Judgment R.M.Prasad, J. 1. In this writ petition, petitioners have prayed for issuance of an appropriate writ quashing the order dated 24-9-1998, contained in Annexure-5 whereby and whereunder Managing Director, Bihar State Financial Corporation, hereinafter referred to as the Corporation, (respondent No. 2) decided to sell the mortgaged/hypothecated assets of M/s Shri Ramji Rice Mill in favour of Chandrama Singh (respondent No. 5) and also the decision of the Executive Committee communicated vide Memo No. 625 dated 31-10-1998 (Annexure-6) by which the aforesaid decision of sale was approved and further for issuance of a writ of mandamus commanding the Respondents to transfer the unit, namely, M/s Shri Ramji Rice Mill, Chhitani to the petitioners at the sale price offered by respondent No. 5 and to reschedule the remaining arrears to be recovered in instalments from the petitioners. 2. In short, the case of the petitioners is that they are original promoters of M/s Shri Ramji Rice Mills, Chhitani in the district of Rohtas, established in the year 1980. In July, 1981 they applied for a term loan of Rs. 8.70 lakh which was sanctioned on 1-4-1982. But out of it only Rs. 5.18 lacs was disbursed till 14-12-1984. They had to mortgage 1.99 acres of freehold land for term loan yet were not provided with working capital. However, by privately arranging some fund the unit started its production in December, 1986. Unfortunately, the unit was badly damaged by cyclone which was reconstructed by loan of Rs. 7.10 lakh sanctioned by the Corporation on 24-3-1988 and ad interim loan of Rs. 1.92 lakh which was disbursed to them after deducting and adjusting the instalments of interest accrued on the loan advanced to them after mortgaging 1.14 acres of their land to the Corporation. The loan disbursed to the petitioners were consumed in restructuring the plant and machinery of the unit but due to lack of working capital the firm could not exploit and explore its potential and could not earn profit. The unit further went in financial crisis on account of Government policy introducing levy on production of rice and serious damage to the paddy crop. However, the petitioners claim to have paid Rs. 5 lakh towards instalments to the Corporation. 3. The contention of the petitioners is that for obtaining total of Rs. The unit further went in financial crisis on account of Government policy introducing levy on production of rice and serious damage to the paddy crop. However, the petitioners claim to have paid Rs. 5 lakh towards instalments to the Corporation. 3. The contention of the petitioners is that for obtaining total of Rs. 18.24 lakh they mortgaged 1.99 + 1.14 acres = 3.13 acres of land of village Chhitani appertaining to Tauzi No. 387 bearing different khata numbers. 4. On 15-2-1990, the Corporation issued a notice (Annexure-1) under Secs. 29 & 30 of the State Financial Corporation Act, hereinafter referred to as the Act, to the petitioners for repayment of the entire dues within one month of the date of service of the notice, failing which the mortgaged security were to be advertised for recovery of the dues. On the request of the petitioners, the Managing Director, District Industries Centre, Rohtas after getting the unit inspected, on 10-3-1990 vide Annexure-2 recommended for rehabilitation of the unit as sick unit. According to them, despite sincere efforts the Bank did not join the nursing programme of rehabilitation and did not agree to give working capital assistance as according to the Bank, it was not a viable unit. The refusal by the Bank has been annexed as Annexure-C to the counter-affidavit filed by the Respondent-Corporation. 5. Ultimately, the Corporation made advertisement for auction/sale of the unit on 4-3-1995 and after open bid, the highest two bidders were called for negotiation and ultimately the sale in favour of one Bipin Bihari Singh was decided on the offer amount of Rs. 38.70 lakh vide Memo No. 22 dated 4-6-1996 (Annexure-3) on the condition to deposit 25% of the total consideration amount within one month and balance 75% within five years by way of ten half-yearly instalments. Petitioners were also given opportunity to retain the unit on the matching terms and conditions by making payment within 21 days from the date of issue of the letter. However, after two years, when Bipin Bihari Singh and petitioners failed to respond on the offer made by the Corporation, the sale offer was made to Chandrama Singh (respondent No. 5) who was the second highest bidder in the auction sale vide Memo No. 545 dated 24-9-1998 (Annexure-5) and respondent No. 5 revised his earlier offer and agreed to Rs. However, after two years, when Bipin Bihari Singh and petitioners failed to respond on the offer made by the Corporation, the sale offer was made to Chandrama Singh (respondent No. 5) who was the second highest bidder in the auction sale vide Memo No. 545 dated 24-9-1998 (Annexure-5) and respondent No. 5 revised his earlier offer and agreed to Rs. 38.70 lakh which was approved by the Executive Committee of the Corporation in its meeting held on 14-10-1998 vide Annexure-6. Being aggrieved with the aforesaid decision, petitioners have filed the present writ petition. 