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2013 DIGILAW 754 (KER)

ITI Limited Bangalore v. The Tahsildar Palakkad

2013-08-26

K.VINOD CHANDRAN, MANJULA CHELLUR

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JUDGMENT Manjula Chellur, C.J. 1. These two writ appeals arise out of the judgment dated 01.01.2013 in a writ petition. The writ petitioner before the learned single Judge is Indian Telephone Industries Ltd., a company operating under the Ministry of Communications, Government of India. For the expansion of its activities, the petitioner company approached Government of Kerala for land at Palakkad in 1987. The request was for an extent of 100 acres of land and the said request was considered and land acquisition proceedings were initiated to acquire 100 acres. In all, lands from five blocks were acquired and the earliest award was passed on 03.03.1987. Exhibits P2 to P6 are the said awards. 2. According to the petitioner, after passing of the award, the Land Acquisition Officer raised a demand for Rs.2.5 crores which was deposited by the petitioner and the quantum of acquisition was finalised. An agreement came to be executed on 17.07.1987 between the petitioner company and the State Government. Certain conditions have to be fulfilled by the petitioner company, on demand by the State and one of the conditions was that the land shall be used only for expansion and other related works of the petitioner company and no land shall be used for the purpose other than for which it was acquired. Further condition was that buildings and other facilities which were proposed under the scheme of expansion shall be completed within five years from the date of transfer. In case of failure on the part of the petitioner to carry out their obligations, the land was liable to be resumed and taken back by repaying the amount as finally settled, less 30% awarded for compulsory acquisition or estimated market value of the land at the time of resumption. Possession of the property was also taken by the petitioner way back in 1991. 3. According to the petitioner company, this agreement imposing the above conditions was totally alien to the provisions of the Land Acquisition Act, 1894 (hereinafter referred to as "L.A.Act"). The only legal consequence of the award passed is that the land vests absolutely in the Government initially and then it is transferred to the Requisitioning Authority in whose favour the award is passed. There is no other requirement to be completed by the petitioner, they having paid the entire compensation. 4. The only legal consequence of the award passed is that the land vests absolutely in the Government initially and then it is transferred to the Requisitioning Authority in whose favour the award is passed. There is no other requirement to be completed by the petitioner, they having paid the entire compensation. 4. The company though started its expansion activities in the land acquired, as the petitioner company was declared as sick industry and referred to the BIFR, they could not proceed with the activities. However, the Central Government had prepared draft rehabilitation scheme for revival of the petitioner company, wherein a sum of Rs.4156.59 crores was earmarked for the said purpose. Meanwhile, the State Government had issued an order to resume the land treating the agreement between the petitioner company and the State Government as one coming under the purview of Part VII of the L.A.Act. According to the petitioner, in the absence of an obligation to execute such an agreement, such agreement was unenforceable and it is on purely a mistake such execution was done. There was no obligation on the part of the petitioner company to abide by such terms as it is a Government company within the meaning of Section 3(cc) of the L.A.Act. Therefore, Part VII of the L.A.Act is not applicable to the petitioner company. During the pendency of the writ petition, several documents were placed on record, indicating second respondent requires the land in question, for establishing a Medical College and as the land was unutilised by the petitioner company, the same is liable to be resumed. Challenging the action of the second respondent to resume the land, the writ petitioner sought for the following reliefs: "i. issue a writ of Certiorari or any other appropriate writ, order to call for records leading to Ext.P13 and quash the same; i(a) issue a writ of Certiorari or any other appropriate writ, order or direction to call for the records and quash Exts.P15 and P16; ii. to declare that Ext.P7 agreement executed between the petitioner and the State Government is invalid and unenforceable in law; iii. issue a writ of Mandamus or any other appropriate writ, order or direction directing the respondents to consider and pass orders on Exts.P11 and P12 representations. iv. to declare that Ext.P7 agreement executed between the petitioner and the State Government is invalid and unenforceable in law; iii. issue a writ of Mandamus or any other appropriate writ, order or direction directing the respondents to consider and pass orders on Exts.P11 and P12 representations. iv. issue a writ of Mandamus or any other appropriate writ, order or direction directing the respondents not to resume the land as per Ext.P13 and allow the petitioner to continue in occupation and possession of the land. v. grant such other or further relief as this Hon'ble Court deems fit to grant in the particular facts and circumstances of the case." 5. It is contended that Part VII of the L.A.Act has no application to the Government companies/Corporations and Departments and this is well settled by the judgment of the Apex Court in Srinivasa Cooperative House Building Society Ltd. v. Madam Gurumurthy Sastry and others, (1994) 4 SCC 675 . They further contended that the rehabilitation scheme is sanctioned and once the scheme is approved, automatically, the expansion activities will be taken up. They further contended that the assets of the petitioner company cannot be interfered with in view of the provisions under the Sick Industrial Companies (Special Provisions) Act, 1985 (for brevity, hereinafter referred to as "SIC Act"), when the matter is up before the BIFR for consideration. It is also the case of the petitioner company that the representations given to the Chief Secretary as Exhibits P11 and P12 were not all considered. According to them, it is nothing but a high handed exercise of power on the part of the respondent authorities. After 1997 there is no response whatsoever either by the District Collector or by the Chief Secretary in so far as resumption of land. 6. It is their contention that, with the help of Government of India petitioner company is hoping to have approval of the scheme of rehabilitation. Subsequent to 1997, no notice of any nature is given and having kept quiet for ten years, the State Government cannot seek for resumption. During the last ten years, a Battery plant was started in the centre of the previous unoccupied area. A portion of the land which is sought to be resumed is already developed. Roads are constructed and all taxes are also paid. During the last ten years, a Battery plant was started in the centre of the previous unoccupied area. A portion of the land which is sought to be resumed is already developed. Roads are constructed and all taxes are also paid. The land required for the Medical College is only twenty five acres, but more than three times of the requirement is proposed to be resumed. This is highly irregular. It is contended that none of the conditions of the agreement are enforceable. They sought for quashing of Exhibits P15 and P16 notices of resumption contending that they are without any legal basis. 7. The stand of the Government before the learned single Judge was that the agreement was executed when the extent of 100 acres of land came to be acquired in Yakkara Village in Palakkad Taluk on the basis of the requisition made by the ITI Ltd., Bangalore. Now it is not open to the petitioner company to contend that Part VII of the L.A.Act is not at all applicable. When the agreement came to be executed in the form of Exhibit P7 agreeing to abide by the terms and conditions in the agreement, the parties are bound by the terms of the agreement dated 17.07.1987. So far as passing of the awards, there is no dispute. Similarly, these awards were in terms of the agreement executed between the parties at Exhibit P7. By virtue of this agreement, Rs.2,72,20,000/- was also remitted in favour of the Land Acquisition Officer and after completion of the acquisition proceedings, possession of the land came to be handed over to the petitioner company way back in 1991. 