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Allahabad High Court · body

2005 DIGILAW 64 (ALL)

Paharpur Cooling Towers Ltd. v. Collector

2005-01-13

B.S.CHAUHAN, DILIP GUPTA

body2005
DILIP GUPTA, J. ( 1 ) THE issuance of recovery certificates by the Deputy Labour Commissioner for payment of wages under the provisions of U. P. Industrial Peace (Timely Payment of Wages) Act, 1978 (hereinafter referred to as the 1978 Act) has led to the filing of these petitions. ( 2 ) M/s. Swadeshi Polytex Limited (hereinafter referred to as the spl) is a company incorporated under the provisions of the Companies Act, 1956 (hereinafter referred to as the companies Act) and has its registered office at Kavi Nagar, Industrial Area, Ghaziabad. While 33. 609% of the shares were held by Swadeshi Cotton Mills Company Limited, Kanpur, 28. 0218% share are held by M/s. Paharpur Cooling Towers Ltd. (hereinafter referred to as the pct), 15. 290% of the shares are held by the Financial Institutions and the remaining 23. 0922% shares are held by the general public. ( 3 ) PCT is also a company incorporated under the provision of the Companies Act and has its registered office at. Kolkata. Swadeshi Cotton Mills Limited, Kanpur, as stated above, held 33. 609% shares of SPL but by virtue of nationalisation, the shares of Swadeshi Cotton Mills limited, were transferred in the name of National Textile Corporation Limited, (hereinafter referred to as the ntc ). ( 4 ) THUS 33. 609% of the shares in SPL are held by NTC and 28. 0218% of the shares are held by the PCT. In the SPL there are five Nominee Directors of the NTC and four Nominee Directors of pct and one Nominee Director of IDBI. Due to financial crisis power supply of SPL was disconnected on 7th September, 1998 and the production was also stopped. A closure notice was issued by SPL on 29th January, 1999 under Section 6-W of the U. P. Industrial Disputes Act, but it was rejected by the State Government by the order dated 26th March, 1999. Since wages were not paid to the workers from December, 1998 to December, 2002, applications were moved by the workers under the provisions of the 1978 Act and ultimately the Deputy Labour commissioner, Ghaziabad issued a number of recovery certificates against the SPL for recovery of wages as arrears of land revenue and forwarded the same to the Collector, Ghaziabad for realising the said amount as arrears of land revenue. On the basis of these recovery certificates, the Collector Ghaziabad proceeded to hold an auction on 28th February, 2002 which was rescheduled for 2nd April, 2002. ( 5 ) THE SPL through Sri H. K. Sharma, filed a writ petition in this Court, being Writ Petition No. 13033 of 2002, for quashing the recovery certificates issued by the Deputy Labour commissioner and for a direction to forthwith stop public auction of the properties belonging to the company including its land at Ghaziabad. Initially an interim order dated 2nd April, 2002 was passed to the effect that the auction may be held but it shall not be confirmed. Subsequently, an application was filed on behalf of the SPL that the petition be dismissed as withdrawn since the Board of Directors of SPL had not authorised Sri H. K. Sharma to file the writ petition on behalf of the company. The petition was accordingly dismissed as not pressed by means of the order dated 31st July, 2002. ( 6 ) IT may be noticed that PCT had also filed an application under Sections 397 and 398 of the companies Act, 1956 (hereinafter referred to as the companies Act), dealing with the prevention of oppression and mismanagement, alleging that the Nominee Directors of the NTC were acting against the interest of the company by not defending the litigation or contesting the proceedings relating to the impugned recovery certificates. A reference under Section 15 (1) of the Sick Industrial Companies (Special Provision) Act, 1985 (hereinafter referred to as sica)was also filed by the SPL for being declared sick and this was registered as Case No. 182 of 2002. The PCT filed an application dated 13th September, 2002 before the BIFR challenging the auction proceedings scheduled for 16th September, 2002. A writ petition being Writ Petition No. 6191 of 2002 was then filed by the PCT before the Delhi High Court which was disposed of on 27th September, 2002 with a direction to the BIFR to consider the aforesaid application on 30th september, 2002 and to dispose of the same expeditiously. The reference was, however, rejected on 15th November, 2002 as being time barred. The reference was, however, rejected on 15th November, 2002 as being time barred. The PCT through Sri H. K. Sharma then filed an appeal before the AAFIR which was registered as Appeal No. 6 of 2003, but in the said appeal, an application has been filed on behalf of the SPL that the appeal may be dismissed since Sri sharma had not been authorised by the Board of Directors of the SPL to file any appeal against the order of the BIFR and the Appeal filed was in contravention of the decision taken by the board of Directors of SPL in the meeting held on 16th May, 2002 wherein it was clearly resolved that no petition in any Court should be filed without the approval of the Board of directors. ( 7 ) ANOTHER writ petition, being Writ Petition No. 50571 of 2002, was filed on 25. 