6. The case of the petitioners is that the sale in favour of respondent No. 5 for total consideration of Rs. 38.70 lakh in the year 1998 which was offered by Mr. Bipin Bihari Singh in the year 1996 and that too on the condition to pay 25% initial cash down of the consideration money and balance to be treated as loan to be repaid by the purchaser within a period of five years by way of 20 quarterly instalments without any fresh auction is in complete disregard of the State Financial Act and the Rules framed thereunder. According to the petitioners, action of the Respondents to sell the assets of the Rice Mill in favour of respondent No. 5 on the same price and terms and conditions of 1996 is highly unreasonable, illegal and against all canons of law and justice, as the value of the asset of the firm is much more than the price of which the Corporation decided to transfer the asset to respondent No. 5 in the year 1998. It is stated that the assets of the Rice Mill is of much potential and would fetch not less than 60 lakh in the year 1998 whereas the Corporation decided to sell it to respondent No. 5 only for a sum of Rs. 38.70 lakh. It is also contended that while deciding the sale in favour of respondent No. 5 lakh the Corporation was under obligation to sell the same to the original promoter (petitioner herein) on the same terms and conditions but for the reason best known to them, it did not provide opportunity to the petitioners for retaining the assets. 38.70 lakh. It is also contended that while deciding the sale in favour of respondent No. 5 lakh the Corporation was under obligation to sell the same to the original promoter (petitioner herein) on the same terms and conditions but for the reason best known to them, it did not provide opportunity to the petitioners for retaining the assets. It is also stated that the petitioners made several requests to the respondents to reconsider their decision regarding sale of assets of the Mill and tender their willingness to retain the property on same terms and conditions on which it is sought to be transferred to respondent No, 5 but they did not respond and maintain a complete silence, which compelled him to file the present writ application on 4-2-1999. 7. In the counter-affidavit filed on behalf of Respondent-Bihar State Financial Corporation, their case is that the petitioners did not challenge the first sale order in favour of Bihari Singh dated 4-6-1996 (Annexure-3) nor availed the offer of retaining the unit on matching terms and conditions and as such, they have no cause of action against the order dated 24-9-1998 (Annexure-5) or the decision of the Executive Committee dated 14-10-1998. It is alleged that after availing the loan the petitioners-unit failed to honour the terms and conditions of the agreement for repayment of loan and admitted that the Corporation adjusted it from the released sanctioned loan against the dues of the petitioners-unit. According to the Corporation while finalising the auction sale in favour of second highest bidder, it was not mandatory for them to again make offer to the original promoter, i.e. petitioners to retain the unit on matching terms. 8. respondent No. 5, Chandiama Singh has also filed counter-affidavit in this case, in which it is stated that ample opportunity was granted to the petitioner repay the loan, but they did not care to repay and even after sale of the unit the petitioners were given opportunity to retain the unit, which they did not avail. It is only when the highest bidder Bipin Bihari Singh was not capable to honour the terms and conditions, respondent No. 5 being the second highest bidder was given opportunity on the same terms and conditions, whicn he honoured and after taking possession of the Rice Mill has spent a huge amount of about Rs. It is only when the highest bidder Bipin Bihari Singh was not capable to honour the terms and conditions, respondent No. 5 being the second highest bidder was given opportunity on the same terms and conditions, whicn he honoured and after taking possession of the Rice Mill has spent a huge amount of about Rs. 12 lakh in machinery, building and functioning of the Rice Mill, besides paying Rs. 12.52 lakh by now to the Corporation. It is further stated that the question of providing further opportunity to the petitioners did not arise because their past conduct since 1988 does not show that they had any intention to pay any money. 