitions in which counsel argued independently. In W.P. Nos. 4458 and 4459 of 1987, a settlement was entered on 23rd May 1986 and on the same day the management and the workers' union filed a joint memo, before the Special Tribunal. No objection was raised by any of the parties to the acceptance of the same. In fact the representative of the workers' union is a member of the Joint Action Council. As per the terms of the settlement it has to be in force for a period of five years from 1st May 1986. The second respondent in these two writ petitions is the only union of the workers in the petitioners mills. The union is represented by learned counsel Mr. Achuthan, who submitted that the terms of the settlement between the petitioners and the union conferred more benefits on the workers and that the Special Tribunal was clearly in error in refusing to recognise that settlement. We have no hesitation to hold that the grievance of the petitioners in these writ petitions is fully justified. 65. Similarly in W.P. Nos. 5190 and 5191 of 1987, a joint memo was filed before the Special Tribunal on 30th April 1986. We have no hesitation to hold that the grievance of the petitioners in these writ petitions is fully justified. 65. Similarly in W.P. Nos. 5190 and 5191 of 1987, a joint memo was filed before the Special Tribunal on 30th April 1986. It was signed on behalf of the workers by the General Secretary who was a Member of Parliament and representatives of 18 unions. The terms relating to wages and dearness allowance are pari materia to the compromise dated 21st March 1986. No objection was raised by anybody to the acceptance of the settlement. When the Special Tribunal has found similar terms in the compromise dated 21st March 1986 acceptable, there was no reason to reject this settlement. It is brought to our notice that the staff members of the petitioner mills have also settled their disputes on 26th August 1987 and 1499 out of 1500 members of the staff have accepted the terms thereof. It is submitted that the staff members were governed by a pre-reference-settlement dated 27th April 1984 under Section12(3) of the Act, which expired on 1st May 1987. The present settlement dated 26th August 1987 is again under Section12(3) of the Act and a copy of the same has been produced before us. Learned counsel prays for acceptance of the said settlement and passing appropriate order. 66. In these two cases, the union of workman are represented by learned counsel Mr. Somayajee. He supported the contentions learned counsel for the petitioners. He submitted that workers numbering about 21, 000 these mills and staff members numbering about 1500 have accepted the benefits under the respective settlements and they stand by same. It was also urged by him that the Joint Action Council has no right to represent workers and they cannot thrust the compromise entered into by them with some of managements and the award based thereon on these workers. It was also urged by him that the Joint Action Council has no right to represent workers and they cannot thrust the compromise entered into by them with some of managements and the award based thereon on these workers. He draws our attention to Rule 29 of the Tamil Nadu Industrial Disputes Rules and submits that an application under Section10(2) of the Act for a reference of an industrial dispute which shall be in Form E, shall be signed in the case of workmen, either by President or Secretary of the trade union workmen or by two office-bearers of the Union authorised by the President or Secretary, or by five representatives of the workmen duly authorised in this behalf at a meeting of the workmen held for the purpose and attended by a majority of the workmen concerned. It is the contention of learned counsel that the Joint Action Council has no locus standi to represent the workers even for making an application for reference and any compromise entered by them cannot bind the workers of these mills. He also submitted that the terms of the settlements with the petitioners in these two writ petitions are much better than the provisions in the award in so far as the staff members are concerned and are on par with the terms of the award with reference to the workers. It is also pointed out by learned counsel that the unions of staff members were not made parties to the references and they were not represented the proceedings before the Special Tribunal nor are the staff unions represented in the Joint Action Council. We agree with the contentions urged on behalf of the petitioners in these two writ petitions and also the unions in these mills. 67. In W.P. No. 4293 of 1987, the petitioner mill is a new mill which is not member of SIMA. There are only 90 workers who are not members of any trade union. The management and the workers entered into a settlement. The settlement was signed by five elected representative of the workers. Later in a meeting of all the workers, it was ratified and an application was filed in M.P. No. 13 of 1986 before the Special Tribunal for accepting the settlement and for passing of an award. The Special Tribunal rejected the same as in the case of all post-reference-settlements. The settlement was signed by five elected representative of the workers. Later in a meeting of all the workers, it was ratified and an application was filed in M.P. No. 13 of 1986 before the Special Tribunal for accepting the settlement and for passing of an award. The Special Tribunal rejected the same as in the case of all post-reference-settlements. It is rightly contended by learned counsel for the petitioner that the Joint Action Council is not entitled to represent the workers of this unit in the proceedings before the Special Tribunal and that the Special Tribunal ought to have passed an award on the basis of the settlement. Our attention is drawn to Section 36(1)(c) of the Act, which provides that where the worker is not a member of any trade union, he shall be entitled to be represented by any member of the executive or other office bearer of any trade union connected with or by any other workmen employed in the industry in which the worker is employed and authorised in such manner as may be prescribed. Rule 46 of the Tamil Nadu Industrial Disputes Rules is to the effect that an authorisation to represent a worker or worker under Section 36(1)(c) of the Act shall be in Form 'J'. Admittedly, no such authorisation was given to the members of the Joint Action Council. 68. The only contention put forward by the respondents in answer to the submissions made by learned counsel for the petitioner is that the workers have not come before this Court to make a grievance and no relief could be granted to the petitioner. We do not agree. Industrial adjudication is intended to settle the disputes between the management and the workers and ultimately bring about industrial peace. An award passed by an Industrial Tribunal shall not give room for the raising of any dispute at the instance of mischievous elements. 