JUDGMENT : A. Pasayat, J. - Petitioner challenges the order of termination dated April 25, 1989 passed by the functionaries of the Orissa Sponge Iron Limited (hereinafter referred to as the 'Company'). 2. The primary ground of challenge is that Rule 10(a) of the Executives' Service Conditions of the Company in purported exercise of which the order of termination has been passed is unsustainable in law. According to the petitioner, the rule confers unbridled and arbitrary power to terminate service of an employee. Further the termination was without any reason and/or basis. The Company questions maintainability of application on the ground that it is not "State" within the meaning of Article 12 of the Constitution of India, 1950 (in short, the 'Constitution') and, therefore, not amenable to the writ jurisdiction of this Court. Additionally it is submitted that the rule in question is legal and suffers from no infirmity. 3. Since the question relating to maintainability of the writ application has been raised, we shall deal with that aspect first with reference to the fact situation as portrayed by the parties. The petitioner's stand in short is that the prospectus issued by the Company at the time of issue of equity shares, clearly shows that it is covered by Article 12. The share-holding position as available from the annual report up to September 24, 1987, according to him, shows that more than 50% of the paid up share capital was owned by the Government/Government sponsored financial institutions which are State within the meaning of Article 12 of the Constitution . More than 20% shares are also owned by several corporate bodies. So far as constitution of the Board of Directors is concerned, it is asserted that the State of Orissa has deep and pervasive control over the management of the affairs of the Company. The Company in the counter-affidavit has asserted that no share capital of the Company is held or owned by any State or Central Government and/or State Governments; the Company is a non-Government Company and not a Government company in terms of Section 617 of the Companies Act, 1956; it does not enjoy any monopoly status which is State conferred or State protected; and the Managing Director and other Directors of the Company are not appointed by the Governor of Orissa. There is no form of control of the Government of Orissa in the day-to-day management of the Company. In short, the company's case is that it is not an instrumentality of the State so as to bring it within the meaning and expression of "other authority" appearing in Article 12 of the Constitution. 4. The cleavage of view relating to the field of operation of Article 12 has been obliterated by the decision of the apex Court in Sukhdev Singh, Oil and Natural Gas Commission, Life Insurance Corporation, Industrial Finance Corporation Employees Associations Vs. Bhagat Ram, Association of Clause II. Officers, Shyam Lal, Industrial Finance Corporation, to a considerable extent. Mathew, J. developed a new approach and observed that the concept of "State" had changed radically in recent times, and the State could no longer be looked upon simply as a coercive machinery wielding the thunderbolt of authority. Part IV of the Constitution (Directive Principles of State Policy) showed the extent of the services which the State was expected to undertake and render for the welfare of the people. The new line of approach adopted had the unanimous concurrence of the apex Court in Ajay Hasia and Others Vs. Khalid Mujib Sehravardi and Others, In Ramana Dayaram Shetty Vs. International Airport Authority of India and Others, and Som Prakash Rekhi v. Union of India the following tests were formulated for determination of the question whether a body corporate was an agency or instrumentality of Government:- (1) One thing is clear that if the entire share capital of the Corporation is held by Government, it would go a long way towards indicating that the Corporation is an instrumentality or agency of Government. (2). Existence of deep and pervasive State Control may afford an indication that the Corporation is a State agency or instrumentality. (3) It may also be a relevant factor....whether the Corporation enjoys monopoly status which is State conferred or State protected. (4) If the functions of the Corporation are of public importance and closely related to Governmental functions, it would be a relevant factor in classifying the Corporation as an instrumentality or agency of Government. (5) Specifically, if a department of Government is transferred to a Corporation it would be a strong factor supportive of this inference of the Corporation being an instrumentality or agency of Government. (5) Specifically, if a department of Government is transferred to a Corporation it would be a strong factor supportive of this inference of the Corporation being an instrumentality or agency of Government. (6) Where the financial assistance of the State is so much as to meet almost entire expenditure of the Corporation, it would afford some indication of the Corporation being impregnated with governmental character. 