9. Mr. Sinha, learned Counsel appearing on behalf of the petitioners contended that the terms of offer to the highest bidder Bipin Bihari Singh was for payment of total bid amount within five years in ten half-yearly instalments whereas though the petitioners were also offered on the so-called catching terms and conditions but was required to pay the total bid amount within 21 days as is evident from the order contained in Annexure-3. Petitioners, thus, could not avail that opportunity. Again there is no such condition for sale with respondent No. 5 which clearly demonstrates that the action of the Corporation in complying with the requirement of principles decided by the Apex Court in the case of Mahesh Chandra V/s. Regional Manager, UP. Financial Corporation and Ors. -- , right from the very beginning has been mala fide and just an eyewash. Learned Counsel has submitted that the facts of the case would also demonstrate the hostile attitude of the Respondent-Corporation right from the very beginning as out of the sanctioned loan only part of the loan was disbursed and that too without providing for any working capital, and even at the time of disbursement of subsequent loan major portion was adjusted against the instalment and interest which made the unit non-productive. It has further been submitted that the order of sale in favour of respondent No. 5 without any fresh auction was in complete disregard of the provisions of State Financial Corporation Act and the Rules framed thereunder besides the principle decided by the Apex Court in the case of Mahesh Chandra (supra). It has further been submitted that the order of sale in favour of respondent No. 5 without any fresh auction was in complete disregard of the provisions of State Financial Corporation Act and the Rules framed thereunder besides the principle decided by the Apex Court in the case of Mahesh Chandra (supra). Moreover, according to him, the petitioners were not given opportunity to retain the unit on the matching terms and conditions as against the offer of sale to respondent No. 5 after two years of first offer given to Bipin Bihari Singh. It is submitted that the sale of the assets of the petitioners-unit in favour of respondent No. 5 in the year 1998 on the terms and conditions of 1996 is unreasonable and illegal, inasmuch as the value of the asset of the unit is much more than the bid amount of Rs. 38.70 lakh offered more than two years before the impugned order was passed. According to the learned Counsel for the petitioners, in view of the law settled by the Apex Court, the Corporation was under obligation to make offer to the original promoter, namely, the petitioners for sale on the same terms and conditions as has been given to respondent No. 5 after two years of the first offer. It is submitted that the petitioners are ready to retain the assets even now. 10. Learned Counsel for the Respondent-Corporation submitted that the petitioners have no cause of action against the impugned order or decision of the Executive Committee dated 24-9-1998 and 14-10-1998 respectively whereby the earlier sale in favour of Bipin Bihari Singh has been recalled and the Corporation decided to sell the unit to respondent No. 5 on same terms and conditions which at the time of first for sale vide order dated 4-6-1996 in favour of Bipin Bihari Singh on matching terms was not availed of by him. With respect to the alleged mala fide act of the Corporation, it has been submitted that the reason for non-productivity of the unit is due to financial mismanagement by the petitioners and on account of this even the Punjab National Bank refused to participate in rehabilitation offer. With respect to the alleged mala fide act of the Corporation, it has been submitted that the reason for non-productivity of the unit is due to financial mismanagement by the petitioners and on account of this even the Punjab National Bank refused to participate in rehabilitation offer. According to the learned Counsel for the Corporation, the unit was closed due to financial mismanagement and on account of non-liquidation of the the dues, the mortgaged assets of the unit was put on auction sale by advertisement dated 4-3-1995 and readvertisement on 21 -3-1996. It is submitted that the offer of Bipin Bihari Singh was highest, but when he as well as the petitioners, who were given opportunity to retain on matching terms and conditions declined the Corporation considered to negotiate with respondent No. 5 on the same terms and conditions and on acceptance by the him finally took the impugned decision. According to the learned Counsel for the Corporation, the action of the Corporation in the facts and circumstances of the case cannot be held to be mala-fide or illegal and contrary to the principle decided by the Apex Court in Mahesh Chandras case. It is submitted that it was not mandatory for the Respondent-Corporation to again offer to the original promoter-petitioners to retain the unit as against the offer given to respondent No. 5 on same terms as was decided at the time of first offer for sale to Bipin Bihari Singh. 