69. We have already referred to the conclusion of the Special Tribunal in connection with the mills actually closed to the effect that he application of the award is left to be negotiated and concluded by the parties concerned. A statutory tribunal cannot pass an award and leave the applicability to be decided by the parties by negotiations. Yet, when settlements arrived between parties after negotiations are placed before the Tribunal for passing an award in terms thereof, they are rejected. A statutory tribunal cannot pass an award and leave the applicability to be decided by the parties by negotiations. Yet, when settlements arrived between parties after negotiations are placed before the Tribunal for passing an award in terms thereof, they are rejected. We hold that the Special Tribunal is in error in rejecting the settlements projected by the petitioners in this Group of cases particularly when they have been entered by the workers with their eyes open and when there is no opposition to the same from any of the concerned workers. The onus of proving that those settlements are not valid and binding is on the persons who oppose the same. There is absolutely no material on record to countenance any such opposition. We hold that the Joint Action Council has no locus standi to oppose the post-reference-settlements relied upon by the petitioners in this Group of cases. Hence, the award passed by the Special Tribunal in so far as these petitioners are concerned is quashed, as prayed for by them.GROUP III Cases in which there is no settlement : W.P. Nos. 4401, 4432, 4438, 4504, 4853 to 4856, 6505, 7282, 7283 and 11449 of 1987 : 70. The only argument advanced by the petitioners in this Group and which has been urged by the petitioners in Groups I and II also is that the financial capacity of the individual mills should have been taken into account by the Special Tribunal before passing the award. The Special Tribunal has taken the view that it is not necessary to consider the financial capacity of the individual mills as it is an industry-wise reference. The Special Tribunal relied upon the decision of the Supreme Court in Express Newspapers Limited v. Union of India (supra), wherein it was observed that if the industry is divided into different classes it may not be necessary to consider the capacity of each unit to pay, but it would certainly be necessary to consider the capacity of the respective classes to bear the burden imposed on them. That is a case in which the decision of the Wage Board constituted under the Working Journalists (Conditions of Service and Miscellaneous Provisions) Act (XLV of 1955) was called in question. The general principles laid down therein will not apply to case where additional emoluments are sought without any standardisation of the wages or rationalisation of the workload. That is a case in which the decision of the Wage Board constituted under the Working Journalists (Conditions of Service and Miscellaneous Provisions) Act (XLV of 1955) was called in question. The general principles laid down therein will not apply to case where additional emoluments are sought without any standardisation of the wages or rationalisation of the workload. As we have seen already in the case of Kirlampudi Sugar Mills Ltd. (supra), the Supreme Court held that notwithstanding the fixation of a fair wage by the Wage Board, it would be applicable to all the units in the region for which it has been fixed, it may be open to any particular unit to plead that in fact its financial position is not such that it can bear the burden of implementing the recommendations and that the justification of the pleas of want of financial capacity will depend upon the evidence of its financial position over a period of years, to show that it cannot bear the burden. The Special Tribunal is, therefore, wrong in not considering the financial capacity of the individual mills which pleaded specifically that they will not be in a position to bear the financial burden which will be the result of an increase in the emoluments to the workers. In fact, the petitioners in W.P. Nos. 4401, 4432 and 4438 of 1987 have pleaded that if there is any increase in the wages of the workers, it will only lead to the inclusion of their mills in the list of sick industries and may ultimately lead to closure. They have filed their balance-sheets which are exhibited before the Special Tribunal and yet, the Special Tribunal has not chosen to consider the same. 71. We have already referred to the fourfold classification of the mills on the basis of their spindlage by the Special Tribunal. Group (A) with working capacity upto five frames or 2200 spindles, whichever is less, comprised about 130 textile mills, of which 84 mills entered appearance before the Special Tribunal and filed their pleadings.69 of them entered into a compromise with the Joint Action Council on 1st July, 1986 and filed the memorandum before the Special Tribunal. Group (A) with working capacity upto five frames or 2200 spindles, whichever is less, comprised about 130 textile mills, of which 84 mills entered appearance before the Special Tribunal and filed their pleadings.69 of them entered into a compromise with the Joint Action Council on 1st July, 1986 and filed the memorandum before the Special Tribunal. The Special Tribunal accepted the terms of the memorandum as just and reasonable on the ground that the majority of the mills in Group (A) had accepted them and that would be the correct indication of the financial capacity Group (A) Mills. Under the said compromise, the additional benefits payable to the workers amounted to Rs. 78/-. As regards Group (D), in which mills having more than 11, 000 spindles were clubbed in, the Special Tribunal accepted the compromise dated 21st March 1986 to which we have made a detailed reference. We had also indicated that the Special Tribunal was wrong in assessing the financial capacity of the industry with regard to the mills falling in Group (D) on the basis of the said compromise. As regards Groups (B) and (C), the Special Tribunal started the discussion on the premise that the monetary benefits should range between Rs. 78/- fixed for Group (A) and Rs. 123/- fixed for Group (D). After rejecting a compromise dated 8th August 1986, between six members of Joint Action Council and 8 textile mills belonging to Group (B) on the ground that the financial capacity of the said 8 textile mills cannot be taken to represent a cross-section of the industry in Group (B) which consisted of about 88 mills, the Special Tribunal fixed the quantum of the benefits at Rs. 91/- for Group (B) Mills and Rs. 104/- for Group (C) mills. In so far as the petitioners in this group of cases are concerned, the only attack against the award is that the Special Tribunal has failed to consider their individual financial capacity and if the terms of the award are to be implemented by them, that will work great hardship on the mills and they might have to close down the mills. We agree with the contentions of the petitioners and hold that the award of the Special Tribunal is vitiated on account of its failure to consider the financial capacity of the petitioners in this Group of writ petitions and consequently quash the same. We agree with the contentions of the petitioners and hold that the award of the Special Tribunal is vitiated on account of its failure to consider the financial capacity of the petitioners in this Group of writ petitions and consequently quash the same. These matters are remanded to the Tribunal for fresh disposal in the light of the observations made herein.GROUP IV : INDIVIDUAL CASES : 72. I.W.P. Nos. 