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2018 DIGILAW 1438 (HP)

Fresenius Kabi Oncology Limited v. H. P. State Industrial Development Corporation Limited

2018-08-02

DHARAM CHAND CHAUDHARY

body2018
JUDGMENT : Dharam Chand Chaudhary, J. By means of this writ petition order, Annexure P-7 dated 17.06.2009, whereby consequent upon the request made by the petitioner in its application, Annexure P-5 to incorporate by way of change its name in the record, a sum of Rs.01,04,21,508/- was sought to be paid towards unearned increase/transfer charges on account of alleged violation of Clause 2(xi) of conveyance deed, Annexure P-2 by the respondent-Corporation before the request for incorporation of its name in the records is considered. The demand notices dated 19.02.2010, Annexure P-11 and dated 08.04.2010, Annexure P-12, whereby a sum of Rs.01,04,21,508/- has been sought to be deposited with the respondent have also been sought to be quashed and set aside. 2. Before coming to the question of admissibility of the relief sought in the writ petition, it is desirable to refer to the facts in a nut-shell. Consequent upon the execution of conveyance/sale deed, Annexure P-2, Industrial Plot No.19, situated in the Industrial Area known as HPSIDC, SFS, Industrial Area, Baddi, District Solan, H.P. was alloted by the respondent-Corporation to ‘Dabur India Limited’, a Company incorporated under the Companies Act. Clause 2(xi) of the conveyance deed allegedly violated reads as follows: “(xi) The vendee shall not sell, lease out, transfer, assign or otherwise part with the possession of the plot or building erected thereon either in whole or part except with the prior written approval of the Managing Director of the vendee/Corporation. The Managing Director of the Corporation shall have the right to refuse such requests at his absolute discretion. In the event of such consent being given the Corporation may impose such terms and conditions as it deemed fit and the Corporation shall be entitled to claim and recover a portion of the unearned increase in the value (i.e. the difference between the final price paid and market value) of the Industrial Plot at the time of sale, transfer, assignment or parting with the possession. The amount to be recovered will be 50% of the unearned increase and the decision of the Managing Director of the Corporation in respect of determination of the market value shall be final and binding. (B) The Vendee may with the prior written consent from the Corporation, mortgage his rights in the Industrial Plot to such financial institutions as may be approved by Corporation in its absolute discretion. (B) The Vendee may with the prior written consent from the Corporation, mortgage his rights in the Industrial Plot to such financial institutions as may be approved by Corporation in its absolute discretion. In the event of sale or foreclosure of the mortgaged property, the Corporation shall be entitled to claim and recover the 50% of the unearned increase shall be a first charge having priority over the said mortgage or charge. Before selling/transfer of assets of Vendee the mortgagor shall have to take consent from the Corporation.” 3. The pharma business of the Company ‘Dabur India Limited’ by way of merger merged into the new entity ‘Dabur Pharma Limited’. The respondent-Corporation changed the name of the allottee Company i.e. ‘Dabur India Limited’ to ‘Dabur Pharma Limited’ vide order dated 28th November, 2003. 4. Later on, i.e. 11th August, 2008, the petitioner- Company incorporated under the laws of Singapore, acquired 90.89% of total equity share capital of the ‘Dabur Pharma Limited’. The management control of ‘Dabur Pharma Limited’, therefore, came to be changed and its board re-constituted with the nominee of the petitioner- Company. The management of the Company i.e., ‘Dabur Pharma Limited’ later on decided to change its name from ‘Dabur Pharma Limited’ to ‘Fresenius Kabi Oncology Limited’, the petitioner-Company. The Registrar of Companies, NCT of Delhi allowed the change of name of Company from ‘Dabur Pharma Limited to ‘Fresenius Kabi Oncology Limited’ on 9th January, 2009. It is in this backdrop, petitioner-Company on 18th February, 2009 made an application, Annexure P-5 to the respondent with a request to change the name of the allottee in respect of plot in question and record its name in place of allottee Company. The respondent instead of making change in the name of allottee has raised a demand of Rs.01,04,21,508/- vide letter dated 17.06.2009, Annexure P-7 towards the unearned increase/transfer charges and called upon the petitioner to remit the said amount to the Corporation within 30 days so that the supplementary transfer deed qua plot is executed in favour of the petitioner. Such demand was reiterated vide subsequent demand notices/lease dated 19.02.2010 and 08.04.2010, Annexure P-11 and Annexure P-12 respectively. 5. Such demand was reiterated vide subsequent demand notices/lease dated 19.02.2010 and 08.04.2010, Annexure P-11 and Annexure P-12 respectively. 