JUDGMENT : Ramesh Sinha, CJ. 1.Since both the appeals arise out of the order dated 09.05.2024 passed by a learned Single Judge in WPC No. 2989/2021, they are being considered and decided by this common judgment. 2.WA No. 448/2024 has been filed by the appellant-Union of India which is represented through Ministry of Railways and WA No. 432/2024 has been filed by M/s. Shree Cement Ltd. who was respondent No. 5 in WPC No. 2989/2021. Ultratech Cement Ltd. was the writ petitioner in WPC No. 2989/2021, which had sought quashing of the In Principle Approval (for short, the IPA) dated 08.04.2021 and any other permission or approval to further process application made by appellant-M/s. Shree Cement Ltd. being dated 09.02.2021 granted by the respondent-Senior Divisional Operation Manager, for the purported Greenfield PFT under the 2020 PFT policy including any permission or approval granted by by the South East Central Railway for use of Hathband Private Siding, as being arbitrary and illegal. 3.There is a delay of 5 days in filing WA No. 448/2024 for which IA No. 1 of 2024 has been filed. For the reasons stated therein, delay is condoned. 4.The learned Single Judge, after hearing the parties at length, allowed the petition and quashed the IPA dated 08.04.2021 granted in favour of M/s. Shree Cement Ltd., however, liberty was also granted to the respondents No. 3 and 4/Railways to consider the application moved by the appellant-M/s. Shree Cement Ltd. for setting up Greenfield PFT and for grant of IPA afresh, after affording due opportunity of hearing to the Ultratech Cement Ltd. 5.The facts, in brief, are that the appellant-M/s. Shree Cement Ltd. is a company engaged in the business of mining of limestone and manufacture of cement. One of its cement plants is located at village Khapradih, Tehsil Simga, District Baloda Bazar Bhatapara. At present, the appellant-M/s. Shree Cement Ltd. transports cement from its plant by road for approximately 25 KMs to the Hathband Railway siding, Raipur Division of the Respondent No. 4 South East Central Railways (SECR), from where its cement is transported across the country through railways. Ultratech Cement Ltd. is also a company also engaged in the business of manufacture of cement. Ultratech Cement Ltd. is also a company also engaged in the business of manufacture of cement. Sometime in the year 2000, it constructed two private railway sidings, connecting the main railway Howrah- Mumbai railway line to its cement manufacturing plants at Hirmi and Rawan in District Baloda Bazar - Bhatapara, which takes off at the Hathband Railway Station with a single line of railway track laid down by Ultratech Cement Ltd. These two private sidings are governed by Private Siding Agreements (for short, PSA) dated 01.02.2008 and 10.08.2010 respectively entered between the Railway Administration and Ultratech Cement Ltd. The terms of the agreements would show that the Railway Administration has the overriding right of control and supervision of the use of the private siding of Ultratech Cement Ltd. 6.The private siding of Ultratech Cement Ltd. consists of more than 17 KMs of railway track connecting its factory premises at Hirmi and Rawan with the Hathband Railway Station on the Indian Railway network. The real value of the private siding lies in the connectivity to the Railways Network and the access that it provides to the 1.08 lakh KMs of Indian Railways Rail network spreading across the length and the breadth of the country. Ultratech Cement Ltd., in its income tax appeal before the Income Tax Appellate Tribunal concerning this very private siding at Hirmi in M/s. Ultratech Cement Ltd. v. ACIT-2 Mumbai {2017 SCC OnLine ITAT 52 paragraph para.12} admitted the benefit (characterized as a profit) that it (as an assessee) receives as a private siding owner as follows: that by way of such operation of rail systems, it has been able to save the expenses for loading lat those plants) into the trucks, road freight and expenses for unloading and loading the same at the site of nearest Indian railways and that resulted into the profit of such rail systems". In addition, Ultratech Cement Ltd. has received tax benefits and freight discounts at the rate of 10% over the entire railway network during the last 24 years by setting up the private siding sometime in the year 2000. 7.On 23.06.2020, the Union of India in the Ministry of Railways notified the Master Circular on Private Freight Terminal (PFT) Scheme (for short, the PFT Policy 2020) to open the area of terminal development with participation of logistics service providers to create world-class infrastructural and logistic facilities. 