4153 and 4154 of 1987 :- In these two petitions, the management of Binny Limited (B & C Mills) have challenged the validity of the award mainly on the ground that the reference was itself not valid in view of the subsisting settlements between the management and the workers. In fact, these petitioners come under Group I cases and we have already discussed the respective contentions in full under that heading. At present, we have to consider only of the contentions which we expressly reserved earlier. That relates to the attack made by learned counsel for the Union against clauses 9 and 15 of the settlements relied on by the petitioners on the ground that they are unconscionable and therefore unenforceable. Before referring to the relevant clauses, it is necessary to state a few facts leading to the settlements in question. In November 1980, the petitioner issued a notice under Section25FFF of the Act of its intention to close the B & C Mills with effect from 31st December 1980 setting out the reasons for the proposed closure. In March, 1981, a memorandum of understanding was drawn between the Joint Secretary, Department of Textiles, Ministry of Commerce, Government of India, New Delhi and the office bearers of the trade unions viz., Madras Labour Union and B & C Mills Staff Union listing proposals to be implemented to enable the opening of the mills and working on a viable basis. The memorandum contemplated a representative of the Tamil Nadu Government (Special Officer) who would assist in the said task and whose decision on disputed matters was to be accepted as final by the parties, subject to the concurrence of the Central Government. A Memorandum of Settlement under Section12(3) of the Act and Rule 25(1) of the Tamil Nadu Industrial Disputes Rules, 1958, was filed before the Commissioner of Labour, Madras, setting out the terms agreed to by the parties. A Memorandum of Settlement under Section12(3) of the Act and Rule 25(1) of the Tamil Nadu Industrial Disputes Rules, 1958, was filed before the Commissioner of Labour, Madras, setting out the terms agreed to by the parties. The workers were represented by the Madras Labour Union and B & C Staff Unions, who are respondents 4 and 5 in these writ petitioners respectively. The memorandum was signed by 15 office bearers, 1 to 8 being the representatives of the fourth respondent and 9 to 15 representing the fifth respondent. All aspects relating to the proper functioning of the mills such as man power, wage structure, productivity norms, etc., were all considered and provided for in the settlement comprehensively. By reason of the settlement, the mills were reopened on and from 19th June 1981 and the workmen were provided with work in a phased manner. On 23rd November 1984, a settlement was entered under Section12(3) of the Act before the Commissioner of Labour between the petitioner and the two unions extending the period of operation of the settlement dated 6th June 1981 for a further period of four years i.e., from June, 1984 to June 1988. About 619 members of the staff did not agree to the settlement and nobody signed on their behalf. In a proceeding before the Supreme Court in C.M.P. Nos. 21910 and 41351 of 1984 in W.P. Nos. 3948 of 1982 and 17273 of 1984, the Supreme Court directed the aforesaid 619 members to sign the settlement and gave some directions. Those writ petitions arose out of retrenchments of certain persons, the validity of which was in question. Consequent to the direction of the Supreme Court, a settlement dated 26th December 1984 was entered between the petitioner and the B & C Mills Staff Union. The terms and conditions of this settlement are identical with those of the settlement dated 23rd November 1984. 73. Clause 15 of the settlement reads as follows :- "There will be no economic demand on the management involving additional financial liability for a period of four years or till the accumulated losses are wiped off, whichever is earlier." * It is this clause which is mainly relied upon by the petitioners in support of heir contention that they should not be included in the references so long as the settlements subsist. Reliance is placed upon clause 17 of the Settlement also, which is in the following terms :- "The Union withdraws all other pending demands not covered by this Settlement. This settlement is in full and final settlement of all the demands raised by the workmen and the Union." * 74. It is in this context learned counsel for the workers' union put forward an argument that clauses 9 and 15 of the settlement are void as they are unconscionable. Clause 9 of the settlement is as follows :- "If at any time, during the period of this settlement, the economic and financial viability of the Mills are again in jeopardy, the Management reserves the right in serving notice under Section9A of the Industrial Disputes Act to curtail or rescind any of the benefits which are not enjoyed by workers in the Textile Industry including those which are protected by the decisions of the Special Officer and incorporated in the Memorandum of Understanding and in the Settlement dated 6th June 1981 which are continued under clause (1) of this settlement. If no settlement is reached by bilateral negotiations on the matters raised in the Notice under Section9A of the Industrial Disputes Act, either party can intimate the Commissioner of Labour. On such intimation of failure of bilateral negotiations, it is hereby agreed by both the parties that the Commissioner of Labour is authorised to nominate a Committee of Experts, whose recommendations on the matters raised in the said Notice under Section9A of the Industrial Dispute Act and any other matters relevant to make the Mills viable will be accepted and binding on them." * It is contended by learned counsel for the Union that the workers were starving for about ten months prior to the settlement and they had no option but to agree to the terms of the settlement. It is further argued that under clause 9, the management is given liberty to withdraw the benefits conferred on the workers if the economic and financial viability of the mills are in jeopardy. But, no such corresponding right is given to the workers to make a claim for further benefits if the financial position of the mills improved. It is further argued that under clause 9, the management is given liberty to withdraw the benefits conferred on the workers if the economic and financial viability of the mills are in jeopardy. But, no such corresponding right is given to the workers to make a claim for further benefits if the financial position of the mills improved. Learned counsel for the Union submitted that a reading of the preamble to the settlement dated 6th June 1981 proves that the workers were in such a helpless condition at that time that they could not afford to reject the terms offered by the management though they were one-sided. According to learned counsel, the settlement is no better than a contract and in the circumstances of the case, it is vitiated and unenforceable. Learned counsel places reliance on the following passage in Chitty on Contracts, 25th Edition, Volume I, pages 2 and 3 :- "Elements of a valid contract : The main elements of a valid contract are as follows. First, the parties must "mean business": they must intend to enter into legal