5. In a nut-shell, the complaint is that the demand has been raised by the respondent on an erroneous assumption that ‘Dabur Pharma Limited’ has by effecting transfer by way of sale of shares has transferred, assigned and parted with possession of the plot allotted to it and thereby violated Clause 2(xi) of the conveyance deed. As per further case of the petitioner, allottee Company ‘Dabur Pharma Limited’ by a special resolution sought approval of the Central Government for change of its name. The Registrar of the Companies NCT of Delhi on 9th January, 2009 accorded its approval and notified the change of its name from ‘Dabur Pharma Limited’ to ‘Fresenius Kabi Oncology Limited’ vide Notification, Annexure P-1. Mere change of name of allottee Company do not in any manner affect its entity or its continuity as the same entity. For all practical purposes the allottee Company remains the same but with the changed name i.e. the petitioner herein and continue to enjoy the same rights, privileges and subject to its liabilities under the sale deed as before. Issuance of new certificate of incorporation, Annexure P-1 does not amount to incorporation of new Company. The Company, as such, remains the same entity as it was before , but with the changed name. Therefore, it has been claimed that on purchase of 90.89% of the total equity share capital of allottee Company by the petitioner herein and change of name of the allottee Company i.e. ‘Dabur Pharma Limited’ to ‘M/s Fresenius Kabi Oncology Limited’ does not amount to transfer of the plot to any other entity. The transfer of property valuing more than Rs. 100/- otherwise also can be effected by a registered conveyance deed. No such conveyance deed has been executed. It is, therefore, submitted that no question of payment of unearned increase/transfer charges in respect of the plot does arise. 6. The response of the respondent-Corporation on the other hand, is that in terms of Clause 2(xi) of the conveyance deed, Annexure P-2, the allottee Company could have not sold, lease out, transfer, assign or part with the possession of plot or structure erected thereon either in whole or part except for the approval of the Managing Director of the respondent-Corporation. The response of the respondent-Corporation on the other hand, is that in terms of Clause 2(xi) of the conveyance deed, Annexure P-2, the allottee Company could have not sold, lease out, transfer, assign or part with the possession of plot or structure erected thereon either in whole or part except for the approval of the Managing Director of the respondent-Corporation. The petitioner allegedly has suppressed the material facts from the Court as according to respondent, vide sale deed/purchase agreement dated 18.04.2008 (Annexure R-2), a transaction in a sum of Rs. 782.59 crores has taken place between the promoters i.e. ‘Dabur Pharma Limited’ and the petitioner- Company. The amount payable by way of unearned/transfer charges, as such, is Rs. 01,04,21,508/-, which is payable by the petitioner to the respondent before its name is entered in the records of the respondent. The present is not stated to be a simple case of change of name of the Company as envisaged under Section 21 of the Companies Act, 1956 but the transfer of its share holdings by M/s Dabur Pharma Limited to the petitioner- Company for a consideration of Rs.782.59 crores. The respondent, as such, has reiterated its claim of Rs. 01,04,21,508/- against the petitioner-Company. 7. On hearing Mr. Bhupinder Gupta, learned Senior Advocate assisted by Ms. Poonam Gehlot, Advocate on behalf of the petitioner and Mr. Ajay Kumar, learned Senior Advocate assisted by Mr. Dheeraj K. Vashisth, Advocate on behalf of the respondent, admittedly, there is no registered conveyance/sale deed suggesting that the allottee Company i.e. ‘Dabur Pharma Limited’ has transferred all rights, title and interests in the plot in favour of the petitioner-Company. Agreement, Annexure R-2 is being mis-construed by the respondent as a conveyance deed qua transfer of the plot by the ‘Dabur Pharma Limited’ in favour of the petitioner-Company. The same, as a matter of fact, is a share purchase agreement because as per the case of the petitioner, it has purchased 90.89% share capital of the allottee Company i.e. ‘Dabur Pharma Limited’. As a matter of fact, the Company i.e. ‘Dabur Pharam Limited’ even on purchase of its shares by the petitioner-Company remains the same. On purchase of capital shares by the petitioner-Company, only its Board has been re-constituted with the nominee of the petitioner- Company. As a matter of fact, the Company i.e. ‘Dabur Pharam Limited’ even on purchase of its shares by the petitioner-Company remains the same. On purchase of capital shares by the petitioner-Company, only its Board has been re-constituted with the nominee of the petitioner- Company. The name of ‘Dabur Pharma Limited’ also got changed as ‘M/s Fresenius Kabi Oncology Limited’, the petitioner herein by the competent authority i.e. the Registrar of Companies, National Capital Territory of Delhi and Haryana at Delhi. The Notification published in the official gazette in this regard is Annexure P-1. The present, as such, is not a case of transfer of the plot in question and the same rather is with the allottee Company i.e. ‘Dabur Pharma Limited’ itself, however, with the changed name i.e. ‘M/s Fresenius Kabi Oncology Limited’. The new certificate of incorporation, Annexure P-1, does not amount to incorporation of new Company. Such change has been effected in terms of sub-Section (3) of Section 21 of the Companies Act. Such change duly approved by the Registrar of Companies does not create a new Company and rather the Company remains the same entity as it was before such change effected in the records. 