7.On 23.06.2020, the Union of India in the Ministry of Railways notified the Master Circular on Private Freight Terminal (PFT) Scheme (for short, the PFT Policy 2020) to open the area of terminal development with participation of logistics service providers to create world-class infrastructural and logistic facilities. Loading and unloading of goods transported by rail is done at freight terminals. Under the Policy, a PFT would be set up by a Terminal Management Company (for short, TMC) on private land. through private investment for operating the PFT and handling all types of traffic. A PFT, as distinct from a private railway siding, deals with goods and parcels for all authorized users and is not limited to transportation of goods of the TMC. In terms of the PFT Policy 2020, the appellant-M/s. Shree Cement Ltd. made an application to the respondent-SECR on 09.02.2021 to set up a new freight terminal referred to in the policy as a Greenfield PFT at its Khapradih Cement Plant. On 08.04.2021, the Respondent No. 5 granted an IPA to the appellant-M/s. Shree Cement Ltd. to set up the Greenfield PFT with take-off from existing private siding of Ultratech Cement Ltd. The take-off for the appellant's PFT was permitted from the railway track connecting the Hathband station with the Respondent no.1's Rawan plant at a point which is 17.085 kms. from the Hathband station. After the grant of IPA, the Railway Administration invited Ultratech Cement Ltd. for discussion on the proposed PFT. Initially, Ultratech Cement Ltd. participated in the tri-partite meetings on 17.06.2021 and 30.06.2021 to discuss the modalities for connecting the appellant's proposed PFT to the Ultratech Cement Ltd.’s private siding and was duly heard by the officials. Ultratech Cement Ltd. also gave its representation to the Railway Administration on 10.05.2021, 30.05.2021, 02.07.2021 and 14.07.2021. Thereafter, the Senior Divisional Operational Manager, SECR, informed Ultratech Cement Ltd. that the next tripartite meeting between the Railway Administration, Ultratech Cement Ltd. and the appellant-M/s. Shree Cement Ltd. would be held on 16.07.2021. However, Ultratech Cement Ltd. chose to file a petition, being WPC No. 2989/2021, on 16.07.2021 challenging the IPA dated 08.04.2021 granted in favour of the appellant-M/s. Shree Cement Ltd.. The Railways and appellant-M/s. Shree Cement Ltd. filed their respective replies, to which Ultratech Cement Ltd. filed its rejoinders. However, Ultratech Cement Ltd. chose to file a petition, being WPC No. 2989/2021, on 16.07.2021 challenging the IPA dated 08.04.2021 granted in favour of the appellant-M/s. Shree Cement Ltd.. The Railways and appellant-M/s. Shree Cement Ltd. filed their respective replies, to which Ultratech Cement Ltd. filed its rejoinders. Thereafter, Ultratech Cement Ltd. filed its additional affidavit, which was replied to by the Railways and the appellant-M/s. Shree Cement Ltd. 8.On 28.09.2021, a learned Single Judge of this Court passed a detailed order dismissing Ultratech Cement Ltd.’s interim application for stay of the IPA holding that (a) the project is in a nascent stage; (b) a reading of clause 19 of the PSA dated 01.02.2008 between Ultratech Cement Ltd. and the Railway Administration would prima facie show that the Railway Administration can give permission to use the private siding of Ultratech Cement Ltd. to a third party upon payment of cost; (c) Railway Administration stated that, if the appellant-M/s. Shree Cement Ltd. is allowed to use Ultratech Cement Ltd.’s private siding, Railway Administration will be able to handle the traffic and Ultratech Cement Ltd.’s traffic will be given preference; and (d) it is sans practical logic that if for example, 10-15 factories are established in the area, 10-15 separate lines would be required to be set up. 9.Ultratech Cement Ltd. challenged the interim order dated 28.09.2021 by way of an appeal being WA No. 342/2021, which was dismissed by a Division Bench of this Hon'ble Court on 12.05.2022. The learned Division Bench of this Court, inter alia, found that (a) laying of railway lines/tracks, plying on railway tracks, siding, setting up rail terminal, etc., are within the exclusive domain and jurisdiction of the Railway Administration and any such activity can be carried out subject to such terms and conditions that may be imposed; (b) Ultratech Cement Ltd.’s PSAs contain specific clause i.e., clause 19 dealing with the right of the Railways to permit a third party to use the siding; and (c) IPA is only the first stage of other permissions required at different levels. The Court also made it clear that the observations made in its judgment were for the purpose of adjudicating the correctness of the interim order. Ultratech Cement Ltd. challenged the learned. Division Bench order dated 12.05.2022 before the Supreme Court by way of Special Leave to Appeal {SLP (?) N?. 9833/2022}. The Court also made it clear that the observations made in its judgment were for the purpose of adjudicating the correctness of the interim order. Ultratech Cement Ltd. challenged the learned. Division Bench order dated 12.05.2022 before the Supreme Court by way of Special Leave to Appeal {SLP (?) N?. 9833/2022}. The Supreme Court disposed of the said SLP on 15.07.2022 permitting the appellant-M/s. Shree Cement Ltd. to raise such construction on its land as it considers appropriate but it should not be connected with Ultratech Cement Ltd.’s private siding till the disposal of the writ petition. Thereafter, the matter was heard by the learned Single Judge, and it was reserved for orders on 22.03.2024. The parties filed their written arguments. 