relations. For example, the acceptance of an invitation to dinner created no obligation which the law will enforce, secondly, there must be an agreement, that is, a promise of which the offer has been duly accepted. Thirdly, either the promise must be contained in a deed under seal, or it must be supported by consideration; for English law does not regard bare promises, but only bargains as contracts. Nevertheless, these elements are not invariably present-a party may be held to have contracted even though he had no subjective intent to enter into legal relations, a contract under seal will bind the promiser without any acceptance by the promisee, and there are cases where contracts are not readily explicable in terms of offer and acceptance or of bargain. But in most situations, a valid contract will contain these three elements.However, even where these elements exist, a contract is liable to be defeated by the presence of other factors such as the absence of a particular form, mistake, misrepresentation, duress, undue influence, incapacity of illegality. Some of these factors will render the contract void, others voidable, and others still will render it unenforceable against one or both contracting parties." * Learned counsel also draws our attention to the following passages in Cheshire, Fifoot and Formaton's Law of Contract, 11th Edition. Some of these factors will render the contract void, others voidable, and others still will render it unenforceable against one or both contracting parties." * Learned counsel also draws our attention to the following passages in Cheshire, Fifoot and Formaton's Law of Contract, 11th Edition. (i) at pagees 20 and 21 : "The critical analysis of freedom of contract has led to the suggestion that contracts should be treated differently where there is inequality of bargaining power. This suggestion has received formal recognition in the United States, and it has received not unfavourable notice in a number of English judgments though it is not yet clearly the ratio of any Cschrode Hustee Publishing Co., Ltd. v. Mscaulay 1974 (3) All(ER) 616." (ii) at page 300 : " This reasoning was well within the scope of the traditional statements of the doctrine and Cairns LJ and Sir Eric Sache so decided the case. Lord Denning MR, however, conducted a broad review of the existing law and concluded :" * Gathering all together, I would suggest that through all these instances there runs a single thread. They rest on 'inequality of bargaining power'. By virtue of it, the English law gives relief to one who, without independent advice, enters into a contract upon terms which are very unfair or transfers property for a consideration which is grossly inadequate, when his bargaining power is grievously impaired by reason of his own needs or desires, or by his own ignorance or infirmity, coupled with undue influences or pressures brought to bear on him by or for the benefit of the other. When I use the word 'undue' I do not mean to suggest that the principle depends on proof of any wrongdoing. The one who stipulates for an unfair advantage may be moved solely by his own self-interest, unconscious of the distress he is bringing to the other. I have also avoided any reference to the will of the one being 'dominated' or 'overcome' by the other. One who is in extreme need may knowingly consent to a most improvident bargain, solely to relive the straits in which he finds himself. Again, I do not mean to suggest that every transaction is saved by independent advice. But the absence of it may be fatal. With these explanations, I hope this principle will be found to reconcile the cases. Again, I do not mean to suggest that every transaction is saved by independent advice. But the absence of it may be fatal. With these explanations, I hope this principle will be found to reconcile the cases. "Learned counsel also relied on the observations of the Supreme Court in Central Inland Water transport Corporation Ltd. v. Brojo Nath (1986-II-LLJ-171 at 208-209), which are as follows :" * 92. Should then our courts not advance with the times ? Should they still continue to cling to outmoded concepts and outworn ideologies ? Should we not adjust our thinking caps to match the fashion of the day ? Should all jurisprudential development pass us by, leaving us floundering in the sloughs of nineteenth-century theories ? Should the strong be permitted to push the weak to the wall ? Should they be allowed to ride roughshod over the weak ? Should the courts sit back and watch supinely while the strong trample under foot the rights of the weak ? We have a Constitution for our contrary. Our judges are bound by their oath to 'uphold the Constitution and the laws'. The Constitution was enacted to secure to all the citizen of this country social and economic justice. Article 14 of the Constitution guarantees to all persons equality before the law and the equal protection of the laws. The principle deducible from the above discussions on this part of the case is in consonance with right and reason, intended to secure social and economic justice and conforms to the mandate of the great equality clause in Art. 14. This principle is that the courts will not enforce and will, when called upon to do so, strike down an unfair and unreasonable contract, or an unfair and unreasonable clause in a contract, entered into between parties who are not equal in bargaining power. It is difficult to give an exhaustive list of all bargains of this type. No court can visualize the different situations which can arise in the affairs of men. One can only attempt to give some illustrations. For instance, the above principle will apply where the inequality of bargaining power is the result of the great disparity in the economic strength of the contracting parties. It will apply where the inequality is the result of circumstances, whether of the creation of the parties or not. One can only attempt to give some illustrations. For instance, the above principle will apply where the inequality of bargaining power is the result of the great disparity in the economic strength of the contracting parties. It will apply where the inequality is the result of circumstances, whether of the creation of the parties or not. It will apply to situations in which the weaker party is in a position in which he can obtain goods or services or means of livelihood only upon the terms imposed by the stronger party or go without them. It will also apply where a man has no choice, or rather no meaningful choice, but to give his assent to a contract or to sign on the dotted line in a prescribed or standard form or to accept a set of rules as part of the contract, however unfair, unreasonable and unconsciouable a clause in that contract or form or rules may be. "75. We do not agree with the contentions urged on behalf of the union of workers. The circumstances under which the settlements were brought into existence at the intervention of officials of the Government of India and the office-bearers of the trade unions prove that there was no question of inequality of bargaining power. The provision in clause 9 does not give any handle to the management to do anything unilaterally. Clause 15 itself provides that if the accumulated loss are wiped out before the expiry of four years, there will be no bar against