JUDGMENT : Mahesh Grover, J. In this writ petition the petitioner prays that the stipulation in the letter dated 14.7.2016 being arbitrary, be quashed as it is in conflict with the Enterprise Promotion Policy, 2015 (hereinafter known as EPP of 2015) and the Estate Management Procedure, 2015 (hereinafter known as EMP of 2015). 2. It has been averred that the Government of Haryana in order to attract entrepreneurs, called a meeting of the industrialists to draw their attention towards the initiatives contained in the EPP of 2015 and encouraged the industrialists such as the petitioner to invest in the Mega projects. Pursuant to the meeting dated 6.2.2016, the petitioner signed a Memo of Understanding (MOU) with the Haryana Government through its Principal Secretary, Industries on the very same day agreeing to invest about 140 crores in the Mega Project. 3. The Haryana State Industrial Development Corporation, i.e. the H.S.I.D.C. (hereinafter known as the Corporation) published the availability of industrial plots in the Industrial Area, Barhi, phase-III, Sonepat on its website on 22.2.2016 and the tentative size of the plot was mentioned as 64,800 sq.metres at the rate of Rs.6740/- per sq.meter. The total price of the plot was fixed as Rs.43,67,52,000/-. This information on the website also contained the resolve of the State Government of "No Enhancement Policy") and it was specifically mentioned in clause 1(g) of the terms and conditions for filing online applications that no enhancement will be charged by the Corporation on account of the enhanced land compensation in respect of allotment of industrial plots made after coming into force of EMP-2015. In fact, this clause has been a part of EPP & EMP of 2015. The petitioner who is desirous of setting up a pharmaceutical project, responded to the online advertisement given by the Corporation and deposited the requisite 10% earnest money along with the processing fee of Rs.15,000/-. Along side, the petitioner also submitted a hard copy of the application on 29.2.2016. Some deficiencies that were pointed out by the Corporation, were rectified to the satisfaction of the Corporation and eventually, the petitioner made representations that he be allotted a plot in the category of Mega Projects in terms of the EPP and EMP of 2015. 4. Along side, the petitioner also submitted a hard copy of the application on 29.2.2016. Some deficiencies that were pointed out by the Corporation, were rectified to the satisfaction of the Corporation and eventually, the petitioner made representations that he be allotted a plot in the category of Mega Projects in terms of the EPP and EMP of 2015. 4. On 14.7.2016, responding to the request and the application of the petitioner, a communication was sent to the petitioner informing him of the allotment of the plot "in principle" and the matter was placed before the Executive Empowered Committee which decided on 30.6.2016 to allot plot Nos.19-34, Sector 18, Phase-III, Industrial Area, Barhi, Sonepat measuring about 16 acres to the petitioner in the category of 'Prestigious Project'. But instead of making this allotment unconditional, it was stated that the allotment is offered 'in principle' with the provision that the final rate would be the one, approved for Industrial Estate, Barhi for the financial year 2016-2017 by the Board of Directors of HSIDC. 5. The petitioner was advised to furnish an undertaking to bind himself to any rate that may be finalized by the Board of Directors of the Corporation for the financial year 2016-17 at a future date. 6. The petitioner was in fact, through this communication, directed to furnish a blank undertaking and bind himself to the rate that may be fixed by the Corporation. 7. The petitioner submitted a detailed representation to the respondents urging the respondents to allot him plot unconditionally at the rates which were promised to him and not bind him to any undertaking to a rate which was not even disclosed to him. He also urged that he required an instant allotment so as to enable him to arrange the finance and deposit the amount in terms of the schedule provided qua the remaining amount. The petitioner was, however, informed that the Board of Directors of the Corporation in its meeting dated 8.8.2016 has increased the price of the plot from Rs.6740 per sq.meter to Rs.12,000/- per sq.meter and the only reason assigned to such an increase was the enhancement of compensation qua the land in question. 8. The petitioner was, however, informed that the Board of Directors of the Corporation in its meeting dated 8.8.2016 has increased the price of the plot from Rs.6740 per sq.meter to Rs.12,000/- per sq.meter and the only reason assigned to such an increase was the enhancement of compensation qua the land in question. 8. It is with this grievance of arbitrary increase of price which, according to the petitioner, is contrary to the promise held out to him at the time of signing the MOU and the advertisement itself, that the petitioner has approached this Court. 9. Reply has been filed on behalf of the respondents and in principle, two objections have been raised which in fact, explain the entire stand of the respondents. Firstly, they have stated that in the advertisement as also in the communication it was clearly given out to the petitioner that the size of the plot and the rate were tentative which would mean that the petitioner's grievance is unfounded. Secondly, the increased demand has been sought to be justified on the ground that there was no concluded contract between the parties as the allotment was made in principle with no concretized allotment, which would render the petitioner free to make his choice of either accepting the terms or leaving the project altogether. Lastly, it has been stated that the Corporation would have the right to recover the enhanced amount of compensation from the allottee. 