10.Vide the impugned order dated 09.05.2024, the learned Single Judge has allowed the writ petition filed by Ultratech Cement Ltd. and quashed the IPA dated 08.04.2021 granted to the appellant-M/s. Shree Cement Ltd. Liberty has also been granted to the respondent-Railways to consider the application moved by the appellant-M/s. Shree Cement Ltd. for setting up Greenfield PFT and for grant of IPA afresh after affording due opportunity of hearing to Ultratech Cement Ltd. 11.WA No. 448/2024 is filed by the Union of India/Railways as it is aggrieved by quashing of the IPA dated 08.04.2021 granted by the Senior Divisional Operational Manager, SECR, to M/s. Shree Cement Ltd. to set up a PFT under the PFT Policy, 2020 of the Government of India, Ministry of Railways, has been quashed and set aside. 12.The case of the appellant-Union of India/Railways, is that the learned Single Judge has wrongly allowed the writ petition of Ultratech Cement Ltd. and quashed the IPA granted to M/s. Shree Cement Ltd. to set up the Greenfield PFT holding that the right of Railway administration under clause 19 of the PSA to permit M/s. Shree Cement Ltd. to set up the Greenfield PFT is subject to the Railway Administration obtaining the consent of the private siding owner, viz., Ultratech Cement Ltd., and after hearing it. A bare perusal of paragraphs 52 to 59 of the impugned judgment would contemplate that the learned Single Judge has failed to appreciate that that in the instant case M/s. Shree Cement Ltd. would not fall within the definition of 'co-user' as defined under the policy of private siding particularly, clauses 2(v) and (ix). A bare perusal of paragraphs 52 to 59 of the impugned judgment would contemplate that the learned Single Judge has failed to appreciate that that in the instant case M/s. Shree Cement Ltd. would not fall within the definition of 'co-user' as defined under the policy of private siding particularly, clauses 2(v) and (ix). Further, the private siding is meant for the exclusive use of the end-user or maximum for the end user with a co-user, whereas the PFT is a larger idea to facilitate and stimulate the development of privately owned freight terminals which are not on railway land for dealing with railway traffic including parcel traffic and containers. It appears from the aforesaid judgment that the learned Single Judge has erred in not considering that according to the Master Circular, the policy seeks to supplement the in-house programme of the Ministry of Railways by opening the area of terminal development with the participation of the logistics service providers to create world-class logistics facilities. It is also stated that the Railways have exercised the powers/rights conferred under Clause 19 of the PSA and no prejudice would be caused to Ultratech Cement Ltd. because they will continue to get the benefit of its private sidings and its traffic will get preference over the traffic of others which has been overlooked by the learned Single Judge in the above judgment. Further, the bare reading of the judgment would clearly demonstrate that the learned Single Judge in its para 54 and para 59 of the judgment has given contradictory findings which is totally perverse and erroneous governing the field and has been passed in mechanical manner contrary to the terms and conditions of the agreement as well as against the Master Circular of the appellant-Railways. 13.According to Mr. 13.According to Mr. Ramakant Mishra, learned Deputy Solicitor General appearing for the appellant-Union of India, this is not a case of permitting or co-using a siding as a co-user as defined in the private siding policy (Freight Marketing circular 11 of 2016) "co-user' refers to the permission given to a rail user (other than the owner of a private siding) by the Railway Administration, for using the siding for handling of his own goods traffic at that siding, subject to the provisions of the Siding Agreement." As per the said definition M/s Shree Cement Ltd. will not become co-user to Ultratech Cement Ltd. because it will not deal it's traffic from siding premises of Ultratech Cement Ltd. M/s Shree Cement Ltd. will handle it's traffic from it's own terminal which will be constructed by them. This is a case of permitting connectivity to a new upcoming siding from an existing siding as per the clause 19 (C). Clause 19(C) of the siding agreement signed between Ultratech and SECR states that ‘to use or to permit the use of the siding or any extension or part thereof for the traffic if any person or persons other than the Applicant and to work traffic over the siding or any extension or part thereof to and from any other siding or sidings or branches or extensions there from which may be constructed as aforesaid jointly with the traffic of the Applicant upon payment by such person or persons to the Applicant of either such portion of the cost originally paid by the Applicant to the Railway Administration, in respect of the land and sub-grade work or such tollage for such use as