8. Sub-clause (a) of Clause 3 of Exhibit P7 indicates that the land shall be used only for the purpose of expansion of ITI and also for setting up residential quarters of the employees of ITI Palakkad and so also provides for rehabilitation of the families who came to be evicted at the time of acquisition. Clause 3(c) clearly indicates that use of the land cannot be diverted for the purpose other than for which it is acquired. Clause (d) indicates that within two years from the date of transfer of land, the petitioner company shall provide factory buildings, residential buildings and other amenities directly connected therewith. In case of failure, the resumption proceedings will come into force as per the terms of the agreement. Clause (d) indicates that within two years from the date of transfer of land, the petitioner company shall provide factory buildings, residential buildings and other amenities directly connected therewith. In case of failure, the resumption proceedings will come into force as per the terms of the agreement. 9. The petitioner company agreed to carry out all the terms and conditions in the agreement but failed to comply with the same, as 77.8085 acres of land is kept unutilised even after twenty five years from the date of handing over the same to the petitioner company. The stand of the State is that petitioner company is also governed by Sections 39 to 43 of the L.A.Act and the agreement is valid and enforceable. The agreement is executed not for the purpose of either State Government or Central Government. Therefore, the agreement between the petitioner company and the Government is perfectly in order. The contention of the petitioner company that Part VII of the L.A.Act is not applicable to them and Exhibit P7 agreement has come into existence on account of mutual mistake is untenable. At this point of time, it is not open to the petitioner company to turn around and deny the binding effect of the terms of the agreement. As early as 21.11.1997 a letter was addressed to the Managing Director for resumption of land. At that time, the General Manager, ITI sought for extension of time by five years in order to implement all the projects. By letter dated 25.06.2012, the District Collector was directed to initiate action to resume unutilised land of 72.77 acres of land. In turn, the Tahsildar, Palakkad was directed to verify the correctness and the status of unutilised land. In all, an extent of 77.8085 acres in 160 survey numbers of Yakkara Village was reported as still lying unutilised by the petitioner company. 10. The Government, as per letter dated 26.05.2012, accorded sanction for setting up of a Medical College in Palakkad and no other land other than this land is best suited. This land is about three kilometres away from the District Hospital and the college will have a tie up with the said hospital. It is meant for imparting medical education for the students from SC/ST communities and it is a pioneer project in the country. This land is about three kilometres away from the District Hospital and the college will have a tie up with the said hospital. It is meant for imparting medical education for the students from SC/ST communities and it is a pioneer project in the country. There are no other medical institution in Palakkad or nearby places to cater to the health requirement of thousands of people from the said area. The Government issued Government Order dated 22.12.2000 in G.O.(MS)No.387/2000/RD for disposal of the lands acquired under the L.A.Act; but, kept unutilised for the purpose for which it was acquired by the Government. By virtue of clause 3 of this Government Order, if the land is needed by any of the Government Departments, Local Bodies or Public Sector undertakings, the District Collector is entitled to initiate action for assignment/transfer of the land in accordance with the standing instructions. At present, Government Colleges and private managements could offer only 90 and 35 seats respectively to the students belonging to SC/ST, desirous of medical education. If the Medical College in question comes up, large number of eligible candidates from SC/ST will get admission. As a matter of fact, the General Manager, District Industries Centre, Palakkad, by his letter dated 26.10.2006, reported that ITI has not utilised more than 72 acres of land and they have dropped the expansion programme permanently, therefore, the District Collector can take steps to resume 50 acres of land and hence, Government decided to resume the lands in question. Accordingly, instructions regarding resumption were intimated to the ITI authorities in time; way back in 1997. The General Manager, ITI was called for a meeting by the Principal Secretary (Industries) to discuss about the issue by letters dated 05.08.1998 and 26.10.1999 and the subject for the discussion was willingness of ITI as per letter dated 12.04.2004 to spare 50 acres of land for establishment of National Institute (Indian Institute of Information Technology and Telecommunications), provided appropriate compensation is paid to the petitioner company. 11. The State further contended that Government have no intention to resume that portion of land which is already utilised. The resumption of land from the ITI is not only in accordance with the provisions of the L.A.Act but also in terms of the the agreement between the parties to implement a laudable project of setting a medical college for the students of SC/ST. The resumption of land from the ITI is not only in accordance with the provisions of the L.A.Act but also in terms of the the agreement between the parties to implement a laudable project of setting a medical college for the students of SC/ST. The proceedings before the BIFR concerning the petitioner company is not finally disposed of. The Government can seek permission from the Medical Council of India to start the medical college. For this purpose, affiliation with University is required. In order to make an application to Medical Council Of India, they need possession certificate. The land in question is the best suited land for starting a medical college and the Tahsildar has already taken possession of the unutilised land on 16.07.2009. With these averments, they had sought for dismissal of the writ petition. 12. According to the petitioner company, learned single Judge though accepted the arguments that for the acquisition, in this case, Part VII of the L.A.Act is not applicable, but so far as validity of the agreement between the parties, he entered into a finding that the terms and conditions of the agreement are binding. The opinion that the agreement is enforceable is erroneous when no provision of Part VII of the L.A.Act is applicable. It is further contended on behalf of the appellant/writ petitioner that Section 23 of the Indian Contract Act applies if the agreement is executed for a purpose which is forbidden by law. The agreement becomes void and unenforceable under Section 20 of the Contract Act. The tenor of Section 44B indicates that Part VII of the L.A.Act is not applicable to the acquisition for Government companies. Any agreement ignoring this is unenforceable. When once ITI is held as a Government company and not a private company, automatically, Part VII cannot apply. The opinion of the learned single Judge that petitioner company cannot go back on the terms of the agreement is erroneous. So also, the finding that pendency of the matter before the BIFR for revival of the company has nothing to do with the land acquisition and will not affect the resumption of land is also erroneous. 13. The opinion of the learned single Judge that petitioner company cannot go back on the terms of the agreement is erroneous. So also, the finding that pendency of the matter before the BIFR for revival of the company has nothing to do with the land acquisition and will not affect the resumption of land is also erroneous. 