10. Learned counsel for the petitioner has drawn our attention to the MOU, the EPP and EMP of 2015. 11. To begin with, the relevant clause of MOU relied upon by the petitioner to substantiate his case is extracted here below :- "2. The Government of Haryana would facilitate the Company's efforts to obtain necessary permissions/ registrations/approvals/clearances etc. with reference to the Project from the concerned departments of the Government of Haryana, in accordance with existing policies/rules and regulations of the State Government." 12. What the petitioner seeks to derive from the above is the fact that MOU clearly stated that the existing policy, rules and regulations would apply to the allotment. 13. The advertisement downloaded from the website gives out the size of the plot and the rate applicable, but it also does mention both of them to be tentative. 14. What the petitioner seeks to derive from the above is the fact that MOU clearly stated that the existing policy, rules and regulations would apply to the allotment. 13. The advertisement downloaded from the website gives out the size of the plot and the rate applicable, but it also does mention both of them to be tentative. 14. To be fair to the parties, the relevant portion of the terms and conditions for online industrial plot allotment also needs to be referred and the same is extracted here below :- "1. The allotment shall be made in accordance with the Industrial Policy of the State Government and Estate Management Procedure (EMP)/Allotment Procedure of the Corporation, as amended from time to time. The applicant confirms that he has gone through the Industrial Policy of the State Government and the Estate Management Procedure (EMP)/Allotment Procedure of HSIIDC and understood the provisions thereof and agrees to abide by the same. 2. The application is required to be made by the applicant himself, in case of individual/proprietorship Firm/Limited Partnership (LLP) : by Director/authorized person, duly authorized by a resolution passed in the meeting of Board of Directors, in case of Company ; main promoter, in case of joint applicants ; Karta in case of HUF ; Trustee, authorised by Board of Trustees in case of Trust ; by the NRI/PIO, in case of application under NRI/PIO category. 3. The above allotment shall be made as per availability and the number of plots indicated in the advertisement/web portal are tentative and may vary at the time of allotment." Since the whole claim of the petitioner is based on the above coupled with the EPP and EMP of 2015 it becomes essential to refer to the relevant provisions of the same. Clause 2.3(B) from Chapter-2 of EMP-2015 relates to prices of plots is relevant and is hence extracted here below :- "2.3 Treatment of enhancement in the compensation paid to the landowners : xxx xxx xxx B. Allotment of industrial plots/sheds made after coming into force of EMP-2015 : In the Enterprises Promotion Policy, 2015, announced by the State Government, a decision has been taken that no enhancement will be charged in respect of industrial plots/sheds to be allotted by HSIIDC in future. HSIIDC was mandated to formulate a suitable scheme in this regard. HSIIDC was mandated to formulate a suitable scheme in this regard. Accordingly, no enhancement will be charged by the HSIIDC in respect of the allotments to be made after coming into force of EMP-2015. In order to give effect to the above 'No Enhancement Policy' of the State Government, a fund named as 'Enhanced Compensation Equalization Fund (ECEF)' is being created at the State Government level to meet such liability in future. HSIIDC would be contributing to the said fund out of the sale proceeds against allotment of plots/sheds to be made in future. However, the existing allottees who have been allotted plots before coming into force of EMP-2015 shall be required to pay enhanced cost on proportionate basis as per the terms and conditions of their allotment, against enhancement in land compensation awarded/to be awarded by the competent courts." 15. Similar is the price of plots in Industrial Area, Barhi, phase-I, Group-B, Sonepat relating to saturated estates. 16. Clause 5.1 of EPP-2015 relating to minimizing of cost of doing business and 5.1.1 categorically states that no enhancement will be charged from the allottee for allotment made by the Corporation in future for which a suitable scheme in this regard will be notified by the Corporation before 1.10.2015. The same is extracted here below :- "5.1 Minimizing Cost of Doing Business : 5.1.1 No enhancement will be charged to the allottees for allotments to be made by HSIIDC in future. A suitable scheme in this regard will be notified by HSIIDC before Ist October, 2015." 17. Clause 9.2.5 also lays down the mechanism devised by the Corporation to fix the revised rates periodically. The stipulation states that the allotment price would be revised on Ist of April of each year by the Board of Directors of the Corporation and subsequently, the rate shall be revised from time to time by the M.D. of the Corporation taking into consideration the weighted average of auction price during the last auction. The said clause is extracted here below :- "9.2.5 The allotment price would be revised on Ist of April of each year by the Board of Directors by the Corporation. Subsequently, the price shall be revised from time to time by MD/HSIIDC taking into consideration the weighted average of auction price during the last action." 18. The said clause is extracted here below :- "9.2.5 The allotment price would be revised on Ist of April of each year by the Board of Directors by the Corporation. Subsequently, the price shall be revised from time to time by MD/HSIIDC taking into consideration the weighted average of auction price during the last action." 