5. It is not necessary to proliferate this judgment with large number of decisions on the point. Suffice it would to notice two Full Bench decisions of this Court in Satrughana Rout Vs. Managing Director, Tribal Development Co-operative Corporation of Orissa Ltd. and Others, and Banabihari Tripathy Vs. Registrar of Co-operative Societies and Another, and a decision of the apex Court in Chander Mohan Khanna Vs. The National Council of Educational Research and Training and other[OVERRULED], Question whether an entity can be regarded as an instrumentality of the State would be dependent on various factors which may be peculiar to the facts of a particular case. No specific fact can be held to be conclusive and an over-all and cumulative view has to be taken. No straight-jacket formula can be laid down. Every autonomous body which seems to have nexus with the Government is not to be encompassed within the sweep of expression "State" as appearing in Article 12. In the modern concept of welfare State, independent institutions, corporations and agents are generally subject to the State control. That would, however, not make them State under Article 12. From the Memorandum of Association and the Articles of Association of the Company, the annual report for the year 1988-89 and the prospectus annexed as Annexure-6 to the rejoinder affidavit filed, we do not find that the Company is discharging any such functions which may make it an instrumentality of the Slate. It is not disputed by the learned counsel for petitioner that neither the State of Orissa nor the Central Government holds any share in the Company. It is, however, asserted that the shares held by the Industrial Promotion and Investment Corporation of Orissa Limited (in short. 'IPICOL') and some such body corporates which undisputedly come within the ambit of Article 12 of the Constitution, should be considered to be investment by the State. It is, however, not disputed that fairly large amounts have been realised by issue of equity share to the public. 'IPICOL') and some such body corporates which undisputedly come within the ambit of Article 12 of the Constitution, should be considered to be investment by the State. It is, however, not disputed that fairly large amounts have been realised by issue of equity share to the public. From the prospectus and the annual report of 1988-89 to which reference was made by the learned counsel for the parties, we find that 60,00,000 equity shares of Rs, 10/- each have been issued and paid up. After taking into account calls unpaid, the amount stands at Rs. 5,91,57,250/- as on March 31, 1989. Even if the share holding of IPICOL and such other corporate bodies is taken up to be a sizable amount, that per se would not be of great importance. In Chander Mohan Khanna's case (supra) and Tekraj Vasandi alias K.L. Basandhi Vs. Union of India (UOI) and Others, it was observed by the apex Court that contribution by the State to a body corporate may be substantial, so much so the same constituted the main source of functioning; but that would not be of great importance, since money was also coming from other source. The share-holding by any instrumentality of the State would not make it share-holding by the State itself. We do not find any substance in the argument of the learned counsel for petitioner that because IPICOL and some other body corporates have shares in the Company, that would make it an instrumentality of the State. 6. So far as the constitution of the Board of Directors is concerned, it is relevant to refer to Clause 122 of the Memorandum of Association and the Articles of Association. The said Clause reads as follows: 122. Power to appoint Managing or whole-time Directors. (1) Subject to the provisions of the Act, the Board may, from time to time, appoint one or more Directors to be Managing or Whole-time Director or Directors of the Company with such designations as the Board may consider fit and may, from time to time (subject to the provisions of any contract between him and them and the Company), remove or dismiss him or them from office and appoint another or others in his or their place or places. (2) Notwithstanding anything contained in the foregoing Sub-clause (1), so long as the Torsteal Group holds and continues to hold 25% (twentyfive per cent) of the paid-up equity share capital of the Company, it shall have the right to nominate the Managing Director of the Company in consultation with the IPICOL and the appointment of the Managing Director shall be made by the Board in accordance with such nomination." 7. As appears from the annual report referred to above, out of the thirteen members there were three nominees of the Industrial Development Bank of India (in short, 'IDBI'), the Industrial Finance Corporation of India (in short, 'IFCI') and the General Insurance Company (in short, 'GIC'). It is of relevance to point out nere that the entire issue of equity shares numbering 23,40,000 were fully underwritten by the IDBI, IFCI, the Industrial Credit and Investment Corporation of India (in short, 'ICICI") and the Life Insurance Corporation of India (in short, 'LIC'), and therefore they had nominees in the Board. Looking at the constitution of the Board, it cannot be said that the State had any deep and pervasive control over the functioning of the Company. It is not the petitioner's case that the Company had either any State conferred or State protected monopoly status; or that the nature of functioning of the Company was closely related to the Government functions and/or was a wing of the Government; or that the Company was receiving any financial assistance from the Stale and/or the same was significant. In that view of the matter, we hold that the Company is not a "State", and therefore, is not amenable to the writ jurisdiction of this Court. In view of this conclusion of ours, it is unnecessary to delve in to the question whether Rule 10 (a) in purported exercise of which the order of termination was passed has legal foundation or not. 8. The writ application accordingly fails and is dismissed; but in the circumstances, without any order as to costs. G.B. Patnaik, J. 9. I agree. Final Result : Dismissed