11. Mr. Dwivedi, learned Senior Counsel appearing for respondent No, 5 has submitted that the principle decided by the Apex Court in Mahesh Chandras case, in the facts and circumstances, has no application to the present case. According to him, no care has been taken to draw a comparison between the dates and events as pertaining to Mahesh Chandras case with the case in question. He submitted that the petitioners have, in fact, not challenged with respect to the power of BSFC to put the unit in auction under Secs. 29 and 30 of the Act. It is submitted that on failure on the part of the petitioners to pay any instalment to the Corporation for the satisfaction of loan contrary to schedule of payment, steps were taken by the Corporation under Secs. 29 and 30 of the Act. According to him sec. 29 and 30 of the Act. It is submitted that on failure on the part of the petitioners to pay any instalment to the Corporation for the satisfaction of loan contrary to schedule of payment, steps were taken by the Corporation under Secs. 29 and 30 of the Act. According to him sec. 29 of the Act provides the Corporation with all encompassing power unfettered by any limitation either to take charge of the management of the unit or the unit itself or to sell it by auction or by tender. He submitted that sec. 29 has fallen for judicial review in numerable times and consistently, it has been held that the power exercisable u/s. 29 of the Act is unfettered. According to him, the case of the petitioners falls apart on account of his recalcitrance right from inception and his non-payment of the dues in spite of having taken loan from the Corporation on various occasions. It is submitted that the petitioners have not even come out with clean hand in the writ petition and have not disclosed all the amounts of loan taken from the Corporation, which is sufficient to dismiss the writ petition. He also submitted that the decision in Mahesh Chandras case has been considered by the Apex Court as well as this Court on various occasions and the view expressed therein have been reviewed, reconsidered, varied and dissented to repeatedly in subsequent decisions. He referred to the judgment of the Apex Court reported in -- (Andhra Pradesh State Financial Corporation V/s. GAR Re-rolling Mills and Anr.) and submitted that their Lordships have explained and categorised the powers of the Corporation and also held that sec. 29 of the Act provides both the rights and remedies as also the procedure for enforcement of right and is complete code in itself. It is open to the Corporation to act under sec. 29 of the Act to realise the dues from the defaulting concern by following the procedure prescribed u/s. 29 of the Act, and the Corporation does not require the assistance of the Court to enforce its right while invoking the provision of sec. 29 of the Act to recover its dues from the defaulting concern. 29 of the Act to realise the dues from the defaulting concern by following the procedure prescribed u/s. 29 of the Act, and the Corporation does not require the assistance of the Court to enforce its right while invoking the provision of sec. 29 of the Act to recover its dues from the defaulting concern. He also submitted that the powers under Art. 226 of the Constitution should be exercised to prevent perpetration of legal fraud and to permit good faith and honesty, and cannot be exercised in favour of defaulting party to frustrate the legitimate claim of the Corporation. According to him, even in Mahesh Chandras case, the Apex Court has held that the Court cannot substitute its judgment for the judgment of administrative authorities. It is only when the action of the administrative authorities is so unfair and unreasonable that no reasonable person would have taken that action, the Court can interfere. He also referred to the decision of the Apex Court in the case of U.P. Financial Corporation and Ors. V/s. Naini Oxygen & Acetylene Gas Ltd. -- , the facts of which, according to him, are akin to the instant case and submitted that the Apex Court held that the Corporation in discharge of its function is free to act according to its own right and unless its decision is mala fide, even a wrong decision taken by it is not open to challenge. It is submitted that it is not for the Courts or a third party to substitute its decision and according to the said decision in commercial matters, the Court should not risk their judgment for the judgments of the bodies to whom that task is assigned. He also referred to the judgment of the Division Bench of this Court reported in 2000(4) PLJR 595 (Bihar State Financial Corporation V/s. Swad Pharmaceutical Pvt. Ltd.) and submitted that it has been held by the Division Bench that the High Court does not act as an appellate forum over the decision of the Corporation and has to see that the Corporation has acted in just and fair manner in dealing with the matter. Public money