aforesaid as shall be decided by the General Manager for the time being of the Railway Administration or such other Officer as may be nominated by him whose decision shall be final, conclusive and binding on the Applicant as to whether a portion of the aforesaid cost shall be payable and if so, the amount thereof or whether a tollage shall be payable and if so, the amount or rate thereof. The Railway Administration shall collect such proportionate cost on behalf of the Applicant but shall not be responsible for collection of tollage for and on behalf of the Applicant, but the Applicant may enter into agreement with the person or persons who has/have been permitted the use of Siding or part thereof by the Railway Administration on the payment by the latter of tollage. The use of the Siding or any extension or part thereof by the Railway Administration or by other persons shall be so conducted in such manner and to such extent as to interfere as little as possible with the free use of the siding by the Applicant whose traffic shall have precedence." 14.The right which Railway has reserved in para 19 (C) of the Siding Agreement is a binding contract at the time of commissioning of sidings which authorized Railways to permit connection of new terminals from this siding. It is also very clearly mentioned in this clause of private siding agreement the traffic of Ultratech Cement Ltd. will be given precedence over the traffic of M/s Shree Cement Ltd. or any other party whose Siding/PFT/GCT will be permitted to be connected with siding track of Ultratech Cement Ltd. 15.For giving connectivity to a new siding from any Railway Station, non-interlocking working is done and this may last for a few days. To facilitate non interlocked working and the traffic blocks which are the component of non interlocked working, many passenger carrying trains would need to be cancelled/short terminated or diverted. This will adversely impact Railway passengers. However, in the instant case, connectivity has been permitted away from the Railway stations, and hence therefore there will be no disruption of traffic at the railway station. In the past, SECR has permitted connectivity to 5 new sidings from the existing sidings invoking the provisions of clause 19(C) of the private siding agreement signed between Railway Administration and Private siding owner. One of such agreement signed between M/s Bhilai Steel Plant Bhilai and M/s J.K.Lakshmi cement is enclosed. It is also to be mentioned that in South central Railway, connectivity to the private siding of M/s Prerana Cement Industries Itd/ Bovireddypalli Kamalapudu has been permitted from the existing siding of Ultratech Cement Ltd in the year 2007. In this case both the companies have entered into an agreement for cost sharing and other terms and conditions. It is also to be mentioned that in South central Railway, connectivity to the private siding of M/s Prerana Cement Industries Itd/ Bovireddypalli Kamalapudu has been permitted from the existing siding of Ultratech Cement Ltd in the year 2007. In this case both the companies have entered into an agreement for cost sharing and other terms and conditions. Utratech Cement Ltd. is collecting Rs, 1,31,70,000/ annually from M/s Prerana Cement Industries Ltd. 16.In the instant case, the Railways has started proceedings to bring consensus between Ultratech Cement Ltd. and M/s Shree Cement Ltd. that's why tripartite meeting was called. Ultratech Cement Ltd. has itself enclosed copy of the letters for meeting in earlier WPC 2989 of 2021. 17.Granting IPA to any project is initial communication given by railway to the concept plan submitted by any party/Firm. From the time of granting IPA to construction of any siding/PFT takes a considerable time span. The policy has provision of 2 years time for completion of construction work after approval of Engineering Scale Plan (for short, the ESP) which can be further extended up to six months. So Railway would have made all possible efforts to bring consensus between both the companies for cost sharing and other terms and conditions. If both parties would not have arrived at a consensus, then Railway Administration would have judiciously decided the terms and condition for use of track and fixed charges, tollage charge etc. for use of siding track by M/s Shree Cement Ltd. Clause 19(C) is an integral part of PSA and basic purpose of this clause is to reduce logistics cost in India. Land and water bodies are most precious resources of the country and with growing urbanization they needs to be conserved. While delivering Interim orders in the writ petition filed by Ultratech Cement Ltd. being WPC No. 2989/2021, a learned Single Judge has stated that the fact cannot loose sight in teeth of agreement that if with passage of time in future if number of plants increases and freight terminals are intended to be set up from Hathband Station, it cannot be presumed that for each freight terminals for different plant there would be a separate line. For example if 10-15 factories are established in those areas, then there cannot be 10-15 separate line are required to be set up and it sans all practical logic. For example if 10-15 factories are established in those areas, then there cannot be 10-15 separate line are required to be set up and it sans all practical logic. The agreement prima facie allows the sharing of the proportion of cost of use of line by another which appears to be reasonable." 