13. The State has also come with W.A.No.309/2013 contending that when a request was considered in Part VII of the L.A.Act and agreeing to the terms and conditions petitioner company executed Exhibit P7 agreement, they cannot go back on their obligation as per the terms of the agreement. Within the prescribed period of two years, the bounden failed to complete the work of construction and expansion for which the land was acquired and kept the land unutilised even after 25 years from the date of transfer. The opinion of the learned single Judge that Part VII of the L.A.Act is not applicable is not sustainable, as there is no amendment to Section 44B of the Act. Section 44B does not exclude the Government Companies from the application of Part VII and execution of agreement. According to the State, the only exclusion provided in Section 44B from the application of Part VII is acquisition for a private company; in which event only clause (a) of sub-section (1) of Section 40 can be a valid purpose to form the basis of such acquisition. If Part VII is read along with Section 40 of the Act, it means, no land could be acquired so, for a private company, except for the purpose mentioned in clause (a) of sub-section (1) of Section 40. It is also contended that what is referred to in Section 44B is a 'Government Company' as defined in the Companies Act, 1956, which term is included in the definition under Section 3(cc). The amendment to Section 4 as well as 6 and Explanation II was totally misconceived by the learned single Judge. Placing reliance on Ramji Veerji Patel and others v. Revenue Divisional Officer and others, (2011) 10 SCC 643 is also erroneous. 14. The learned Judge did not properly construe the objects and reasons of amendment bill, i.e., Bill No.63/1984, is the submission of the learned Advocate General. Placing reliance on Ramji Veerji Patel and others v. Revenue Divisional Officer and others, (2011) 10 SCC 643 is also erroneous. 14. The learned Judge did not properly construe the objects and reasons of amendment bill, i.e., Bill No.63/1984, is the submission of the learned Advocate General. According to the State, the objects and reasons provide that acquisition of land for non-government companies under the Act will hereafter be made in pursuance of Part VII of the L.A.Act in all cases. Therefore, for non-government companies provisions of Part VII can be made applicable for acquiring the land for all purposes. The word 'Government companies' appearing in Section 44B has not been amended even after the introduction of Act 68 of 1984. It is also contended that the definition of 'Company' in Section 3(1) brought in by Act 68 of 1984 and that of "Corporation owned or controlled by the State" is of no consequence to consider the applicability of Part VII; based on Section 44B. Section 44B only restricts, acquisition for private companies, for the purpose enumerated in clause (a) of Section 40(1) and cannot lead to a conclusion that Part VII stands excluded as far as Government Companies are concerned. With these submissions, learned Advocate General sought for allowing W.A.No.309 of 2013 and dismissing W.A.No.48 of 2013. 15. We have considered the materials placed on record, the provisions of the enactment as also the binding precedents. Learned senior counsel appearing for the appellant ITI relies on the following decisions to urge the contentions based on Section 22 of the SIC Act. He places reliance on paragraphs 10, 11, 12 and 14 of the decision in Maharashtra Tubes Ltd. v. State Industrial & Investment Corporation of Maharashtra Ltd. and another, (1993) 2 SCC 144 , which reads as under: "10. It was next contended that the right conferred on the Financial Corporation by Section 29 of the 1951 Act is not a 'legal proceeding' but merely an action permitted by statute and, therefore, Section 22(1) will have no application as it only bars legal proceedings for the winding up of any industrial company or for execution, distress or the like against any of its properties or for the appointment of a Receiver in respect thereof. Now Section 22(1) uses the expression 'proceedings' and not 'legal proceedings' which expression is albeit used in the marginal note to the said provision. Now Section 22(1) uses the expression 'proceedings' and not 'legal proceedings' which expression is albeit used in the marginal note to the said provision. Mr.Rao contended that Section 22 must be read in the light of the marginal note and when so read it becomes obvious that only legal proceedings of the type mentioned in sub-section (1) thereof are barred and not the exercise of a right such as the one conferred by Section 29 of the 1951 Act. In support of his contention that the marginal note can be used as an aid to interpretation he invited our attention to a seven-Judge Bench decision of this Court in Bengal Immunity Company Ltd. v. State of Bihar, AIR 1955 SC 661 . In that case the marginal note to Article 286 of the Constitution was referred to and it was said that it furnished some clue as to the meaning and purpose of the Article. But at the same time the Court pointed out that unlike the marginal notes in the Statutes of the British Parliament, the various Articles of the Constitution were passed by the Constituent Assembly with the marginal notes and, therefore, the Court considered it permissible to use the marginal note to understand the meaning and purport of the Article. But so far as statutes are concerned, this Court in the case of Board of Muslim Wakfs, Rajasthan v. Radha Kishan, (1979) 2 SCC 468 held in no uncertain terms that the weight of the authority was in favour of the view that the marginal note appended to a section cannot be used for construing the section (see paragraph 24 at p. 479). Section 22(1) shorn of the irrelevant part provides that where an appeal under Section 25 relating to an industrial company is pending, then, notwithstanding anything contained in any other law, no proceedings for the winding up of the industrial company or for execution, distress or the like against any of the properties of the industrial company or for appointment of a Receiver in respect thereof shall lie or be proceeded with further, except with the consent of the BIFR or, as the case may be, the appellate authority. The purpose and object of this provision is clearly to await the outcome of the reference made to the BIFR for the revival and rehabilitation of the sick industrial company. The purpose and object of this provision is clearly to await the outcome of the reference made to the BIFR for the revival and rehabilitation of the sick industrial company. The words 'or the like' which follow the words 'execution' and 'distress' are clearly intended to convey that the properties of the sick industrial company shall not be made the subject-matter of coercive action of similar quality and characteristic till the BIFR finally disposes of the reference made under Section 15 of the said enactment. The legislature has advisedly used an omnibus expression 'the like' as it could not have conceived of all possible coercive measures that may be taken against a sick undertaking. The action contemplated by Section 29 of the 1951 Act is undoubtedly a coercive measure directed at the take over of the management and property of the industrial concern and confers a further right on the financial Corporation to transfer by way of lease or sale the properties of the said concern and any such transfer effected by the Financial Corporation would vest in the transferee all rights in or to the transferred property as if the transfer was made by the owner of the property. So also under the said provision the Financial Corporation will have the same rights and powers with respect to goods manufactured or produced wholly or partly from goods forming part of the security held by it as it had with respect to the original goods. It is, therefore, obvious on a plain reading of Section 29 of the 1951 Act that it permits coercive action against the defaulting industrial concern of the type which would be taken in execution or distress proceedings; the only difference being that in the latter case the concerned party would have to use the forum prescribed by law for the purpose of securing attachment and sale of property of the defaulting industrial concern whereas in the case of a Financial Corporation that right is conferred on the creditor corporation itself which is permitted to take over the management and possession of the properties and deal with them as if it were the owner of the properties. If the Corporation is permitted to resort to the provision of Section 29 of the 1951 Act while proceedings under Sections 15 to 19 of the 1985 Act are pending it will render the entire process nugatory. If the Corporation is permitted to resort to the provision of Section 29 of the 1951 Act while proceedings under Sections 15 to 19 of the 1985 Act are pending it will render the entire process nugatory. In such a situation the law merely expects the corporation and for that matter any other creditor to obtain the consent of the BIFR or, as the case may be, the appellate authority to proceed against the industrial concern. The law has not left them without a remedy. We are, therefore, of the opinion that the word 'proceedings' in Section 22(1) cannot be given a narrow or restricted meaning to limit the same to legal proceedings. Such a narrow meaning would run counter to the