is meant to recycle all the needy entrepreneur and dilatory tactics has resulted in making the Corporation sick to such an extent that it has now no fund to advance loans to the new entrepreneurs. Mr. Public money is meant to recycle all the needy entrepreneur and dilatory tactics has resulted in making the Corporation sick to such an extent that it has now no fund to advance loans to the new entrepreneurs. Mr. Dwivedi also submitted that in the said decision, the Division Bench has said that the Court will protect only when the entrepreneur is honest and sincere and it cannot protect such recalcitrant defaulter who failed to discharge its obligation and delayed the project, as that will be an abuse of the process of the Court. Lastly, he submitted that respondent No. 5 has spent a sum of Rs. 35 lakh after purchase of the unit and after getting its possession and the petitioners or even the Financial Corporation is estopped from taking away the rights accrued to respondent No. 5. According to him, if the powers under Secs. 29 and 30 of the Act are made pliable and fragile, it will be impossible for the Corporation to realise their loan by selling the unit, inasmuch as no bidder in his right mind and even an iota of common sense would venture to make a bid of a huge amount, only to get cheated in the end by the interference of the Court on any compassionate ground, even if the promoter is not a deserving one. He submitted that this simple device is sufficient to keep the bidders at bay and it will be simply impossible for the Corporation to realise its dues from recalcitrant loanees. 12. There cannot be any dispute on the propositions of law argued on behalf of the Respondents. However, learned Counsel for respondent No. 5 has failed to show from any decision of the Apex Court that the view taken in Mahesh Chandras case has been reviewed and reversed and not accepted in subsequent decisions. Even as per the decisions cited by Mr. Dwivedi High Court has the power to see that the Corporation has acted in just and fair manner in dealing with the matter. In substance the Apex Court also in case of Mahesh Chandra has taken the same view. There cannot be any dispute that it is only when the action of the administrative authorities is so unfair and unreasonable that no reasonable person would have taken that action, the Court is to interfere. In substance the Apex Court also in case of Mahesh Chandra has taken the same view. There cannot be any dispute that it is only when the action of the administrative authorities is so unfair and unreasonable that no reasonable person would have taken that action, the Court is to interfere. The facts of the present case does not represent the healthy atmosphere prevailing in the Corporation. I may agree that in many cases even the entrepreneurs are at gross default and their attitude is to swallow the loan amount instead of its proper utilisation, perhaps this was the reason why the Apex Court in Mahesh Chandras case while considering the powers under Secs. 29 and 24 of the Act held that the Corporation being the instrumentality of the State, must exercise the power in just, fair and reasonable manner. It, being trustee of the owner-debtor under Sub-sec. (4) of sec. 29, must act as a prudent owner and in good faith. Its approach must be beneficial to the public and helpful to the loanee while without incurring its own loss. It should disburse full amount of the loan sanctioned so as to provide working capital to the loanee for starting and viable functioning of the industrial concern. The Apex Court also held that while resorting to sale of the defaulting industrial concern, method of public auction and tender should be preferred to private negotiations. The Apex Court also held that it should not function merely as a profit earning concern but should so function as to promote business potential of the country for the benefit of the people. According to the Apex Court the concept of business differs in the contexts of public sector and private sector or institutional financing and commercial banking. The Apex Court, while laying down the guidelines for observance by the Corporation while exercising such power held that the Corporation should also afford opportunity to the defaulting loanee while taking action u/s. 29. 