the workers to make a demand on the management, involving the financial liability. It is seen from the balance-sheets of the petitioners, the correctness of which is not in dispute, that the total financial loss as on 30th June 1986 is 3953.39 lakhs of rupees. No doubt, the report of the Directors shows that the total sales of the company have touched a record level of Rs. 139 crores during the year 1985-86 and the gross profit at the end of the year was Rs. 754.95 lakhs. Naturally, the respondents harp upon the said aspect of the matter and contend that the petitioners are bound to provide additional benefits to the workers in accordance with the award of the Special Tribunal. We do not agree with this contention also. 754.95 lakhs. Naturally, the respondents harp upon the said aspect of the matter and contend that the petitioners are bound to provide additional benefits to the workers in accordance with the award of the Special Tribunal. We do not agree with this contention also. Just because there are profits in one year, that will not mean that the accumulated loss brought forward from the previous year should be ignored. We have already held that the petitioners should be excluded from the references and the award passed by the Special Tribunal is not applicable to them. The prayer in the writ petitions for quashing the award in so far as the petitioners are concerned has to be granted. 76. 2. W.P. Nos. 4265 and 4268 of 1987 : The first three writ petitions are filed by the management viz., Messrs. Sundaram Textiles Limited while the fourth writ petition is filed by the workmen of Sundaram Textiles Limited. The management is a party to I.D. No. I of 1985, but not to I.D. No. 2 of 1985. As the mills are having more than 11, 000 spindles, it falls under Group (D) as classified by the Special Tribunal. Originally, the management opted to be a party to the compromise dated 21st March 1986 and agreed to the terms of all the annexures to the compromise. We have already referred to clause 7 in Annexure II providing for a period within which the individual unit-level settlements shall be entered into and implemented with reference to the work assignments and work-load on the basis of scientific evaluation. The management and T.V.S. Workers' Union, in which 375 workers are members, entered into a comprehensive settlement which adopted the terms of the compromise dated 21st March 1986 and also provided for work-load and additional wages. This settlement dated 3rd July 1986 was filed before the Special Tribunal along with a petition viz., M.P. No. 75 of 1986 to record the settlement and pass an award in terms thereof. The T. V. S. Workers' Union was a party to the petition and the Joint Action Council was not a party. The T.V.S. Workers' Union is affiliated to INTUC, which is represented in the Joint Action Council. An affidavit was filed on behalf of the Joint Action Council by the AITUC objecting to the acceptance of the settlement and passing an award thereon. The T.V.S. Workers' Union is affiliated to INTUC, which is represented in the Joint Action Council. An affidavit was filed on behalf of the Joint Action Council by the AITUC objecting to the acceptance of the settlement and passing an award thereon. An objection was raised on the ground that the T.V.S. Workers' Union did not haves the support of the majority of the workers. A rejoinder was filed by the workers of Sundaram Textiles affirming the settlement. It was stated that 362 workers out of 570 were members of the T.V.S. Workers' Union and in fact, the membership increased to 452 in June, 1986. Admittedly, there is no other union for the workers in this unit. The Special Tribunal dismissed the application filed by the petitioner for passing an award on the basis of the settlement on the following reasoning :-" * The JAC and the other unions have objected to the passing of any award of terms of Exhibit M-478 on the ground that there has been no fair sharing of the gains of rationalisation as contemplated in the compromise, as had been done in the similar settlements Exhibits W-119 to W-122 brought about under Section12(3) of the Act, by some of the Textile Mills. In fact some 300 affidavits (Exhibit W-125 series) purporting to be from the workmen of Sundaram Textiles had been received by post, alleging coercion by the management to enter into the settlement Exhibit M-478. On the other hand, Mr. Govindarajulu, a representative of the central organisation INTUC, to which the signatory union T.V.S. Workers Union is affiliated, as also the President and Secretary of the said union, who were present in the Court on the day of hearing of this petition, denied the alleged coercion by the management and supported the validity of Exhibit M-478 settlement. This unit as an authorising member of SIMA is a co-nominee party to the compromise and in the circumstances there is no need for any separate petition to pass an award on the foot of that settlement. Evidently, the management by filing M.P. 75 of 1986 is seeking to obtain from this Tribunal, a seal of finality to the revised workload and the correlated wage increase provided for in Exhibit M-478 settlement. Evidently, the management by filing M.P. 75 of 1986 is seeking to obtain from this Tribunal, a seal of finality to the revised workload and the correlated wage increase provided for in Exhibit M-478 settlement. The nature of relief, pertaining to rationalisation, claimed in Industrial Dispute No. 2 of 1985, is only declaratory, the effectuation thereof to be done at the unit level. Indeed terms of Annexure-II of the compromise, also provide for a self contained procedure, for ascertaining and effectuating the intended rationalisation, including the one pursuant to an agreement between the management and the concerned union. But the fact remains that there is no scope in this proceeding to adjudicate on the fairness or otherwise of the settlement resulting from the effectuation of rationalisation. Such adjudication has to be done in a separate proceedings, if any, arising on the difference between the management and the unions. In the circumstances, I refrain from countenancing the settlement Exhibit M-478, in this proceeding and relegate it to be agitated in appropriate proceeding in that regard. I record no finding on the fairness or otherwise of the dispute terms in this settlement. It is open to the managements and the concerned unions at the unit level to resolve their disputes, if any, in that regard. M.P. No. 75 of 1985 has therefore to entail dismissal and is accordingly dismissed. This unit Sundaram Textiles, would, however, be governed by this award as falling in Group D, and as relating to both Industrial Dispute Nos. 1 and 2 of 1985. "77. It is seen from the above passage that a representative of INTUC is the President and Secretary of T.V.S. Workers' Union and he was also present in the Court on the day of the hearing of the petition and he denied the alleged coercion by the management and supported the validity of the settlement. The reasoning of the Special Tribunal for rejecting the settlement is wholly fallacious. When there is provision in Annexure II for unit-level settlement with regard to work assignments and workload, and when there is an agreement between the parties concerned on those matters, we are unable to understand the remark of the Special Tribunal that the management is seeking to obtain a seal of finality to the revised work-load and the correlated wage increase provided for in the settlement. When the Special Tribunal has rejected the application of the petitioner and held that the petitioner would be governed by the award as falling in Group D, it has only paved the way for further disputes in the unit. In our view, the Special Tribunal ought to have accepted the settlement and passed an award thereon particularly when it is in furtherance of the provisions found in Annexure II of the compromise dated 21st March 1986, the terms of which have been accepted by the Special Tribunal. 