11. 2002 by three petitioners, namely M/s. Swadeshi Polytex Limited, M/s. Paharpur Cooling Towers Ltd. and Mr. H. K. Sharma for setting aside the recovery certificates and the consequential auction of the property of SPL situated at Ghaziabad. ( 8 ) AN application was moved by the respondent that the petition may be dismissed as not maintainable since the earlier Writ Petition No. 13033 of 2002 had already been dismissed by the court on 31. 7. 2002. This objection led to the filing of an application on behalf of the petitioners that the names of petitioner Nos. 1 and 3 be deleted. The application was allowed by the Court on 3rd December, 2002 and the names of the petitioner Nos. 1 and 3 were permitted to be deleted. Thus PCT is the sole petitioner in Writ Petition No. 50571 of 2002. ( 9 ) A publication was issued in the newspaper Amar Ujala for auction of land belonging to the spl on the basis of the recovery certificates. It was stated that auction of the land of SPL shall take place on 28th March, 2003 for recovery of Rs. 7. 41 crores being the dues payable to the workmen. The PCT filed a writ petition on 23. 4. 2003 in this Court, being Writ Petition No. 17483 of 2003 for quashing the auction proceedings held on 28. 3. 2003 and for other consequential reliefs. The auction held on 28th March, 2003 was cancelled and, therefore, the court dismissed the petition on 30. 4. The PCT filed a writ petition on 23. 4. 2003 in this Court, being Writ Petition No. 17483 of 2003 for quashing the auction proceedings held on 28. 3. 2003 and for other consequential reliefs. The auction held on 28th March, 2003 was cancelled and, therefore, the court dismissed the petition on 30. 4. 2003. ( 10 ) SINCE the aforesaid auction was cancelled on some technical defect another auction notice was published on 7th May, 2003 fixing 26th May, 2003 as the date of auction and the total dues indicated were Rs. 11. 08 crores. This was again challenged by the PCT by filing Writ Petition no. 22817 of 2003 on 22. 5. 2003 for inter alia quashing the notification fixing 26. 5. 2003 for auction in respect of 44. 56 acres of land and for directing the SPL to pay Rs. 16. 87 crores towards satisfaction of the aforesaid recovery certificates and for restraining the SPL from alienating any part of the land of the Company. ( 11 ) ON 23rd May, 2003 the Court, as an interim measure, restrained the respondents from selling the property in auction as per the auction notice till the next date of listing. A detailed counter-affidavit was filed by the respondent Nos. 1, 2 and 3 in the said petition and an application was also moved on behalf of the Swadeshi Polytex Limited Karmachari Kalyan sangh for impleadment as a respondent in the writ petition and ultimately on 5th September, 2003 it was impleaded as respondent No. 9 to the writ petition. A detailed counter-affidavit was filed by the aforesaid Karmachari Kalyan Sangh (respondent No. 9) that because of non-payment of wages, the employees were facing great financial hardship and that despite the issuance of the recovery certificates from time to time beginning from 22nd January, 2000 no amount whatsoever could be realised by the Collector Ghaziabad and the total amount payable to the employees of the company up to 31st March, 2003 had risen to about 16 crores. It was further stated that the PCT was making all efforts to stop the payment even though the company namely spl had expressed its willingness for sale of the land for generating the amount. It was further stated that the PCT was making all efforts to stop the payment even though the company namely spl had expressed its willingness for sale of the land for generating the amount. It was further stated that since the recovery certificates had been issued against the SPL, the PCT did not have any locus standi to challenge the recovery certificates and in any view of the matter the SPL had admitted the liability as well as the receipt of the notices in the proceedings before the Deputy labour Commissioner Ghaziabad under the provision of the 1978 Act. A counter-affidavit was also filed on behalf of the NTC. On 1st August, 2003, the Court recalled the interim order dated 23rd May, 2003 and directed the matter to be placed before another Bench after obtaining nomination from Honble the Chief Justice. The Honble Chief Justice nominated a Bench presided over by one of us namely, Honble Dr. B. S. Chauhan, J. , and this is how this matter has been placed before us. ( 12 ) WHEN the order dated 23rd May, 2003 was recalled by the Division Bench, a fresh auction notice dated 24th August, 2003 was issued notifying the date of auction as 15th September, 2003. This was challenged by PCT by filing a fresh writ petition being Writ Petition No. 42839 of 2003, which was directed to be connected with Writ Petition No. 22817 of 2003. ( 13 ) WRIT Petition No. 54861 of 2003, was also filed by M/s. SPL Officers Welfare Association for a direction upon the Collector Ghaziabad to include the amount payable to the members of the petitioner association in the recovery proceedings pending before the Collector in relation to the recovery certificates issued under the provisions of the 1978 Act. ( 14 ) THUS, from what has been stated above, it emerges that in Writ Petition No. 50571 of 2002 the PCT has challenged the recovery certificates issued under the provisions of the 1978 Act and the consequential auction of the property of SPL on 16th September, 2002 whereas in Writ petition No. 22817 of 2003 the PCT has challenged the auction notice dated 7th May, 2003 and in Writ Petition No. 42839 of 2003, the PCT has challenged the auction notice dated 24th august, 2003. Writ Petition No. 54861 of 2003 has, however, been filed by the SPL Officers welfare Association for a direction that the amount payable to the members of the petitioners association may also be included in the recovery proceedings pending before the Collector, ghaziabad. ( 15 ) SRI V. C. Misra, learned senior Counsel appearing on behalf of the PCT contended that the pct had to file the petition for quashing the recovery certificates since the company namely, spl had decided otherwise. He submitted that the recovery certificates had been issued in utter violation of the provisions of the 1978 Act since notice had not been issued and that the recovery proceedings pursuant to the issuance of the recovery certificates were also bad in law being in violation of the provisions of Section 22 (1) of the SICA since no proceedings for recovery could be initiated or proceeded with without the consent of the BIFR. ( 16 ) SRI V. B. Singh, learned senior Counsel appearing for the respondents, however, raised a preliminary objection that the writ petition at the instance of PCT was not maintainable since the recovery certificates had been issued against the company, namely SPL and PCT was merely holding shares to the extent of 28. 02%. He further contended that the Board of Directors of the spl had clearly resolved in the annual general meeting held on 16th May, 2002 that a petition should not he filed without the authority of the Board of Directors and any petition to be filed on behalf of SPL should also be vetted by the Board of Directors either through a meeting or through circulation. He further contended that the petition filed by the PCT was clearly not maintainable since the Board of Directors of the Company i. e. SPL, in the annual general meeting held on 22nd July, 2002 had clearly resolved to sell the properties of the companies situated at Mumbai, Ahmedabad and Ghaziabad including the surplus land attached with the plant at Ghaziabad so as to generate funds for the payment of dues on account of salary and wages of the employees. According to him once such a decision was taken by the Board of directors of the Company there did not arise any occasion for the PCT to file a petition to challenge the recovery certificates or the auction notice and in any event, even if the PCT considered itself to be aggrieved then the appropriate remedy available to it was to have filed an application under Section 397/398 of the Companies Act dealing with prevention of oppression and mismanagement of the Company or an application for investigation into the affairs of the company under Section 235 of the Companies Act. In so far as the recovery certificates are concerned, he contended, that they had been issued in accordance with law and notices had also been duly served upon the company i. e. SPL and that Section 22 (1) of the SICA did not create a bar for recovery of wages. ( 17 ) WE propose to first deal with the preliminary objection raised by Sri V. B. Singh learned senior Counsel for the respondents because in the event the preliminary objection is upheld it may not be necessary for us to examine the contentions advanced on the merits of the case. ( 18 ) AS seen above, the SPL is a company having its registered office at Ghaziabad in which 33. 609% shares are held by NTC, 28. 02% shares are held by PCT, 15. 29% shares are held by financial Institutions and the remaining shares are held by the general public. Out of the 10 directors in the SPL, there are five Nominee Directors of the NTC and four Nominee Directors of PCT and one Nominee Director of IDBI. Thus, PCT is a shareholder to the extent of 28. 02%. ( 19 ) IN Life Insurance Corporation of India v. Escorts Ltd. and Ors. , AIR 1986 SC 1370 , the supreme Court after referring to a number of its earlier decisions, enumerated in paragraph 84 of the judgment the various interests a share holder has in the company and the relevant portion is reproduced below : "on an overall view of the several statutory provisions and judicial precedents to which we have referred we find that a shareholder has an undoubted interest in a Company, an interest which is represented by his share-holding. Share is movable property, with all the attributes of such property. Share is movable property, with all the attributes of such property. The rights of a shareholder are (i) to elect Directors and thus to participate in the management through them ; (ii) to vote on resolutions at meetings of the Company ; (iii) to enjoy the profits of the Company in the shape of dividends ; (iv) to apply to the Court for relief in the case of oppression ; (v) to apply to the Court for relief in the case of mismanagement ; (vi) to apply to the Court for winding up of the Company; (vii) to share in the surplus on winding up. " ( 