scheme of the law and frustrate the very object and purpose of Section 22(1) of the 1985 Act. 11. Mr.Rao, however, invited our attention to the definition of the expression 'legal proceedings' as found in Black's Law Dictionary (Fourth Edition) which reads as under: "Any proceedings in court of justice ... by which property of debtor is seized and diverted from his general creditors ... This term includes all proceedings authorised or sanctioned by law, and brought or instituted in a court of justice or legal tribunal, for the acquiring of a right or the enforcement of a remedy." Even this definition does not militate against the view we are inclined to take. In the first place action under Section 29 of the 1951 Act is to seize the property of the defaulting industrial concern and to appropriate it for satisfying the debt. It gets diverted from the general body of creditors. The Corporation is fully empowered to dispose it of to a third party and pass a clear marketable title. All this can be done by the Corporation without the need to go to a court or tribunal or any other recovery agency. The Corporation is itself permitted to play that role. In substance, the Corporation is playing the same role. From the point of view of quality and character the remedy is the same as in execution or distress proceedings. Therefore, even if one goes by the said meaning and understands the term 'proceedings' in the light of the object and purpose of Section 22(1) of the 1985 Act, no difficulty is experienced in taking the view that it must be widely construed. 12. Therefore, even if one goes by the said meaning and understands the term 'proceedings' in the light of the object and purpose of Section 22(1) of the 1985 Act, no difficulty is experienced in taking the view that it must be widely construed. 12. Reliance was placed on decisions of two High Courts in support of the contentions urged on behalf of the appellant-company. We shall deal with them briefly. In Testeels Ltd. v. Radhaben Ranchhodlal Charitable Trust, AIR 1988 Guj 213 the short point for decision was whether a winding up proceeding already commenced against an industrial company ought to be dismissed or stayed during the pendency of the reference under Section 15 of the 1985 Act. The High Court held that the words 'be proceeded with further' in Section 22 cannot be interpreted to mean that the proceedings should be kept in abeyance but the various provisions of the enactment must be construed to put an end to both the contemplated and pending winding up proceedings. The High Court held that if the winding up proceedings are kept pending it may be difficult to effectively administer the schemes under Section 18 or grant financial assistance under Section 19 of the 1985 Act. The High Court held that the provision must be broadly construed keeping in mind the scheme of the law so that the ultimate objective is achieved and not defeated. In the other case of Industrial Finance Corporation of India v. Maharashtra Steel Ltd., AIR 1988 All 170 the view taken was that pending inquiry by the BIFR the exercise of power under Section 30 of the 1951 Act would not be proper in view of Section 22(1) of the 1985 Act. Section 30 empowers the Financial Corporation to require an industrial concern by notice to discharge its liabilities before the agreed date. Even though no legal proceedings are contemplated under that provision, the High Court did not permit such an action during the pendency of proceedings under the 1985 Act. These two cases reinforce the view that the provision of Section 22 (1) of the 1985 Act should receive a broad construction. These cases, therefore, support the view that the expression 'proceedings' in Section 22(1) need not be limited to 'legal proceedings' understood in the narrow sense notwithstanding the use of that expression in the marginal note. 14. Now we come to the impugned decision. These cases, therefore, support the view that the expression 'proceedings' in Section 22(1) need not be limited to 'legal proceedings' understood in the narrow sense notwithstanding the use of that expression in the marginal note. 14. Now we come to the impugned decision. The High Court was considerably influenced by the fact that the appellant-company owed crores of rupees to banks and felt that so far as such creditors are concerned, different considerations may come into play but the High Court with respect failed to appreciate that the 1985 Act was enacted primarily to assist sick industrial undertakings which inter alia failed to meet their financial obligations. It is, therefore, difficult to accept the view of the High Court that where the creditors of a sick industrial concern happen to be banks or State Financial Corporations different considerations would come into play. It must be realised that in the modern industrial environment large industries are generally financed by banks and statutory corporations created specially for that purpose and if they are permitted to resort to independent action in total disregard of the pending inquiry under Sections 15 to 19 of the 1985 Act the entire exercise under the said provisions would be rendered nugatory by the time the BIFR is able to evolve a scheme of revival or rehabilitation of the sick industrial concern by the simple device of the Financial Corporation resorting to Section 29 of the 1951 Act. We are, therefore, of the opinion that where an inquiry is pending under Sections 16/17 or an appeal is pending under Section 25 of the 1985 Act, there should be cessation of the coercive activities of the type mentioned in Section 22(1) to permit the BIFR to consider what remedial measures it should take with respect to the sick industrial company. The expression 'proceedings' in Section 22(1), therefore, cannot be confined to legal proceedings understood in the narrow sense of proceedings in a court of law or a legal tribunal for attachment and sale of the debtor's property." He also places reliance on the decision in Gram Panchayat and another v. Shree Vallabh Glass Works Limited and others, (1990) 2 SCC 440 to contend that when a company is declared as sick industrial company and in the event of steps being taken by the Board under Sections 16 and 17 of the SIC Act, consequently, all proceedings for execution, distress or the like against any of the properties of the company would automatically be suspended and cannot be taken without the consent of the Board. Hence, the alleged resumption of land is without the consent of the Board and therefore, not justified is the contention of the learned counsel for the appellant ITI. 16. Maharashtra Tubes Ltd. (supra) definitely took the view that where an inquiry is pending under Sections 16/17 or an appeal is pending under Section 25 of the SIC Act, there should be cessation of the coercive activities of the type mentioned in Section 22(1) to permit fulfilment of the remedial measures that may be implemented by the BIFR or the appellate authority. But the words 'or the like' appearing after "no proceedings for the winding up of the industrial company or for execution, distress ..." was held to be advisedly used by the legislature, since it could not have conceived all possible coercive measures that may be taken against a sick undertaking. The term 'proceedings' was given a wider meaning not limited or restricted to legal proceedings. However the emphasis was on the 'coercive proceedings' and the instant proceedings taken under the L.A.Act cannot at all be termed to be a coercive proceeding. What is intended by the State is not to proceed against the sick company for defaulted dues; thus frustrating any rehabilitation. What is clearly decipherable is the intention to resume lands acquired for a particular purpose; for failure to implement the project of expansion (purpose) projected at the time of acquisition for very many years; thus violating the terms of an agreement willingly entered between the parties. What is clearly decipherable is the intention to resume lands acquired for a particular purpose; for failure to implement the project of expansion (purpose) projected at the time of acquisition for very many years; thus violating the terms of an agreement willingly entered between the parties. The said decision and that in Shree Vallabh Glass Works Limited (supra) hence does not at all apply to the facts of the case and does not support the contention of the petitioner based on the SIC Act, to thwart the resumption proceedings. We are of the opinion that the provisions of the SIC Act and the pendency of the rehabilitation scheme will not, in any manner, hamper the resumption proceedings initiated by the State against unutilised land acquired for the petitioner. 