78. The Joint Action Council has filed a counter-affidavit in the writ petitions contending that the T.V.S. Workers' Union is only a puppet union. There is no substance in that contention as admittedly, the said union is affiliated to INTUC, a representative of which is a member of the Joint Action Council. It was argued on behalf of the respondents that the petitioners in these writ petitions are not aggrieved and that their rights are not impaired by the award. It is contended that the protection under the award is given to the workers and they can choose whatever is more beneficial to them. It is argued that the benefit contemplated in Annexure II will be much more than the benefits given to the workers under the settlement. It is urged that in an industrial adjudication, there is no duty cast on the Tribunal to accept the compromise and pass an award thereon. Reliance is placed upon the decision in Coimbatore Dt. Mill Workers' Union v. Dhanalakshmi Mills (1960-II-LLJ-556) in which it was held (at p. 560) that there is no power in the Industrial Tribunal to record a compromise and that where there is a compromise, it is necessary that the Industrial Tribunal should either make its own award or adopt a compromise entered into by the parties as a part of its award after considering whether it is a proper one from the point of all the workmen concerned in the dispute. Agreeing with the contentions urged by the petitioners, we hold that the matter is governed by the principles laid down by the Supreme Court in Amalgamated Coffee Estates Ltd. v. Their workmen and others (supra), Herbertsons Ltd. and Workmen of Herbertsons Ltd. (supra) and Tata Engineering and Locomotive Co. Ltd. v. Workmen (supra), which have been already referred by us earlier. 79. Ltd. v. Workmen (supra), which have been already referred by us earlier. 79. In the result, these writ petitions have to be allowed as prayed for. 3. W.P. No. 4402 of 1987 : 80. This writ petition is filed by SIMA on behalf on 82 member-mills for whom SIMA entered into the compromise dated 21st March 1986 with the Joint Action Council. The compromise fixed the period of operation of the terms thereof at five years from 1st May 1986. The Tribunal while adopting the terms of the compromise as its own findings held that the award will be in force for one year as provided in S.19(3) of the Act, but made a recommendation to the State Government to extend the period of operation of the award to the maximum duration of three years. The petitioner's grievance is that the period of operation of the compromise is also a term of the agreement between the parties and some benefits were extended to the workers because of the duration agreed. It is submitted by learned counsel for the petitioner that even if the terms of the compromise are adopted as the finding of the Special Tribunal and an award is passed on that basis, the period of operation of the same would be that agreed to by the parties. Learned counsel places reliance on an unreported judgment of a Division Bench of Andhra Pradesh High Court in Indian Detonators Ltd. Kukatpalli, Hyderabad v. The Indian Detonators Ltd. Workers Union and others in W.A. No. 496 of 1969 dated 12th December 1969. 81. In that case, the Government of Andhra Pradesh referred a disputes between Indian Detonators Ltd. and their workers for adjudication to the Industrial Tribunal. Before the matter was taken up for adjudication, the management and the union arrived at a settlement regarding all the outstanding demands and one of the terms of the settlement was that it would be operative from 1st January 1966 to 30th June 1969. The settlement was filed before the Tribunal which passed an award in terms thereof. A rival union which came into existence after the date of the settlement, issued a charter of demands on the management including the demands covered by the settlement. The settlement was filed before the Tribunal which passed an award in terms thereof. A rival union which came into existence after the date of the settlement, issued a charter of demands on the management including the demands covered by the settlement. The State Government referred the award to the Industrial Tribunal for clarification as to whether it will be effective till the period mentioned in the settlement i.e., 30th June 1969 or it will be effective only for a period of one year as per Section19(3) of the Act. The Tribunal held that the settlement was merged in the award and it would be operative only for a period of one year from the date of the award. In view of the said order of the Tribunal, the Government referred the dispute raised by the rival union to the Tribunal for adjudication. At that stage, the management filed a writ petition questioning the order of the Tribunal regarding the period of operation of the award and also seeking mandamus restraining the Tribunal from adjudicating on the later reference. A single Judge of that Court held against the management and dismissed the writ petition. On appeal, the Division Bench after considering the case law on the subject held that the award would be operative for the period mentioned in the settlement. The Bench observed as follows :-" * Applying this reasoning as far as it is applicable to the facts of the present case, the necessary conclusion to which it would lead is that the settlement arrived at between the parties during the pendency of the disputes before the Tribunal would immediately become operative. If they are filed before the Tribunal and an award is made, the settlement would continue to be effective with the added benefit of the award for the period mentioned in the settlement. "82. We are inclined to agree with the aforesaid dictum and hold that the period of operation of the award in this case will be five years from 1st May 1986 in so far as it relates to the parties to the Memo. of compromise dated 21st March 1986 (marked as Ex. M-37 before the Special Tribunal). The limited prayer made in the writ petition is granted and a writ of declaration will issue accordingly. 4. W.P. No. 5000 of 1987 : 83. of compromise dated 21st March 1986 (marked as Ex. M-37 before the Special Tribunal). The limited prayer made in the writ petition is granted and a writ of declaration will issue accordingly. 