8. As noticed supra, mere acquiring of equity share capital of ‘Dabur Pharma Limited’ by the petitioner- Company do not amount to transfer, assign or part with the possession or any other rights of the allottee Company, neither with the plot in question nor structure in existence thereon. The acquiring of equity share capital of the allottee Company by the petitioner also does not contravene the conditions contained in Clause 2(xi) of the conveyance deed. In such circumstances, how a right to claim unearned increase/transfer charges would have arisen in favour of the respondent is not understandable. 9. A similar question was pending adjudication before the High Court at Calcutta in Writ Petition No. 24788 (W) of 2010 titled M/s Fresenius Kabi Oncology Limited v. The State of West Bengal and Others and its connected matter Writ Petition No. 26049 (W) of 2014 titled M/s Fresenius Kabi Oncology Limited and Another V. The State of West Bengal and Others. As a matter of fact, the allottee Company in these cases was also ‘Dabur Pharma Limited, however, with the changed name i.e. ‘M/s Fresenius Kabi Oncology Limited’, the petitioner herein. As a matter of fact, the allottee Company in these cases was also ‘Dabur Pharma Limited, however, with the changed name i.e. ‘M/s Fresenius Kabi Oncology Limited’, the petitioner herein. In that case also, State of West Bengal had claimed unearned increase/transfer charges consequent upon the share capital of the ‘Dabur Pharma Limited’, the allottee Company purchased by ‘M/s Fresenius Kabi Oncology Limited’, the same Company which is petitioner before this Court in the present writ petition. Both the writ petitions were decided vide judgment dated 5th May, 2015 by learned Single Judge of the High Court at Calcutta with the observations that when the respondent-State had recognized independent juridical entity of ‘Dabur Pharma Limited’ as a lessee, the subsequent change of promoter group, which ultimately led to the change of corporate name the petitioner-Company cannot be saddled with an independent obligation to pay transfer fee. It has, therefore, been held in the judgment supra that no demand for transfer fee could have been raised against the petitioner-Company as a condition precedent for recordal of its name as a lessee on the ground that there has been transfer of leasehold rights. This judgment reads as follows:- “8. Main case of the petitioners, however, is that change of the name of a company does not constitute transfer of leasehold right or any assets of the company. In this regard, Mr. Basu has relied on a judgment of the Supreme Court in the case of Bacha F. Guzdar Vs. Commissioner of Income Tax, Bombay ( AIR 1955 SC 74 ), Kalipada Sinha Vs. Mahalaxmi Bank Ltd. ( AIR 1966 Cal 585 ), W.H. Targett (India) Limited Vs. S. Ashraf reported in [2008(3) Cal LT 362] and an unreported judgment of this Court in W.P. No. 18668(W) of 2012 M/S. Din Chemicals and Coatings Pvt. Ltd & Anr. Vs. The State of West Bengal and Ors delivered on 5th October, 2012. 9. Mr. Susobhan Sengupta, learned counsel appeared on behalf of the State in this matter. His submission is that on change of equity shareholding pattern, bringing a new set of shareholders in the controlling position of the company in substance has resulted in transfer of ownership and control of the company, and such change should be treated to have resulted in transfer of assets of the company. His submission is that on change of equity shareholding pattern, bringing a new set of shareholders in the controlling position of the company in substance has resulted in transfer of ownership and control of the company, and such change should be treated to have resulted in transfer of assets of the company. According to him, the leasehold right was shifting from one entity to another, and for this reason transfer fee was payable. His submission is that this is a case where there is simultaneous transfer of assets including leasehold right from one entity to another along with change of name and in this regard he relied on a judgment of this Court delivered on 8th February 2012 in the case of in Re:- Emami Biotech Ltd. & Anr. [ (2012)3 CHN 102 ] which is also a decision of an Hon’ble Single Judge of this Court. 