20 ) IN paragraph 95 of the aforesaid decision the Supreme Court also described what a Company is and the relevant portion is reproduced below : "a Company is in some respects, an institution like a State functioning under its basic constitution consisting of the Companies Act and the Memorandum of Association. Carrying the analogy of constitutional law a little further, Gower describes "the members in general meeting" and the directorate as the two primary organs of a company and compares them with the legislative and the executive organs of a Parliamentary democracy where legislative sovereignty rests with Parliament, while administration is left to the Executive Government, subject to a measure of control by Parliament through its power to force a change of government. Like the Government, the Directors will be answerable to the parliament constituted by the general meeting. But in practice (again like the Government), they will exercise as much control over the Parliament as that exercises over them. Although it would be constitutionally possible for the company in general meeting to exercise all the powers of the company, it clearly would not be practicable (except in the case of one or two-man-companies)for day-to-day administration to be undertaken by such a cumbersome piece of machinery. So the modern practice is to confer on the Directors the right to exercise all the companys powers except such as the general law expressly provides must be exercised in general meeting. (Gowers Principles of Modern Company Law ). " ( 21 ) IN the case of Dale and Carrington Invt. (P) Ltd. and Anr. v. P. K. Prathapan and Ors. (Gowers Principles of Modern Company Law ). " ( 21 ) IN the case of Dale and Carrington Invt. (P) Ltd. and Anr. v. P. K. Prathapan and Ors. , JT 2004 (7) SC 434, the Supreme Court examined the position of the Directors of the companies registered under the Companies Act and observed as follows : "at this stage it may be appropriate to consider the legal position of directors of companies registered under the Companies Act. A company is a juristic person and it acts through its directors who are collectively referred to as the board of directors. An individual director has no power to act on behalf of a company of which he is a director unless by some resolution of the board of directors of the company specific power is given to him/her. Whatever decisions are taken regarding running the affairs of the company, they are taken by the board of directors. " ( 22 ) IN the instant case there are two important resolutions of the Board of Directors. One is a resolution of the Board of Directors taken in the annual general meeting held on 16th May, 2002 wherein it was resolved that no petition should be filed without the authority of the Board of directors and the other is the resolution dated 22nd July, 2002 wherein it was resolved by the board of Directors that the properties of the companies should be sold so as to generate funds for the payment of wages of the employees. It is in this context that we have to examine whether the pct which is merely a minority shareholder can impugn the recovery certificates by filing a writ petition in this Court. The recovery certificates were issued against the company namely the SPL and the Board of Directors had clearly resolved to abide by the decision of the Deputy Labour commissioner by selling the properties so as to generate funds for payment of wages. Such being the position, we are inclined to accept the contention raised by the respondents that the pct could not have filed a petition in this Court for quashing the recovery certificates. Such being the position, we are inclined to accept the contention raised by the respondents that the pct could not have filed a petition in this Court for quashing the recovery certificates. ( 23 ) SRI V. C. Misra, learned senior Counsel appearing for the petitioner, however, contended that the PCT was an aggrieved party and was constrained to file the writ petition in this Court since the company had chosen not to file the writ petition and in support of his contention he relied upon Full Bench decisions of this Court in the case of Aidal Singh and Ors. v. Karan Singh and ors. , AIR 1957 All 414 , and in the case of Shea Kumar v. State of U. P. and Ors. , AIR 1978 All 386 . He further relied upon the decisions of the Supreme Court in the case of Delhi Cloth, and general Mills Co. Ltd. v. Union of India and Ors. , etc. etc. , AIR 1983 SC 937 ; Samarth transport Co. (P) Ltd. v. Regional Transport Authority, Nagpur and Ors. , AIR 1961 SC 93 ; chairman Railway Board and Ors. v. Mrs. Chandrima Das and Ors. , AIR 2000 SC 988 ; and S. P. Gupta and Ors. v. President of India and Ors. , etc. , AIR 1982 SC 149 . He also submitted that shareholders of a company can file a writ petition and for this proposition he placed reliance upon a decision of the Supreme Court in the case of Excel Wear v. Union of India and Ors. , AIR 1979 SC 25 and in the case of Rustom Cavasjee Cooper and Anr. v. Union of India, AIR 1970 sc 564 . ( 24 ) SRI V. B. Singh, learned senior Counsel for the respondents, however, submitted that a company can act only through the resolution of the Board of Directors and since there was no