4. W.P. No. 5000 of 1987 : 83. The petitioner in this case is having 24, 928 spindles and thus falling in Group 'D' of the Classification made by the Special Tribunal. As per the award, the terms of Annexures I to III to the memo, of compromise dated 21st March 1986 and adopted as the findings of the Special Tribunal will govern the petitioner. There were settlements between the workmen and the management in 1974 and 1978 which were ultimately terminated in November, 1984. While the petitioner was requesting the union of the workers for revision of workload and determination of the strength of workmen, the workers were pressing for upward revision revision of wages. The workmen went on strike from 29th September 1984 and certain disputes led to the filing of W.P. No. 12710 of 1984 by the petitioner in this Court and W.A. No. 176 of 1985 on the refusal of an interim order. During the pendency of the writ appeal, the petitioner and the workmen entered into a compromise in terms of which the appeal and the writ petition were disposed of by a Division Bench. The compromise provided for sale of the entire stock then available, payment of arrears of salary, payment of bonus, etc. out of the sale proceeds and for the opening of the mill and taking in employment the seniormost apprentices in addition to 419 permanent workmen. The term relevant for the purpose of this case was one by which the parties agreed to refer certain issues for arbitration to the Commissioner of Labour. One such issue related to fixation of the workload and the permanent strength of workmen. Accordingly, at the instance of the parties, the Government referred the disputes to Special Deputy Commissioner for Labour (Arbitration), Madras, who took the same on his file as A3/85370/84, who after the completion of the enquiry reserved orders. 84. The petitioner filed a statement before the Special Tribunal in I.D. No. 1 of 1985 on 27th November 1986 stating the factum of reference to arbitration and completion of the enquiry and prayed for exclusion from the reference. 84. The petitioner filed a statement before the Special Tribunal in I.D. No. 1 of 1985 on 27th November 1986 stating the factum of reference to arbitration and completion of the enquiry and prayed for exclusion from the reference. The Special Tribunal did not make any reference to the statement or pass any order thereon but proceeded to make the award government the petitioner also as one in 'D' Group mills. It is stated in para 5 of the affidavit filed in support of the writ petition that the main issue argued vehemently before the Arbitrator related to fixation of workload and permanent strength of workmen and revision of wages consequent upon the revision of work-load. 85. Learned counsel for the Joint Action Council contended that the issues referred to the Tribunal in I.D. No. 1 of 1985 etc., are not identical and just because one issue is in common, the petitioner cannot seek exclusion from the references. Reliance is placed on the ruling given by a Division Bench of this Court in Indian Bank Ltd. Madras v. Industrial Tribunal, Madras and others (1963-II-LLJ-195). That was a case in which the Government of India referred a dispute concerning the quantum of bonus payable by the Bank to its employees for the year 1957 to the Industrial Tribunal under Section10(1) of the Act. Later, the Government of India made a reference under Section 10(1)(a) of the Act to a National Tribunal the question relating to formulation of general schemes to bonus providing for principles and conditions under which payable, qualification for eligibility and method of computation, etc. Nearly 73 banks spread over the entire country including the Indian Bank Ltd. were parties to the reference. Relying on the provisions of Section10(6) of the Act, the management contended before the Bench that the reference to the National Tribunal precluded the State Tribunal from deciding the issue regarding bonus for the year 1957 as that would involve determination of the principles on which such bonus could be computed. The Bench rejected the contention on a construction of the words "matter in adjudication" in Section10(6) of the Act to mean only the substantive question for determination of the Tribunal and not to every step or decision come to with a view to arrive at the final adjudication. The Bench rejected the contention on a construction of the words "matter in adjudication" in Section10(6) of the Act to mean only the substantive question for determination of the Tribunal and not to every step or decision come to with a view to arrive at the final adjudication. The Bench observed as follows at p. 200 :The adjudication contemplated by Section 10 is of a dispute and it follows that for the purpose of applying clause (6) of Section 10, the dispute pending before the Industrial Tribunal and that before the National Tribunal should be the same, so that the concerned workers any obtain the relief sought in the local Tribunal from the National Tribunal. Unless there is therefore an identity between the two references one cannot replace or supersede the other." * 86. In the present case, Section10(6) of the Act does not come into play. But, the issues relating to revision of wages and fixation of workload are identical. Of course the issues referred to the Special Tribunal are more in number but all of them relate to the wages payable to workmen. The term 'wages' has been defined by the Act very widely to mean all remuneration capable of being expressed in terms of money payable to the workmen excepting certain specified categories. In our view, the issues referred to the Arbitrator are identical with the issues referred to the Tribunal. Applying the of the decision of the Division Bench referred to above, we hold that the Special Tribunal is barred from deciding the references in so far the petitioner herein is concerned. The writ petition is consequently allowed as prayed for by the petitioner and the award is quashed in so far as it relates to the petitioner. 5. W.P. Nos. 5984, 7805, and 7807 of 1987 : 87. The petitioners in these three writ petitions were parties to the Memo. of Compromise dated 21st March 1986 (Ex. M-37) having been represented by SIMA. They were classified in Group 'C' by the Tribunal as their spindlage capacity is more than 6600 and less than 11000. It is already seen that the Special Tribunal quantified the additional benefits at Rs. 104/- for 'C' Group and Rs. 123/- for 'D' Group. of Compromise dated 21st March 1986 (Ex. M-37) having been represented by SIMA. They were classified in Group 'C' by the Tribunal as their spindlage capacity is more than 6600 and less than 11000. It is already seen that the Special Tribunal quantified the additional benefits at Rs. 104/- for 'C' Group and Rs. 123/- for 'D' Group. Even though these three petitioners belonged to 'C' Group, the Special Tribunal held that they were liable to conform to the terms of the award applicable to Group 'D', as they were 'co-nominee' parties to the compromise. This prayer in the writ petitions is to quash the award in so far as it directed the petitioner to pay wages as applicable to 'D' Group mills. We do not think there is any substance in the contention of the petitioners. The conclusion of the Special Tribunal is correct as the petitioners were actually parties to the compromise dated 21st March 1986. 88. However, it is urged by learned counsel for the petitioners that the Special Tribunal erred in reducing the period of operation of the award to one year from five years agreed in the compromise. We have already held in W.P. No. 4402 of 1987 filed by SIMA that the award will be in force for a period of five years in so far as the parties to the compromise are concerned. That will apply to the petitioners in these three petitions also. 89. Hence, we allow these three writ petitions to the limited extent of declaring the period of operation of the award to be five years and dismiss them in other respects. 