18. The argument of the petitioner, thus revolves around the stipulation of the EPP and EMP of 2015 as also the fact that it was clearly given out in these policies that no enhancement on account of land acquisition shall be effected from the allottees and to meet such a contingency, the rates would be revised on the Ist of April each year by the Board of Directors and would govern all the future allotments henceforth 2015. 19. The Corporation has also filed its reply. 20. As noticed above, the claim of the petitioner is centered around the fact of there being no conclusive contract, as what was offered to the petitioner was merely an allotment in principle, with no allotment letter and it is, thus, argued that the petitioner cannot make any grouse of the enhancement. It is, however, not denied that the enhancement in price is certainly on account of the compensation for the acquired land and in fact, even though the reply was not so forthright in this regard, a short affidavit was filed on 6.3.2019 where the calculations of the revised allotment rates was given out clearly stating that the increase is on account of the enhancement for the acquired land. The relevant portion of the same is extracted here below :- PARTICULARS AMOUNT/SQM Rate of allotment for FY 2015-16 (effective from 16.10.2015) 6740/- Add : Enhanced Cost as per orders of Hon'ble High Court 3772/- Add : Contribution towards Enhanced Compensation Mitigation Fund (ECMF) 1200/- Price fixed for FY 2016-17 11712/- Rounded off to Rs.12000/- 21. We have heard the learned counsel for the parties at some length. 22. We have heard the learned counsel for the parties at some length. 22. It would be apposite if we refer to the impugned letter dated 14.7.2016 and to ensure a proper narrative, the relevant portion of the same is extracted here below :- "As per the decision of the Committee, it has been decided in principle to allot Plot No.19 to 34, Sector 34, Phase-III, Industrial Estate, Barhi, measuring about 16 acres of Industrial Land for setting up an industrial project to manufacture pharmaceutical and health care products under prestigious projects category with fixed capital investment of Rs.140 crores (subject to revision due to change in the land cost as per the approved allotment). The said in-principle allotment is offered with a provision that the final rate would be the one, approved for the industrial Estate, Barhi for financial year 2016-2017 by the BOD of HSIIDC. You are thus advised to furnish an undertaking to this effect, with regard to acceptance of the rate to be finalized by the BOD/HSIIDC for F.Y. 2016-17. Formal letter of allotment containing the terms and conditions of the allotment shall be issued in due course. Further, as regards your request for provision of 32 numbers of gate on the allotted plot, the matter shall be considered by the Industrial Planning Division. The incentives sought by the applicant company would be deliberated by the Executive Empowered Committee after necessary documents/information regarding the benefits extended by other states to similar project is furnished by you." 23. Evidently, to our mind, there is an ingrained fallacy in the approach of the respondents towards the entire issue of allotment. Firstly, the Corporation had launched a drive to attract the entrepreneurs to boost the economic activity and framed laudable policies i.e. EPP and EMP of 2015 and a perusal of the relevant provisions which have been extracted in the foregoing paragraphs leaves no room for doubt that an assurance flowed from the Corporation/State of their being no increase in rates of land by injecting into them the component of enhanced compensation on account of acquisition of land. Evidently, the intention of these policies was to insulate the rate fluctuation and ensure an investment climate by prescribing a rate by the Board of Directors of the Corporation and to meet any contingency and to obviate any loss to the Corporation create a fund for the purpose of absorbing and offsetting the fluctuation resulting from an enhanced compensation under the directions of various courts. It is precisely for this reason that Clause 5.1.1 of EPP-2015 specifically stated that no enhancement will be charged from the allottee for an allotment to be made by the Corporation in future and a suitable scheme in this regard would be notified by the Corporation before 1.10.2015. This stipulation coupled with clause 9.2.5 makes it abundantly clear that the Corporation had a mechanism that would help them revise the rates, but once done, would ensure no fluctuation thereafter. This clause 9.2.5 is unambiguous to the extent that the allotment prices would be revised on Ist of April of each year by the Board of Directors of the Corporation and subsequently, the prices shall be revised from time to time by the M.D. of the Corporation taking into consideration the weighted average of auction price during the last auction. It means that the mechanism of revising the prices was to be on the basis of weighted average of auction price during the last auction and clearly ruled out any element of enhanced compensation for which a clear unambiguous insulation was offered to the industrialists. 24. It is thus, a case where the State and its agency i.e. the Corporation have clearly held out to the petitioner as also to possibly other entrepreneurs an inviting picture of an investment in the State only to renegade on its assurance even before the entrepreneurs could settle down. Whether such an approach would ensure influx of capital or its flight, is a conclusion not difficult to arrive at. 25. The Hon'ble Supreme Court in S.V.A. Steel Re-rolling Mills Ltd. etc. v. State of Kerala and others etc., (2014) AIRSCW 1092 has stated in para-32 as follows :- "32. Before laying down any policy which would give benefits to its subjects, the State must think about pros and cons of the policy and its capacity to give the benefits. 