17. Reliance was placed on paragraph 8 of the decision in Srinivasa Cooperative House Building Society Ltd. v. Madam Gurumurthy Sastry and others, (1994) 4 SCC 675 to contend that the object of Sections 44A and 44B of the L.A.Act is that they are intended to safeguard the public interest when a company acquires land for public purposes. Paragraph 8 reads as under: "Explanation.- 'Private Company' and 'Government Company' shall have the meanings respectively assigned to them in the Companies Act, 1956 (1 of 1956). A plain reading of the fascicule of these provisions clearly indicates the distinction, statute has envisaged, namely, acquisition for a public purpose and acquisition for a private purpose. Even the acquisition for a company, unless utilisation of the land so acquired is integrally connected with public use, resort to the compulsory acquisition under Chapter VII cannot be had. Even when Chapter VII was invoked, the requirements of Section 40 and Section 41 are mandatory and shall be strictly complied with. It is clearly discernible from scheme of the acquisition in Chapter VII that the land can be acquired for the erection of dwelling-houses for workmen employed by the company or for the provisions of amenities directly connected therewith or needed for the construction of some building or work for a company which is engaged or is taking steps for engaging itself in any industry or work which is for a public purpose or is needed for the construction of some work which is likely to prove useful to the public. Notwithstanding anything contained in the Act, i.e., despite the compliance with Chapter VII, no land should be acquired under Chapter VII except for the purpose mentioned in clause (a) of sub-section (1) of Section 40, for a private company which is not a Government company and that such company shall not be entitled after the acquisition under Chapter VII to transfer the said land or any part thereof by sale, mortgage, gift, lease or otherwise except with the previous sanction of the appropriate Government. The object, therefore, appears to be that the land acquired under Chapter VII shall always remain to serve the public purpose, beneficial to the public. It is not open to the Government to waive any of the provisions in Part VII. The provisions contained therein have mandatory operation. The object of Sections 44-A and 44-B appears to be that they intend to safeguard public interest. The company acquiring the land for a public purpose in Chapter VII may, after the acquisition has become final, divert the land for private profit motive, defeating the purported public purpose for which the acquisition was made. The Government company obviously does not alienate such property for private gain since the profits merge into public fund. While the private company could get acquisition but thereafter become free to dispose of the property. Therefore, the acquisition for a private company get limited only for purposes envisaged under Section 40(1)(a) and thereby the public purposes envisaged therein get safeguarded and protected. The dominant purpose of public utility pervades the provisions in Chapter VII of the Act". In the above decision, their Lordships opined that Government company obviously does not alienate such property for private gain as the profits merge into public fund. Therefore, the dominant purpose of public utility pervades the provisions in Chapter VII of the L.A.Act and the land acquired under Chapter VII shall always remain to serve public purpose, for the benefit of the public. 18. Reliance is also placed on paragraphs 24 to 28 of the decision in Ramji Veerji Patel and others v. Revenue Divisional Officer and others, (2011) 10 SCC 643 with reference to Chapter VII of the L.A.Act, which read as under: "24. With regard to the above contention of Mr.Pallav Shishodia, it is enough to say that it overlooks Section 3(cc) and Section 3(e) of the Act, substituted by Act 68 of 1984. With regard to the above contention of Mr.Pallav Shishodia, it is enough to say that it overlooks Section 3(cc) and Section 3(e) of the Act, substituted by Act 68 of 1984. The definition of "company" in Section 3(e) after substitution in 1984 is as follows: 3(e) the expression 'company' means- (i) a company as defined in Section 3 of the Companies Act, 1956 (1 of 1956), other than a Government company referred to in clause (cc); (ii) a society registered under the Societies Registration Act, 1860 (21 of 1860), or under any corresponding law for the time being in force in a State, other than a society referred to in clause (cc); (iii) a co-operative society within the meaning of any law relating to co-operative societies for the time being in force in any State, other than a co-operative society referred to in clause (cc)." 25. Section 3(cc) of the Act defines the expression "corporation owned or controlled by the State" as follows: "3.(cc) the expression 'corporation owned or controlled by the State' means any body corporate established by or under a Central, Provincial or State Act, and includes a government company as defined in Section 617 of the Companies Act, 1956 (1 of 1956), a society registered under the Societies Registration Act, 1860 (21 of 1860), or under any corresponding law for the time being in force in a State, being a society established or administered by Government and a cooperative society within the meaning of any law relating to cooperative societies for the time being in force in any State, being a cooperative society in which not less than fifty one per centum of the paid-up share capital is held by the Central Government, or by any State Government or Governments or partly by the Central Government and partly by one or more State Governments." 26. That the Corporation and TNSTC fall within the definition of Section 3(cc) is not in dispute. Both may not have been divested of their character as a government company but sub-clause (i) of Section 3(e) excludes a government company from the definition of company. Part VII (Sections 38 to 44-B) of the Act provides for acquisition of land for companies. That the Corporation and TNSTC fall within the definition of Section 3(cc) is not in dispute. Both may not have been divested of their character as a government company but sub-clause (i) of Section 3(e) excludes a government company from the definition of company. Part VII (Sections 38 to 44-B) of the Act provides for acquisition of land for companies. In view of the definition of "company" in Section 3(e) which excludes government company, the Corporation or for that matter its successor TNSTC does not fall within the definition of "company" and therefore, is not covered by Part VII of the Act at all. 27. In Raja Ram, the definition of "company" in Section 3(e) of the Act prior to its substitution fell for consideration. The definition of "company" under consideration reads as follows: "3.(e) the expression 'company' means a company registered under the Indian Companies Act, 1882 or under the (English) Companies Acts, 1862 to 1890, or incorporated by an Act of Parliament of the United Kingdom or by an Indian law, or by Royal Charter or Letters Patent and includes a society registered under the Societies Registration Act, 1860, and a registered society within the meaning of the Cooperative Societies Act, 1912, or any other law relating to cooperative societies for the time being in force in any State;" It was in the context of the above definition that this Court held in Raja Ram that Food Corporation of India was not divested of its character as a company within the meaning of definition of clause (e) of Section 3 of the Act. As noticed above, the definition of "company" has undergone complete change and government company has been expressly excluded from the expression "company" for the purpose of the Act. 28. For the above reasons, it has to be held that Part VII of the Act has no application to the present case as the acquisition of land is not for a "company" as defined in Section 3(e) of the Act." 19. As against this, learned Advocate General brought to our notice the definition of the expressions 'Corporation and Company' as defined under Land Acquisition (Amendment) Act, 1984. As against this, learned Advocate General brought to our notice the definition of the expressions 'Corporation and Company' as defined under Land Acquisition (Amendment) Act, 1984. As per Section 3(cc) "Corporation owned or controlled by the State" means any body corporate established by or under a Central, Provincial or State Act and includes a Government Company as defined in Section 617 of the Companies Act, 1956 or a society registered under the Societies Registration Act, 1860. The expression 'Company' is defined under Section 3(e), which reads as under: "3(e).The expression "Company" means- (i) a company as defined in Section 3 of the Companies Act, 1956 (1 of 1956), other than a Government company referred to in clause (cc); (ii) a society registered under the Societies Registration Act, 1860 (21 of 1860), or under any corresponding law for time being in force in a State, other than a society referred to in clause (cc); and (iii) a co-operative society within the meaning any law relating to co-operative societies for the time being in force in any State, other than a co-operative society referred to in clause (cc)". 