6. W.P. Nos. 8896 and 8897 of 1987 : 90. These two writ petitions are filed by the workmen of Binny Limited (B & C Mills) for issue of mandamus directing the management of Binny Limited to implement the order passed by the Government in G.O.Ms. No. 703 dated 27th March 1986 under Section10B of the Act directing the management to pay certain amounts by way of interim relief pending adjudication by the Special Tribunal. We have held that the inclusion of the B & C Mills in the reference is not valid and that the Government was not competent to refer the dispute between the B & C Mills and their workers in view of the subsisting settlement between them. We have held that the inclusion of the B & C Mills in the reference is not valid and that the Government was not competent to refer the dispute between the B & C Mills and their workers in view of the subsisting settlement between them. Section10B of the Act empowers the Government to make provision for requiring employers or workmen or both to observe such terms and conditions of employment as may be specified in the order or as may be determined in accordance with the order including payment of money by the employer to any person who is or has been a workman. The provisions of the section makes it clear that the Government can pass such an order only as an interim measure pending the adjudication of the disputes referred to a Labour Court or Tribunal. Sub-section (2) is to the effect that an order made under sub-section (1) shall cease to operate on the expiry of six months from the date of the order or on the date of award of the Labour Court or Tribunal, whichever is earlier. Sub-section (3) provides for deduction of the payments made by the employer in pursuance of an order under sub-section (1) from the monetary benefits payable under the award passed by the Court or Tribunal. Thus, the section confers jurisdiction on the Government only in the event of valid reference to the Labour Court or Tribunal, which could be adjudicated by such Court or the Tribunal. As we have held that the reference is not valid in so far as it relates to B & C Mills, the order under Section10B of the Act cannot stand. Hence, the petitioners in these two writ petitions are not entitled to the reliefs prayed for by them to enforce the order of the Government. Consequently these two writ petitions are dismissed. 91. For the sake of convenience, we sum up our conclusions as follows :- (1) In view of the order of the Supreme Court in W.P. 12777 of 1985, it is not open to the parties to contend that the reference is not an industry-wise reference. (2) Even on the footing that the reference is industry-wise, it is open to the individual units to object to the reference and seek to be excluded therefrom. (2) Even on the footing that the reference is industry-wise, it is open to the individual units to object to the reference and seek to be excluded therefrom. (3) The mills which had subsisting settlements with their workers on the date of reference could not have been added as parties to the reference under Section10(5) of the Act. (4) The history of industrial adjudication in this State does not prove that there was standardisation of wages or workload applicable to all textile mills in the State or that there were two sets of wages, (1) general and (2) based on workload in each unit. (5) It is not necessary for the managements to challenge the validity of Section10(5) of the Act for assailing the validity of the reference. (6) The Special Tribunal is in error in not accepting the post-reference settlements and passing award on the basis thereof with reference to the parties thereto. (7) The Special Tribunal is in error in adopting the terms of the Memorandum of compromise (Ex. M-37) dated 21st March 1986 as its own findings with regard to mills in Group 'D' which were not parties to the compromise. (8) The Special Tribunal is in error in not considering the financial capacity of the individual mills which pleaded inability to bear the additional burden imposed by the terms of the compromise pertaining to Group 'A' and Group 'D' Mills. (9) (a) The Special Tribunal is in error in working cut the additional benefits to workers in Group 'B' and Group 'C' Mills on the basis of the compromises relating to 'A' and 'D' Groups. (b) The Special Tribunal is wrong in failing to consider the financial capacity of individual mills in 'B' and 'C' Groups.(10) The Special Tribunal is in error in leaving matters to be decided on negotiations and further unit-wise settlements. (11) The period of operation of the award in so far as it relates to the parties to the compromise dated 21st March 1986 (Ex. M-37) will be five years from 1st May 1986. (12) Clauses 9 and 15 of the settlement dated 23rd November 1984 between the management of B & C Mills and their workers is valid and enforceable and it is not unconscionable. (13) The settlement dated 3rd July 1986 between M/s. Sundaram Textiles Ltd., and their workmen should have been accepted by the Special Tribunal. (12) Clauses 9 and 15 of the settlement dated 23rd November 1984 between the management of B & C Mills and their workers is valid and enforceable and it is not unconscionable. (13) The settlement dated 3rd July 1986 between M/s. Sundaram Textiles Ltd., and their workmen should have been accepted by the Special Tribunal. (14) The Special Tribunal is precluded from deciding the reference in so far as it related to M/s. Mettur Spinning Mills (P) Ltd., as the dispute between them and their workers has already been referred to and Arbitrator under the Act. (15) The order of the Government under Section10(B) of the Act as against the management of B & C Mills is not enforceable. 92. In the result, the reliefs are granted as follows : (1) W.P. Nos. 4153, 4154, 4292, 4329, 4453, 4454, 4632, 4762, 4950, 5209, 5210, 5213, 5435, 5449, 5604, 5631, 5632, 5753, 5775, 5778, 5894, 5996, 6262, 6382, 6650, 6684 and 7278 of 1987 being Pre-Reference Settlement cases are allowed and the award is quashed with reference to the petitioners. (2) W.P. Nos. 4265 to 4268, 4293, 4458, 4459, 4497, 4541, 5190, 5191, 5211, 5212, 5214, 5215, 5399, 5600, 5629, 5630, 9178 and 11413 of 1987 being Post-Reference Settlement cases are allowed and the award is quashed with reference to the petitioners. (3) W.P. Nos. 4401, 4432, 4438, 4504, 4853 to 4856, 6505, 7282, 7283 and 11449 of 1987 being cases in which there is no settlement are allowed and the matter is remanded to the Tribunal for fresh disposal in the light of the observations made herein.(4) W.P. 4402 of 1987 is allowed as prayed for declaring the period of operation of the award to be five years from 1st May 1986. (5) W.P. 5000 of 1987 is allowed and the award is quashed. (6) W.P. Nos. 5984, 7805 and 7807 of 1987 are allowed to the limited extent of declaring the period of operation of the award to be five years from 1st May 1986. (7) W.P. Nos. 8896 and 8897 of 1987 are dismissed. (8) The parties will bear their respective costs in all the writ petitions.