10. In the case of Bacha F. Guzdar (supra), it has been held by the Hon’ble Supreme Court:- “That a shareholder acquires a right to participate in the profits of the company may be readily conceded but it is not possible to accept the contention that the shareholder acquires any interest in the assets of the company. The use of the word 'assets' in the passage quoted above cannot be exploited to warrant the inference that a shareholder, on investing money in the purchase of shares, becomes entitled to the assets of the company and has any share in the property of the company. A shareholder has got no interest in the property of the company though he has undoubtedly a right to participate in the profits if and when the company decides to divide them. The interest of a shareholder vis-a-vis the company was explained in the case of Chiranjitlal Chowdhuri v. The Union of India and Others [1950] S.C.R. 869, 904). That judgment negatives the position taken up on behalf of the appellant that a shareholder has got a right in the property of the company. The interest of a shareholder vis-a-vis the company was explained in the case of Chiranjitlal Chowdhuri v. The Union of India and Others [1950] S.C.R. 869, 904). That judgment negatives the position taken up on behalf of the appellant that a shareholder has got a right in the property of the company. It is true that the shareholders of the company have the sole determining voice in administering the affairs of the company and are entitled, as provided by the Articles of Association to declare that dividends should be distributed out of the profits of the company to the shareholders but the interest of the shareholder either individually or collectively does not amount to more than a right to participate in the profits of the company. The company is a juristic person and is distinct from the shareholders. It is the company which owns the property and not the shareholders. The dividend is a share of the profits declared by the company as liable to be distributed among the shareholders. Reliance is placed on behalf of the appellant on a passage in Buckley's Companies Act, 12th Ed., page 894, where the etymological meaning of dividend is given as dividendum, the total divisible sum but in its ordinary sense it means the sum paid and received as the quotient forming the share of the divisible sum payable to the recipient. This statement does not justify the contention that shareholders are owners of a divisible sum or that they are owners of the property of the company” 11. The same principle was followed in the case of Din Chemicals & Coatings Pvt. Ltd. (supra), and it has been held in this decisions:- “Let me now consider as to how far the principle laid down in the said decision of the Hon’ble Supreme Court is applicable to the facts of the instant case. I have already indicated above that the case which was before the Hon’ble Supreme Court was a case of amalgamation of the two companies which is not the case before this Court. I have already indicated above that the case which was before the Hon’ble Supreme Court was a case of amalgamation of the two companies which is not the case before this Court. In case of amalgamation of two companies the transferor company losses its existence and all the property, rights, powers of every description including all leases and tenancy right, industrial, import and all other licences, of the transferor company without any further act or deed are transferred and vested or deemed to be transferred or vested in favour of the transferee company. Thus, in case of amalgamation no doubt the lease-hold interest of the transferor company stands transferred in favour of transferee company but the such transfer is not contemplated in case of transfer of share by the shareholder of the company to the stranger purchasers of such shares, as it was held in Mrs. Bacha F. Guzdar, Bombay vs. Commissioner of Income Tad, Bombay (supra) by the Hon’ble Supreme Court that a shareholder who buys share does not buy any interest in the property of the company which is a juristic person entirely distinct from shareholders. It was further held therein that the true position of a shareholder in a company is that on buying shares he becomes entitled to participate in the profit of the company as and when the company declares, subject to articles of association, that the profits or any portion thereof would be distributed by way of dividends amongst the shareholders. It was further held therein that he has further a right to participate in the assets of the company which would be left over after winding up but not in the assets as a whole. In the present case, it is nobody’s case that the company was wound up and the assets of the wound up company which were left over after winding up of the said company was transferred by the promoter shareholder in favour of the stranger purchaser. As such, by following the aforesaid decision of the Hon’ble Supreme Court as well as of this Hon’ble Court, this Court has no hesitation to hold that with the transfer of the share by the promoter shareholder to the present shareholder, namely the transferees of such share, the lease hold interest of the company was not transferred from the promoter shareholder to the present shareholder of the said company. The petitioner-company which obtained the said lease from the Government, still remains the lessee of the said plot of land and its leasehold interest in the said plot of land remains unaffected by transfer of share by the promoter shareholders to the present holders. As such, this Court holds that the restrictive clause regarding transfer of the lease hold interest of the lessee in favour of a stranger, sub-lessee or assignee, does not attract in the present case and as a result, the demand for transfer fees for recognizing the alleged transfer of leasehold interest from the erstwhile shareholders of the said company to the present shareholder, is absolutely illegal and unlawful and as such, that part of such demand, which was made by the concerned authority in the impugned order and/or letter as aforesaid, stands quashed.” 