20. The learned Advocate General relies on paragraph 7 of the decision in Nanappan Konthi v. District Collector, 1989 (1) KLT 582 to contend that restriction on the acquisition of the land is pointed out in Section 44 of the Act, which reads as under: "Part VII of the Act deals with the acquisition of land for companies. The Government should be satisfied regarding the existence of certain conditions mentioned in various sub-clauses of Section 40(1) of the Act for acquiring land under the Act. If the Government are satisfied that the purpose of the acquisition is to obtain land for erection of dwelling houses for the workmen employed by a company or for provision of amenities directly connected with it, such acquisition is permitted by invoking the provisions of the Act. Similarly if after enquiry, the Government are satisfied that the acquisition is needed for constitution of some building or work for a company, which is engaged in any industry or work which is for a public purpose then also the provisions of the Act can be pressed into service for acquiring land. Similarly if after enquiry, the Government are satisfied that the acquisition is needed for constitution of some building or work for a company, which is engaged in any industry or work which is for a public purpose then also the provisions of the Act can be pressed into service for acquiring land. Lastly, if the Government are satisfied that the acquisition is needed for the construction of some work which is likely to prove useful to the public, then also, the provisions of the Act can be invoked. In the case of a private company, a further restriction on the acquisition of the land is made in S.44B of the Act. That is, a private company can get the land acquired under this Act only for the purpose of erection of dwelling houses for its workmen or for provision of amenities directly connected with it. According to the petitioners, this limitation is applicable to all companies other than Government companies. In other words, the acquisition for other purposes mentioned earlier for a company can be resorted to only if the company happens to be a Government Company. This interpretation will be violating the provisions of S.40(1) of the Act. Sub-clauses (aa) and (b) of Clause (1) of S.40 will become redundant if the above interpretation is given effect to. Explanation to S.44-B throws light on this aspect. 'Private Company' and 'Government company' mentioned in that section should have meanings respectively assigned to them in the Companies Act. 'Private company' is defined in S.3(iii) of the Companies Act in the following terms: "Private company" means a company which, by its articles- (a) restricts the right to transfer its shares, if any; (b) limits the number of its members to fifty not including ... 'Private company' is defined in S.3(iii) of the Companies Act in the following terms: "Private company" means a company which, by its articles- (a) restricts the right to transfer its shares, if any; (b) limits the number of its members to fifty not including ... (i) persons who are in the employment of the company, and (ii) persons who, having been formerly in the employment of the company, were members of the company, while in that employment and have continued to be members after the employment ceased; and (c) prohibits any invitation to the public to subscribe for any shares in, or debentures of the company; Provided that where two or more persons hold one or more shares in a company jointly, they shall, for the purpose of this definition, be treated as a single member." S.617 of the Companies Act defines 'Government Company' as: "For the purpose of (this Act) Government Company means any company in which not less than fifty one per cent of the (paid-up share capital) is held by the Central Government or by any State Government or Governments, or partly by the Central Government and partly by one or more State Governments (and includes a company which is a subsidiary of a Government Company as thus defined)." Additional 4th respondent is neither a 'Private Company' nor a 'Government Company'. It is a 'Public Company'. The Government have shares in it. The Kerala State Industrial Development Corporation Limited and the Life Insurance Corporation of India are also share-holders of the company. For such companies acquisition under the Act can be resorted to for any of the purposes mentioned in S.40(1) of the Act. The proposed acquisition is needed to put up some buildings and other work for the company which is engaged in industrial activities. Acquisition in such a case is permissible under clause (aa) of S.40(1) of the Act. Viewed in this manner, I do not find any vice in the proceedings initiated under the Act for acquiring the land covered by S.6 declaration." 21. It is argued by the learned Advocate General that even after the amendment of L.A.Act by Act 68/1984, Section 44B is retained as such in the Act along with the words 'Government companies'. Viewed in this manner, I do not find any vice in the proceedings initiated under the Act for acquiring the land covered by S.6 declaration." 21. It is argued by the learned Advocate General that even after the amendment of L.A.Act by Act 68/1984, Section 44B is retained as such in the Act along with the words 'Government companies'. It is also contended that in Section 39 after the words 'for any company', the words 'under this Part' has been inserted quite conscious of the change in definition brought in by sub-clauses (cc) and (e) of Section 3. The explanation to Section 44B also, it is urged, makes it clear that Part VII deals with 'private company', 'public company' and 'Government company' as is defined under the Companies Act, 1956. However, we cannot ignore the binding precedent of Ramji Veerji Patel and others (supra). The Hon'ble Supreme Court in the said decision took note of the amendment brought to the definition clauses by Act 68 of 1984; more specifically clause (cc) and clause (e) of Section 3 of the Act. While 'Corporation owned or controlled by the State' was defined by insertion of clause (cc), the definition of 'Company' was substituted with clause (e). In view of the exclusion of a 'Government company' from the definition of 'company', by sub-clause (i) of Section 3(e); it was held that Part VII, which provide for acquisition of land for companies does not apply in the case of 'Government companies'. The definitions having undergone a sea change by Act 68 of 1964, it was held that Part VII of the Act has no application when the acquisition of land is not for a company. 22. Undisputedly the petitioner is a 'Government company' and in the light of the declaration of the Supreme Court that Part VII is not applicable to such companies, can it be said that the agreement purportedly executed under Part VII of the L.A.Act is by a reason of mistake and hence is void and unenforceable? 23. The contention of the petitioner regarding the unenforceability of the agreement is connected with the claim that Part VII of the L.A.Act is not applicable to the acquisition made on behalf of a Government company. 