decision of the Board of Directors to file a petition for quashing the recovery certificates, the writ petition could not have been filed by PCT, more particularly when the Board of Directors of spl had taken a decision to sell the properties so as to generate funds for payment of the wages pursuant to the order passed by the Deputy Labour Commissioner. He contended that if PCT felt aggrieved by the decision taken by the Board of Directors then in such a situation, recourse could have been taken to the provisions of Sections 397/398 or 235 of the Companies Act and in support of his contention he relied upon the decisions of the Supreme Court in the case of Sri ramdas Motor Transport Ltd. and Ors. v. Tadi Adhinarayana Reddy and Ors. , AIR 1997 SC 2189 and Cosmosteels Private Limited and Ors. v. Jairam Das Gupta and Ors. , AIR 1978 SC 375 . ( 25 ) WE have carefully considered these submissions advanced by the learned Counsel for the parties and have examined the materials available on records. ( 26 ) THE averments made in Writ Petition No. 50571 of 2002 are to the effect that the PCT is aggrieved by the action of the Board of Directors of the company since they were acting contrary to the interest of the company and its other shareholders. We have, therefore, to consider whether in such a situation when the recovery certificates had been issued against the company namely the SPL which had decided not to file any writ petition but to make the payment of the wages by selling the properties, the minority shareholders can still file a writ petition in this Court for quashing the certificates issued by the Deputy Labour Commissioner in exercise of the powers conferred upon him under the 1978 Act. Section 397/398 of the Companies Act specifically relates to prevention of oppression and mismanagement of the Company and Section 235 of the act relates to investigation of the affairs of the company. Thus the appropriate remedy for the minority shareholders was to have availed of the remedies available under the aforesaid sections. The view, which we are taking, finds support from the decision of the Supreme Court in the case of Sri Ramdas Motor Transport Ltd. and others (supra) and paragraphs 7 and 11 are quoted below : 7. "the Companies Act, 1956 provides for dealing with such grievances against a company and its Board of Directors. The view, which we are taking, finds support from the decision of the Supreme Court in the case of Sri Ramdas Motor Transport Ltd. and others (supra) and paragraphs 7 and 11 are quoted below : 7. "the Companies Act, 1956 provides for dealing with such grievances against a company and its Board of Directors. Under Section 235 of the Companies Act, 1956 the Central Government may, where a report has been made by the Registrar under Section 234 (6) or (7), appoint one or more competent persons as Inspectors to investigate the affairs of a company and to report thereon in such manner as the Central Government may direct. Section 234 (6) requires the registrar, in cases where he is of the view, on the basis of information or explanation furnished by the company, or on the basis of the books and papers produced, that the documents together with information and explanation disclose an unsatisfactory state of affairs, or do not disclose a full and fair statement of any matter to which the documents purport to relate, to report in writing the circumstances of the case to the Central Government. Sub-section (7) deals with the registrar acting on the basis of material placed before him by any contributor or creditor or any other person interested in the business of the company. The Registrar, if he is satisfied that the business of the company is being carried on in fraud of its creditors or persons dealing with the company, or otherwise for a fraudulent or unlawful purpose, may, after giving an opportunity of hearing to the company, by written order call upon the company to furnish in writing any information or explanation in connection with it. If he is satisfied that investigation is required, he may refer the case to the Central Government. Whereupon the Central Government could order an investigation under Section 235. The Central Government, therefore, will not readily order an investigation into the affairs of the company unless the Registrar makes a report as set out in Section 235 (1) read with Section 234 (6) and (7 ). 11. Whereupon the Central Government could order an investigation under Section 235. The Central Government, therefore, will not readily order an investigation into the affairs of the company unless the Registrar makes a report as set out in Section 235 (1) read with Section 234 (6) and (7 ). 