12. The legal impact of change of the name a company has also been discussed in the case of Kalipada Sinha (supra), and it was held in that judgment:- “It will be convenient to dispose of the point which was already taken in the Court below, viz., that no such amendment could be made by the Executing Court. What has been argued is that the Executing Court can only grant the amendment that is provided under Order 21, Rule 16 or Rule 17. Obviously, the amendment asked for does not come within those provisions. In my opinion, the whole approach is defective. The argument proceeds on the tooting that an application for execution was pending and in course thereof there had been a transfer of the interest of the decree-holder to another new body altogether and that it was a case of substitution in execution proceedings. This is belied by the provisions of Sections 21 and 23 of the Companies Act 1956. Section 21 enables a company to change its name by a given method, viz., by a special resolution and with the approval of the Central Government signified in writing. It does not provide for altering the entity but only the name. This is also, made quite clear by the provisions of Section 23. Section 21 enables a company to change its name by a given method, viz., by a special resolution and with the approval of the Central Government signified in writing. It does not provide for altering the entity but only the name. This is also, made quite clear by the provisions of Section 23. Subsection (1) or Section 23 states that where a company changes its name in pursuance of Section 21 or 22, the Registrar shall enter the new name on the register in the place of the former name, and shall issue a fresh certificate of incorporation with the necessary alterations embothed therein and the change of name shall be complete and effective only on the issue of such a certificate. It would be observed that the emphasis is on the expression, "change of name". Sub-section (3) lays down that the change of name shall not affect any rights or obligations of the company or render defective any legal proceedings by or against it; and any legal proceedings which might have been continued or commenced by or against the company by its former name may be continued by or against the company by its new name. This makes it abundantly clear that as the alteration is only in the name and not in the identity and that the statute itself grants the right to continue an existing proceeding by the old company in its new name.” 13. In the case of W.H. Targett (India) Ltd. (supra), a Division Bench of this Court also considered the scope of Section 23 of the Companies Act, 1956 and in this case, it has been observed:- “SECTION 23 of the Companies Act, 1956, enumerates the effect of the change of name by a company. Subsection (3) of Section 23 of the said act contemplates that the change of name shall not affect any rights or obligations of the company, or render defective any legal proceedings by or against it; and any legal proceedings, which might have been continued or commenced by or against the company by its former name may be continued by or against the company by its new name.” 14. Mr. Sengupta on the other hand submitted that the result of transfer of the entire equity holding of the promoter group to another set of shareholders is transfer of the subject-unit from one entity to another. Mr. Sengupta on the other hand submitted that the result of transfer of the entire equity holding of the promoter group to another set of shareholders is transfer of the subject-unit from one entity to another. Relying on the decision of the Supreme court in the case of New Horizons Ltd. Vs. Union of India [ (1995)1 SCC 478 ], he urged this Court to lift the corporate veil in this case to examine the actual intention of the shareholders of the company. Mr. sen gupta also referred to the judgment of this Court in the case of Emani Biotech Ltd. (supra), in which it has been held that an order sanctioning a scheme of amalgamation or demerger under Section 394 of the Companies Act answers to the description of the words “instrument” and “conveyance” within the meaning of the Stamp Act applicable to this State, and is, accordingly exigible to stamp duty. 15. So far as these two petitions are concerned, Dabur Pharma Limited became lessee of the land in question through arrangement approved by this Court. Leasehold right of Dabur Pharma Limited has been recognized by the State authorities. On 11th August, 2008 the majority holding of Dabur Pharma Limited was transferred to the parent company of the petitioner. Whatever transfer had taken place was at that point of time between the two entities. The consequential act of change of corporate name of the company is sought to be treated as transfer of leasehold right of the company, and transfer fee is sought to be charged on that incident or event. This, in my opinion