23. The contention of the petitioner regarding the unenforceability of the agreement is connected with the claim that Part VII of the L.A.Act is not applicable to the acquisition made on behalf of a Government company. The petitioner claims that both the petitioner and the State were unaware that Part VII was inapplicable and, hence, the agreement entered into under Part VII is rendered void by virtue of Section 20 of the Indian Contract Act, 1872 (for brevity "Contract Act"). The agreement is void for reason only of both the parties having been under a mistake as to the inapplicability of Part VII. An alternative contention is also taken that the execution of the agreement under Part VII would defeat the provisions of the L.A.Act and go against the spirit and tenor of the Act, which lays emphasis on acquisition being motivated only on ground of public interest. The extreme proposition that the agreement ought to be taken as one 'forbidden by law' was also canvassed to further render the agreement ineffective on the strength of Section 23 of the Contract Act. 24. The learned Advocate General however would contend that even if Part VII is found to be inapplicable, what would apply is Section 21 of the Contract Act and not Section 40. The applicability or otherwise of Part VII, according to him, is a question of law. That cannot make the agreement, allegedly entered into on the alleged mistaken assumption of applicability of Part VII, void as one entered into on a mistake as to matter of fact. The learned Advocate General relied on Sri Sri Shiba Prasad Singh, deceased, now represented by Kali Prasad Singha v. Maharaja Srish Chandra Nandi and another, AIR (36) 1949 Privy Council 297, Kalyanpur Lime Works Ltd. v. State of Bihar and another, AIR 1954 SC 165 , D.R.Mills v. Commr., Civil Supplies, AIR 1976 SC 2243 and Abdul Rahim v. SK.Abdul Zabar, (2009) 6 SCC 160 in support of the above proposition. The State too takes an extreme position that if Part VII is found inapplicable and the factum of the acquisition being found to be one under Part VII; then the delivery of the property having been made by mistake, the entire property is to be resumed under Section 72 of the Contract Act. 25. The State too takes an extreme position that if Part VII is found inapplicable and the factum of the acquisition being found to be one under Part VII; then the delivery of the property having been made by mistake, the entire property is to be resumed under Section 72 of the Contract Act. 25. At the outset we have to notice that the extreme positions canvassed by the parties based respectively under Section 23 and Section 72 are only to be rejected. We do not find anything in the agreement or its terms or the essence; to be forbidden by law. Acquisition for Government companies is permissible under the L.A.Act. There is nothing in the agreement, which reduced to writing the terms of such acquisition and transfer for and to a Government company; which is forbidden by law. The learned Single Judge has relied on the authoritative pronouncement of the Supreme Court in Firm of Pratapchand Nopaji v. Firm of Kotrike Venkata Setty & Sons, AIR 1975 SC 1223 , wherein it was held that "It is well established that the object of an agreement cannot be said to be forbidden or unlawful merely because the agreement results in what is known as a "void contract"" (sic). Rightly drawing a definite distinction in the expressions 'forbidden by law' and 'void', the principles underlying in Sections 20 and 23 of the Contract Act were held to be quite different. In the circumstance of there being no statutory prohibition, we agree with the learned Single Judge that there is nothing in the nature and content of the agreement making it forbidden by law. 26. Equally fallacious is the contention of the State that the delivery of the land acquired was on a mistake and hence the petitioner is bound to resume it fully to the State. Reliance is placed on paragraph 17 of the decision in AIR (36) 1949 Privy Council 297 (supra), which reads as under: "Those learned Judges who have held that mistake in this context must be given a limited meaning appear to have been largely influenced by the view expressed in Pollock and Mulla's commentary on S.72, Contract Act, where it is stated (Contract and Specific Relief Acts, 1931 Edn. p. 402): "Mistake of law is not expressly excluded by the words of this section : but S.21 shows that it is not included." For example in Wolf & Sons v. Dadiba Khimji & Co, 44 Bom.631 : (A.I.R. (7) 1920 Bom. 192), Macleod J, said (p. 648) referring to S. 72, "On the face of it mistake includes mistake of law. But it is said that under S.21 a contract is not voidable on the ground that the parties contracted under a mistaken belief of the law existing in British India, and the effect of that section would be neutralised if a party to such a contract could recover what he had paid by means of S.72 though under S. 21 the contract remained legally enforceable. This seems to be the argument of Messrs. Pollock and Mulla and as far as I can see it is sound." In Appavoo Chettiar v. South Indian Railway, AIR (16) 1929 Mad. 177 : (114 I.C 358), Ramesam and Jackson JJ. say : "Though the word mistake in S. 72, is not limited, it must refer to the kind of mistake that can afford a ground for relief as laid down in Ss. 20 and 21 of the Act....... Indian law seems to be clear, namely, that a mistake in the sense that it is a pure mistake as to the law in India resulting in the payment by one person to another and making it equitable that the payee should return the money is no ground for relief." Their Lordships have found no case in which an opinion that "mistake" in S. 72 must be given a limited meaning has been based on any other ground. In their Lordships' opinion, this reasoning is fallacious. If a mistake of law has led to the formation of a contract, S.21 enacts that that contract is not for that reason voidable. If money is paid under that contract, it cannot be said that that money was paid under mistake of law : it was paid because it was due under a valid contract, and if it had not been paid payment could have been enforced. If money is paid under that contract, it cannot be said that that money was paid under mistake of law : it was paid because it was due under a valid contract, and if it had not been paid payment could have been enforced. Payment "by mistake" in S. 72 must refer to a payment which was not legally due and which could not have been enforced : the "mistake" is thinking that the money paid was due when in fact it was not due. There is nothing inconsistent in enacting on the one hand that if parties enter into a contract under mistake in law that contract must stand and is enforceable, but on the other hand that if one party acting under mistake of law pays to another party money which is not due by contract or otherwise, that money must be repaid. Moreover, if the argument based on inconsistency with S.21 were valid, a similar argument based on inconsistency with S.22 would be valid and would lead to the conclusion that S.72 does not even apply to mistake of fact. The argument submitted to their Lordships was that S.72 only applies if there is no subsisting contract between the person making the payment and the payee and that the Contract Act does not deal with the case where there is a subsisting contract but the payment was not due under it. But there appears to their Lordships to be no good reason for so limiting the scope of the Act. Once it is established that the payment in question was not due, it appears to their Lordships to be irrelevant to consider whether or not there was a contract between the parties under which some other sum was due. Their Lordships do not find it necessary to examine in detail the Indian authorities for the wider interpretation of "mistake" in S.72. They would only refer to the latest of these authorities Pannalal v. Produce Exchange Co. Ltd., AIR (33) 1946 Cal. 245 : (80 C.L.J. 170), in which a carefully reasoned judgment was given by Sen J. Their Lordships agree with this judgment. It may be well to add that their Lordship's judgment does not imply that every sum paid under mistake is recoverable no matter what the circumstances may be. Ltd., AIR (33) 1946 Cal. 245 : (80 C.L.J. 170), in which a carefully reasoned judgment was given by Sen J. Their Lordships agree with this judgment. It may be well to add that their Lordship's judgment does not imply that every sum paid under mistake is recoverable no matter what the circumstances may be. There may in a particular case be circumstances which disentitle a plaintiff by estoppel or otherwise." 27. The State does not dispute that acquisition can be made for the purposes of the expansion of the petitioner, which is a Government Company. The acquisition was proceeded with and delivery effected perfectly in consonance with the L.A.Act and in furtherance of undisputed public purpose. The claim of the State is only to resume that portion of the land remaining unused for long and for the avowed object of setting up a Medical College to advance the academic pursuits of SC/ST candidates. 