11. Under Section 397 of the Companies Act any member of a company who complains that the affairs of the company are being conducted in a manner prejudicial to public interest or in a manner oppressive to any member or members may apply to the Company Law Board for an order under the section. The Company Law Board has wide powers to make such orders as it may think fit to bring an end to the matters complained of. Some of the shareholders of the first appellant-company have, in fact, filed petitions under Sections 397 and 398 of the Companies act before the Company Law Board in which they have asked for similar relief including the appointment of an interim administrator. The acts of mismanagement and oppression complained of are similar to those set out in the writ petition before the High Court. The only ground alleged in the writ petition for moving the High Court under Article 226 is that the Company Law Board is not moving in the matter. Under an excuse that the Company Law Board has not yet made an order, a shareholder cannot be allowed to by-pass the express provisions of the Companies Act and move the High Court under Article 226. A shareholder has very effective remedies under the companies Act for prevention of oppression and mismanagement. When such remedies are available, the High Court should not readily entertain a petition under Article 226. " ( 27 ) REFERENCE may also be made to the decision of the Supreme Court in the case of cosmosteels Private Limited and others (supra) in which in paragraph 10 the Supreme Court has held as follows : "the scheme of Sections 397 and 406 appears to constitute a code by itself for granting relief to oppressed minority shareholders and for granting appropriate relief, a power of widest amplitude, inter alia, lifting the ban on company purchasing its shares under Courts direction, is conferred on the Court. " ( 28 ) IT may be noticed that Section 397 was amended in the year 1991 and the filing of the appropriate application before the "court" was substituted by filing of the application before the "company Law Board". ( 29 ) THUS when the Companies Act provided for an effective remedy to the petitioners, we see no good reason to entertain the petitions filed on behalf of the minority shareholders alleging oppression and mismanagement by the Board of Directors of the Company. Writ Petition No. 50571 of 2002, Writ Petition No. 22817 of 2003 and Writ Petition No. 42839 of 2003 filed by the PCT are, therefore, liable to be dismissed on this ground. ( 30 ) IN fact, the PCT had availed of this alternative remedy by filing an application before the company Law Board, Principal Bench, New Delhi under Sections 397/398 of the Companies act. This application, being C. P. No. 72 of 2001, was disposed of by the Company Law Board by means of the order dated 1st May, 2002. The main grievance set out by PCT in the said petition was that the Board of Directors had been conducting the affairs of the company detrimental to the interest of the company. It was further stated that mismanagement of the company was apparent from the fact that the company failed to represent itself before the Deputy labour Commissioner, Ghaziabad in proceedings initiated by some of the employees resulting in the issuance of the recovery certificates and the company is using these certificates for justifying disposal of assets of the companies. It was further contended that the Board of Directors of the company should be superseded and an administrator should be appointed. All these matters were examined by the Company Law Board and an order was passed on 1st May, 2000 that the petitioner may come to a settlement with the workers within a period of three months and place the agreement before the Board of Directors. An application was again filed before the Company law Board in the aforesaid petition. This application was disposed of on 2nd August, 2002. An application was again filed before the Company law Board in the aforesaid petition. This application was disposed of on 2nd August, 2002. From the records we also find that subsequently the PCT filed yet another application, being c. A. No. 264 of 2003, before the Company Law Board for modification of the orders passed on 1st May, 2002 and 2nd August, 2002 and this application along with the application filed by the spl Karmachari Kalyan Sangh being C. A. No. 27 of 2004 was disposed of by the Company law Board by means of a detailed order dated 22nd March, 2004. The issue of recovery certificates was also raised in the said application as is apparent from a perusal of the order. Thus there is not only an enquiry efficacious alternative remedy available to the petitioner but it has also been pursuing the same before the Company Law Board. This is an additional reason why we do not consider it desirable to entertain these petitions. ( 31 ) WRIT Petition No. 54861 of 2003 has been filed by the Officers Welfare Association of SPL with a prayer that a direction should be issued to the Collector, Ghaziabad to include the amount payable to the members of the Association in the recovery proceedings pending before the collector pursuant to the issuance of the recovery certificates under the provisions of the 1978 act. We are afraid, we cannot give such directions for the simple reason that the petitioner should first, get the dues, if any, ascertained in appropriate proceedings. We cannot give the direction as sought for without there being any adjudication. This writ petition is, therefore, liable to be dismissed. ( 32 ) FOR all these reasons Writ Petition/nos. 50571 of 2002, Writ Petition/no. 22817 of 2003 and writ Petition No. 42839 of 2003 filed by the PCT and Writ Petition No. 54861 of 2003 filed by the Officers Welfare Association of SPL are dismissed. There shall be no order as to costs.