is not permissible. To borrow the terminology from the fiscal jurisprudence, what is being subjected to transfer fee is the incidence of change of name of the company. Such a situation cannot come within the ambit of the expression “transfer of leasehold right”, as stipulated in the notification of 18th December, 2007. The ratio of the judgment of this Court in the case of Emami Biotech Ltd. is not applicable in the facts of this case, as transfer fee is not being charged on any instrument of transfer, but on the basis of request for recordal of change of corporate name. It has not been argued by the State that the very act of transfer of equity-holding of the promoter group gives rise to the obligation of the company to pay transfer fee. It has not been argued by the State that the very act of transfer of equity-holding of the promoter group gives rise to the obligation of the company to pay transfer fee. 16. If I accept the submission of the State, then the result thereof would be that even after transfer of shareholding, during the period the company retained the name Dabur Pharma Limited, no transfer fee would have been charged but only on change of name, the petitioner company would become liable to pay the transfer fee. The charging provision, if that expression is used, in terms of the said notification however is not recordal of change of name but transfer of leasehold rights. In the instant case the authorities are not seeking to demand transfer fee on the incidence of transfer of assets but on the application for recording change of name, which also is the main ground for with holding licence under the above referred Control Order. 17. This stand of the State I am unable to accept. I am not entering into the question in this writ petition as to whether the transfer of majority equity holding of a company would result in transfer of assets of the company or not because that is not the lis which has arisen in these two proceedings, though the State has referred to that dispute tangentially. On permitting recordal of Dabur Pharma Limited as the lessee on the 15th March, 2005 the State had recognized independent juridical entity of Dabur Pharma Limited as a lessee. Subsequently, change of the promoter group, which eventually led to the change of corporate name, in my opinion, cannot saddle the petitioner company with an independent obligation to pay transfer fee. That would result in combining distinct identity of the shareholders with that of the company, which can be done on certain exceptional circumstances. This dispute does not require lifting of corporate veil, for the reasons I have already discussed. I accordingly hold that no demand for transfer fee can be raised on the petitioner company as a condition precedent for recordal of its name as a lessee, on the ground that there has been transfer of leasehold right. The licence of the petitioner company cannot be withheld under the 2000 Order also for this reason. 18. I accordingly hold that no demand for transfer fee can be raised on the petitioner company as a condition precedent for recordal of its name as a lessee, on the ground that there has been transfer of leasehold right. The licence of the petitioner company cannot be withheld under the 2000 Order also for this reason. 18. I accordingly quash the impugned demand dated 26th October, 2010, the copy of which have been made Annexure ‘P11’ in W.P. 24788(W) of 2010 as also the order of the District Magistrate which is impugned in the second writ petition, registered as W. P. 26049(W) of 2014, a copy of which has been made Annexure ‘P7’ to the second writ petition. 19. I direct the authorities to record the name of the petitioner company as a lessee on compliance of all other relevant formalities, if any, in respect of the subject plot and also grant the petitioner company licence in terms of the 2000 Order if the petitioner company is otherwise eligible for such licence. This exercise shall be completed a period of four weeks from the date of communication of this order.” 9. In view of the point in issue in this writ petition is authoritatively adjudicated upon by the Calcutta High Court with the help of case law and the facts also identical, therefore, the point in issue is covered by the judgment ibid in favour of the petitioner. It would, therefore, be not improper to conclude that there being no violation of Clause 2(xi) of the conveyance/sale deed, Annexure P-2, the respondent is not legally entitled to demand unearned increase/transfer charges to the tune of Rs.1,04,21,508/- from the petitioner for getting its name incorporated in its records. The impugned order/demand notices Annexure P- 7, Annexure P-11 and Annexure P-12, as such, are neither legally nor factually sustainable, hence quashed and set aside. Consequently, there shall be a direction to the respondent to record the name of petitioner-Company as a lessee, of course, on compliance of other codal formalities, if any, in respect of Industrial Plot No.19, situated in the Industrial Area known as HPSIDC, SFS, Industrial Area, Baddi, District Solan, H.P. 10. The writ petition is accordingly allowed and stands disposed of. Pending applications, if any, shall also stand disposed of.