13. In the decision of the Apex Court in the case of U.P. Financial Corporation and Ors. V/s. Naini Oxygen & Acetylene Gas Ltd. (supra) relied upon by Mr. Dwivedi, the facts were completely different, It was a case of complete mismanagement of the Company leading to filing of the Company Petition seeking its removal on grave charge of manipulation of accounts, re-allotment of forfeited shares, etc. V/s. Naini Oxygen & Acetylene Gas Ltd. (supra) relied upon by Mr. Dwivedi, the facts were completely different, It was a case of complete mismanagement of the Company leading to filing of the Company Petition seeking its removal on grave charge of manipulation of accounts, re-allotment of forfeited shares, etc. The non-discharge of the liabilities of the Company was on account of the said fraudulent practices of the management, which amounted to Rs. 90,31,102.13 and the Corporation had to take over its industrial establishment u/s. 29. Under such circumstances, the Apex Court held that in commercial matters, the decision of the body authorised to decide should not normally be interfered with by Court. In the said case also, the principle decided in Mahesh Chandras case by the Apex Court has not been reviewed for reversed. The case of Andhra Pradesh State Financial Corporation V/s. GAR Re-rolling Mills and Anr. (supra) relied upon by Mr. Dwivedi is on the question of doctrine of election of remedy, and in the said decision also the Apex Court has not disturbed its earlier view in Mahesh Chandras case. The Apex Court has held that the Corporation cannot, indeed, execute the order u/s. 31 of the Act and yet simultaneously take recourse to the proceedings u/s. 29 of the Act. Even while taking the said view, the Apex Court has further clarified that the position may also be different if the claim of the Corporation is negatived, on facts, by the Court in the proceedings under Sec. 31 of the Act. In that event depending upon the facts of each case, it may be permissible to hold that fair play and justice demand that the Corporation would not allow to take recourse of the provisions of sec. 29 of the Act. The Division Bench decision of this Court in the case of Bihar State Financial Corporation V/s. Swad Pharmaceutical Pvt. Ltd. (supra) relied upon by Mr. Dwivedi in the facts and circumstances of the present case is of no avail to him. In the said case, the Division Bench found that in spite of notice no body appeared on behalf of the Company and then a decision was taken to take steps under Secs. 30 and 29 of the Act due to default and callous attitude of the Company. In the said case, the Division Bench found that in spite of notice no body appeared on behalf of the Company and then a decision was taken to take steps under Secs. 30 and 29 of the Act due to default and callous attitude of the Company. It was, thus, held that it cannot be said that the Corporation was at fault, rather, due to inaction of the Company, the entire amount was not disbursed, for which the Corporation cannot be faulted or blamed. 14. In the present case, it is not in dispute that out of sanctioned loan only part was disbursed and that too without providing with working capital. The unit was badly damaged by cyclone and for reconstruction a loan of Rs. 7.10 lakh was sanctioned, but out of that also only a sum of Rs. 1.92 lakh was disbursed and the remaining amount was deducted and adjusted in the instalments of interest accrued on the loan. It is also not disputed that there was severe damage to the paddy crop and the levy on production of rice as per Government policy led to financial crisis in the unit. Still the petitioners paid Rs. 5 lakh in instalments to the Corporation. The mala fide of the Corporation is apparent from the fact that at the time of acceptance of the bid of Bipin Bihari Singh, petitioners though were offered on the so-called matching terms but was required to pay the total bid amount within 21 days as is evident from the order, contained in Annexure-3 and the petitioners, thus, could not avail that opportunity, when even in the present sale to respondent No. 5, there is no such condition to pay the total bid amount within 21 days. Nothing prevented the Corporation to have given the petitioners a chance for payment thereof on reasonable instalments with interest thereon. These facts clearly demonstrate the hostile attitude of the Respondent-Corporation right from the very beginning and became more apparent that after two years without following the guidelines laid down by the Apex Court in Mahesh Chandras case sold the unit in favour of respondent/No. 5 by private negotiations on the same price and on the same terms and conditions as was offered to Bipin Bihari Singh two years earlier. 15. 15. The facts of the present case clearly demonstrate that the approach of the Corporation has not been beneficial to the public and helpful to the loanee, rather its action has been like Mogals of olden days. In fact, in the present case, it is not in dispute that none of the criteria laid down in Mahesh Chandras case have been followed. The sale of the unit to respondent No. 5 by negotiation after two years cannot be said to be sale of unit made by public auction. The relevant date for evaluation of the value of the property is the date of its sale. In the present case, auction took place two years before its actual negotiation and sale to respondent No. 5 on which date there was nothing before the Corporation to evaluate the value of the property inasmuch as the Corporation did not even