25. The Hon'ble Supreme Court in S.V.A. Steel Re-rolling Mills Ltd. etc. v. State of Kerala and others etc., (2014) AIRSCW 1092 has stated in para-32 as follows :- "32. Before laying down any policy which would give benefits to its subjects, the State must think about pros and cons of the policy and its capacity to give the benefits. Without proper appreciation of all the relevant factors, the State should not give any assurance, not only because that would be in violation of the principles of promissory estoppel but it would be unfair and immoral on the part of the State not to act as per its promise." 26. There would be innumerable judgments holding likewise that the State has a great responsibility on it to live upto the promises that it holds out to the prospective investors, if it intends to create a climate conducive for business. Contracts with the State infuse an element of sovereign reliability and a guarantee which should not be permitted to be whittled down in such a capricious manner. 27. The arbitrary approach of the respondents is writ large on the face of it as the impugned letter dated 14.7.2016 expects the petitioner to unconditionally bind himself to an undertaking to pay the price at the rate not disclosed to him. A prudent man would furnish such an undertaking only if he intends financial harakiri. Besides, the State cannot place itself in a dominating position in the matter of contract as it attempted to do by insisting on such an unfair clause as mercantile agreements as the word itself suggests, always flow from a conduct, influenced purely by economic consideration relevant to the agreement, with no room for any unfair practice. 28. Learned counsel for the respondents has laid much stress on the fact that the contract has been concluded. But we are of the opinion that the contract could not be completed indeed, but only due to suicidal expectation of the State from petitioner to bind himself to any rate that the Corporation may prescribe in future. 28. Learned counsel for the respondents has laid much stress on the fact that the contract has been concluded. But we are of the opinion that the contract could not be completed indeed, but only due to suicidal expectation of the State from petitioner to bind himself to any rate that the Corporation may prescribe in future. Besides, we are completely in agreement with the petitioner that the MOU clearly sets down that the allotment would be governed by EPP and EMP of 2015 which in no unambiguous terms lays down - (i) no enhancement on account of land acquisition to be charged from the allottee for all allotments made subsequent to 2015, (ii) a fund would be created with effect from October, 2015 for the purpose, (iii) a complete mechanism to revise the rate with effect from Ist of April of each year on the basis of average auction for the last year. 29. This completely robs the sheen of the respondents' argument. Evidently, the final allotment was held up on account of the arbitrariness of the respondents. Otherwise, the petitioner had bound himself completely to the process promised to him and even deposited the requisite amount and expressed willingness to abide by the remaining payment schedule. 30. Interestingly, it has been brought to our notice and not denied by the respondents that this Court while dealing with the claims of the land owners, enhanced the compensation from Rs.30 lac per acre to Rs.60 lac per acre which in fact, formed the basis of revision of rate from Rs.6740/- per sq.meter to Rs.12,000/- per sq.meter. 31. Learned counsel for the petitioner has stated that this amount has now been reduced by the Hon'ble Supreme Court to Rs.45 lacs per acre, but the Corporation has not taken any steps to reduce it appropriately. This question, however, would arise only if we accept that the Corporation was within its rights to revise the rate by adding the enhanced compensation on account of the acquired land. It is also important to observe here that this Court had enhanced the compensation from Rs.30 lacs to Rs.60 lacs per acre vide its order passed in February, 2016 and evidently, the Corporation was in the know of it but it took no measures to revise the rate offered to the petitioner appropriately. It is also important to observe here that this Court had enhanced the compensation from Rs.30 lacs to Rs.60 lacs per acre vide its order passed in February, 2016 and evidently, the Corporation was in the know of it but it took no measures to revise the rate offered to the petitioner appropriately. Even when the order was passed on 14.7.2016, it did not carry any such concretized revised rate, rather it asked the petitioner to surrender to a totally arbitrary clause and bind himself to an undisclosed rate. 32. In any case, as held earlier, this argument would be relevant only if the Corporation was enabled to introduce the component of enhanced compensation in the rate of land to be offered. This was impermissible in view of the EPP and EMP of 2015. There would, thus, to our minds, be an estoppel upon the State to increase the rate from Rs.6740/- per sq.meter to Rs.12,000/-per sq.meter by introducing the component of land acquisition even though the petitioner and some other entrepreneurs were assured specifically of there being no enhancement. 33. We would, thus, allow the petition and hold the action of the respondents to be arbitrary. Resultantly, the petitioner would be held entitled to an industrial plot at the rate which was offered to him subject, however, to other conditions being met with.