28. The next contention is that based on Section 20 of the Contract Act. Kalyanpur Lime Works Ltd. (supra) was a case in which the said Lime Works obtained a lease from the State of Bihar after the earlier lease was forfeited for reason of an assignment by the lessee against the specific terms of lease. Subsequently the forfeiture of the earlier lease was held to be not valid for reason of there being no evidence of assignment; in a suit filed by the earlier lessee. The Lime Works instituted a suit for specific performance when the State thereafter entered into a lease agreement with another. The State inter alia pleaded that the agreement, if at all, with the Lime Works was one entered into on a mutual mistake of fact; since at the time of execution there was no valid forfeiture of the earlier lease. Their Lordships held that: "Be that as it may, it is difficult to see how the agreement can be challenged under Section 20 of the Contract Act as being vitiated by reason of a mistake as to a matter of fact essential to the agreement. Neither the party was under any mistake of fact : both parties knew that Kuchwar Co. had assigned its interest to Bose and that the assignment having been made without the consent of the lessor, its interest was liable to be forfeited. Neither the party was under any mistake of fact : both parties knew that Kuchwar Co. had assigned its interest to Bose and that the assignment having been made without the consent of the lessor, its interest was liable to be forfeited. The Government Pleader advised the Government that it had the right to forfeit the leases and to grant afresh leases to the Lime Co. The Lime Co. accepted the position and proceeded on the assumption that the Government possessed the right to forfeit the leases and then to grant them to the Lime Co. It is not easy to discover any mistake of fact on the part of either of the parties. xxx xxx xxx We think that in the present case the Bihar Government could be taken to have represented to the plaintiff that they had the right to forfeit the lease of the Kuchwar Company and grant a fresh lease to the plaintiff. The plaintiff no doubt believed in that representation and entered into the contract on that understanding. As a result of the decision of the Privy Council, however, the Bihar Government became incapable of making out the title which it asserted it had at the time of the contract. But its title was not wholly gone; it was restricted only by reason of the lease which had still several years to run. In these circumstances, it might have been open to the plaintiff to repudiate the contract if they so liked, but the defendant No.1 could not certainly plead that the contract was void on the ground of mistake and refuse to perform that part of the agreement which it was possible for it to perform. Furthermore, as has been stated already, neither party was in error as regards the essential facts upon which the contract proceeded. It was known to both parties that there was an assignment of the lease by the Kuchwar Company in favour of S.G.Bose and both parties knew that under the terms of the lease an assignment by the lessee without the consent of the lessor would make his interest liable to forfeiture. The mistake, if any, was with regard to the effect of the law of registration upon the validity of the assignment deed. The mistake, if any, was with regard to the effect of the law of registration upon the validity of the assignment deed. At the most, such mistake would be a mistake of law and under section 21 of the Indian Contract Act the contract would not be void on that ground". 29. In the instant case also neither party was in error as regards the essential facts upon which the agreement proceeded. It cannot at all be disputed that the petitioner Company, though a Government Company, could have obtained acquisition of the property only under the L.A.Act, which confers power for such acquisition on the appropriate Government, which is the State Government who is the respondent herein. That the acquisition could be made for a public purpose and that the expansion of the company, which is a Government company, would amount to a public purpose also is out of any controversy. The amounts of compensation paid were by the petitioner Company which is a Government Company and as per Explanation 2 of Section 6 of the L.A.Act, the compensation paid out of the funds of a Corporation owned or controlled by the State is deemed to be compensation paid out of public revenues. The facts, hence, are clearly undisputed and it cannot be said that there is any mistake of fact upon which either of the parties proceeded. The only mistake projected by the petitioner company is on the premise that the agreement itself was executed on the mistaken assumption of Part VII being applicable to the acquisition proceedings, since it is Section 41 and 42 of Part VII that provides for an agreement with the appropriate Government and publication in the Official Gazette, which we have to notice would not definitely be a mistake of fact and if the same is to be taken as a mistake of law, then the agreement is protected by Section 21 of the Contract Act. 30. Over and above the said reasoning, we also notice that the L.A.Act confers the power to make rules on the appropriate Government, consistent with the provisions of the Act, in all matters connected with the enforcement of the said provisions. The learned Single Judge has also noticed the Land Acquisition (Kerala) Rules, 1990 (for brevity, hereinafter referred to as "the L.A.Rules), which has been brought in by the State. The learned Single Judge has also noticed the Land Acquisition (Kerala) Rules, 1990 (for brevity, hereinafter referred to as "the L.A.Rules), which has been brought in by the State. Rule 9(3) reads as under: "R.9(3) When the acquisition is for a public purpose other than for the purposes of the State Government or Central Government no declaration shall be published unless the requisitioning authority executes in favour of the District Collector, an agreement in Form No.7". It is very evident that the agreement is executed in Form No.7 and one executed on the basis of the Rules brought in by the Government of Kerala as per the powers conferred under the L.A.Act. We also further notice that the first proviso to Section 55 of the L.A.Act, which reads as under, is in harmony with the contention taken by the petitioner: "Provided that the power to make rules for carrying out the purposes of Part VII of this Act shall be exercisable by the Central Government and such rules may be made for the guidance of the State Governments and the officers of the Central Government and of the State Government". Going by the proviso, the power to make Rules for the purpose of Part VII of the Act is exercisable by the Central Government and not by the State Government. If the agreement was on the mistaken notion of applicability of Part VII, then it could not have been executed in Form No.7, as per the L.A.Rules brought in by the State Government. The acquisition being for a public purpose other than for the purposes of the State Government or the Central Government, it was incumbent upon the petitioner company who made the requisition for acquisition to execute an agreement in Form No.7, before a declaration is published; as is the mandate of the State Rules. It is such agreement that has been executed by the requisitioning authority/petitioner company and it cannot be contended now that the same was on a mistaken notion of fact or law. If the petitioner company had any objection, it ought to have raised it at the time of initiation of acquisition proceedings. The petitioner company having willingly executed the agreement and having received delivery of the lands under the L.A.Act, cannot challenge the enforceability, when resumption is sought on the basis of breach founded on failure to utilize the lands acquired. If the petitioner company had any objection, it ought to have raised it at the time of initiation of acquisition proceedings. The petitioner company having willingly executed the agreement and having received delivery of the lands under the L.A.Act, cannot challenge the enforceability, when resumption is sought on the basis of breach founded on failure to utilize the lands acquired. The agreement, the terms of which has been entered into by both parties, is binding on them. As per the terms of the agreement, the State is entitled to resume the land, if the same is remaining unutilized. But for asserting existence of proceedings under the SIC Act as also the existence of a rehabilitation scheme, nothing has been done in the long years since the acquisition to utilize the entire lands so acquired. It is only the unutilized land which is sought to be resumed by the State. In the circumstances, we are of the opinion that there is no ground to interfere with the judgment of the learned Single Judge. The Writ Appeals filed by the petitioner in the writ petition and the respondent/State are both dismissed, leaving the respective parties to suffer their respective costs.