bother to get it evaluated afresh. In my opinion, sale made on the basis of bid which took place two years ago is highly unreasonable and no prudent owner of the property would do so. Hence, the action of the Corporation in selling the property to respondent No. 5 after two years on the same price and that too on same terms was unreasonable and clearly violative of law as declared in Mahesh Chandras case. In my opinion, in fact, the sale made after a delay of two years renders the whole process of auction/tender meaningless and frustrate the object of tender to get best price for the mortgaged unit. In the facts of the present case, the best price as available on the date of sale has not been explored and the negotiation made on the basis of bid made two years back is not valid and justified as such bid lost its sanctity as it is not based on consideration of the appreciation of the value of the land and building as a result of lapse of substantial time, i.e. two years. In two years many, new bidders might have been interested and the promoter/loanee himself might have become capable of buying the assets on matching terms, if not higher or bring new buyers. In two years many, new bidders might have been interested and the promoter/loanee himself might have become capable of buying the assets on matching terms, if not higher or bring new buyers. As per the guidelines laid down in Mahesh Chandras case sale by private negotiation is to be permitted only in very large concerns where investment runs in very huge amount for which ordinary buyer may not be available or the industry itself may be of such nature that by (sic many) normal buyers may not be available. But even before taking such steps there has to be advertisements not only in daily newspapers but business magazines and papers. Otherwise the sale of unit is to be made always by public auction and the valuation of unit for the purpose of determining adequacy of offer or for determining if bid offered was adequate, always is to be intimated to the holder to enable him to file objection if any as he is vitally interested in getting the maximum price, and if the unit-holder is willing to offer the sale price, as the tenderer, then he is to be offered same facility and unit is to be transferred to him and the arrears remaining thereafter is to be rescheduled to be recovered in instalments with interest after the payment of last instalments fixed under the agreement entered into as a result of tendered amount. Unit-holder has been given liberty to bring even third parties with higher offer, which is to be tested and accepted. In the instant case, as I have already noticed above sale of the unit to respondent No. 5 has been made by private negotiation which keeping in view the fact that the unit was not a very large concern where investment runs in very huge amount for which ordinary buyer may not be available and that too without taking any steps for advertisement in daily newspapers and business magazines and papers was not permissible in view of the guidelines of the Apex Court in Mahesh Chandras case. Moreover, the sale of the unit by negotiation on the basis of bid which took place two years earlier and that too without intimation to the unit-holder to enable him to file objection or show his willingness to accept the offer of sale given to respondent No. 5 on matching terms was also not permissible in view of the guidelines of the Apex Court in Mahesh Chandras case. 16. In the facts and circumstances aforementioned, in my opinion, the action of the Corporation has not been bona fide, fair and reasonable, rather it is mala fide. As per the decision of the Apex Court, it being the trustee of the owner/debtor under Sub-sec. (4) of sec. 29 has not acted as a prudent owner and in good faith dealing with the property in question. Thus, the sale of the property is vitiated by unjust and unreasonable act on the part of the Corporation and its officers or employees and is liable to be set aside. The possession given to respondent No. 5 is, thus, held to be illegal and deserves to be immediately resumed by the Corporation. 17. Respondent No. 5 claimed to have improved the Mill and invested huge amount. But, the Apex Court in the case of Mahesh Chandra itself has held such action to be subject to litigation attracting the doctrine of lis pendens u/s. 52 of the Transfer of Property Act. Petitioners, therefore, are not bound by the sale or the subsequent acts of the purchasers. Under more or less similar circumstances, the Apex Court held that such are no ground to deny the relief to the appellant when injustice stares in the face. 18. In the result, writ application is allowed. The impugned sale is, accordingly, set aside. The Corporation should immediately resume possession of the hypotheca sold and proceed afresh strictly as per the guidelines of the Apex Court in the case of Mahesh Chandra in accordance with law.