18.There is no requirement for taking consent of the party as not only the agreement clause is binding on the party, moreover the party's interest are completely safe guarded as the issue of sharing of investment of the siding owner, tollage and preference in traffic movement has been taken care off. Para 16 of the PFT Policy-2020/0 is relevant which is quoted hereinbelow: “16.0.Construction and maintenance of PFT 16.1 Construction and maintenance of PFT will be as per the provisions of 'Private Siding policy' of IR issued by ministry of Railways vide Freight Marketing Circular No. 11 of 2016 under letter no. 99/TC(FM)/26/1/Pt.-Il dated 22.08.2016 and as revised/ amended time to time.” 19.Therefore Railway Administration permitted Connectivity of Proposed Greenfield PFT by M/s Shree Cement Ltd. with the siding track of Ultratech Cement Ltd. utilizing the rights of Railway over private sidings mentioned in Para 19 of the PSA which is an integral part of Private Siding policy'-2016. 20.Mr. Mishra further submits that no injustice is caused to the respondent M/s Ultratech Cement Ltd. by the action of the appellant-Railways as the decision is made out with the application of scientific methods of calculation of number of trains that may run in any particular section or between two stations. South East Central (SEC) Railway has its own formula (separate for both Single line and Double line). As the section between Inplant Yard of Ultratech Cement Ltd., Rawan to Crossing Station Budgahan (SM-IV) and Hathbandh/ Hathbandh East Outer Cabin is single line section and the SECR formula for single line section will be applicable in this section. Appellant-Railways’s formula for single line section, where N represents (number of trains each way)= 24x60/A+2(B+C)x7/10 where A-represents combined running time in minutes of Up and Dn goods trains over the ruling section (which may be different for Up and Dn goods trains). B-Represents time allowed for block working which is assumed 5 minutes for TLBI, 7.5 minutes for single line at Interlocked station and 10 minutes for non-interlocked station. B-Represents time allowed for block working which is assumed 5 minutes for TLBI, 7.5 minutes for single line at Interlocked station and 10 minutes for non-interlocked station. C represents stop and start allowance taken as 5 minutes, 2 minutes for deceleration and 3 minutes for acceleration 7/10- Represents the efficiency factor(Efficiency factor is taken as 70%. Thus, in the instant case with the length of section being 9.3 KM Sectional Speed being 50 KM per hour and Speed restriction being 30 KM per hour in 1.5 km (approx.) and the Running Time being 15 minutes (from one direction), Block working Time being 5 minutes, Stop & Start allowance being 5 minutes. The total comes to be 20 trains from each direction. Based on the same attributes the maximum number of trains may run between Crossing Station Budgahan (SM-IV) and Ultratech Cement Rawan is 28.8 and after construction of SM-V section between Ultratech Cement Rawan and SM-V will become 2.5 KM and SM-V to Crossing Station Budgahan (SM-IV) would total 44 trains from each direction may run. Therefore traffic generated from PFT and increased traffic by M/s Ultratech Cement may be handled smoothly by Railway. 21.Mr. Ravindra Shrivastava, learned Senior Advocate appearing for the appellant-M/s. Shree Cement Ltd. summarizing the grounds, submits that (i) There is no violation of principles of natural justice; (ii) PSA of 2016 is prospective in nature and not applicable to the PSAs of Ultratech Cement Ltd. of the years 2008 and 2010; (iii) PFT policy of 2020 cannot be relied upon to read in the requirement of consent or permission of M/s. Ultratech for grant of IPA; (iv) Challenge to IPA was premature and ought not to have been entertained; (v) Writ petition to implement terms of contract or breach thereof is not maintainable; (vi) Courts cannot re-write, alter or vary the terms of an agreement/ contract; (vii) The finding that the appellant-M/s. Shree Cement Ltd. is a co-user is incorrect and contrary to the express terms of Ultratech Cement Ltd.’s PSAs. (vii) There was no requirement of giving reason for granting the IPA and lastly; (viii) Setting up of the PFT is in the larger public interest. 22.Mr. Shrivastava further submits that the appeal has been filed by the appellant-M/s. Shree Cement Pvt. Ltd. against the impugned judgment dated 09.05.2024. The scope of the appeal is limited. (vii) There was no requirement of giving reason for granting the IPA and lastly; (viii) Setting up of the PFT is in the larger public interest. 22.Mr. Shrivastava further submits that the appeal has been filed by the appellant-M/s. Shree Cement Pvt. Ltd. against the impugned judgment dated 09.05.2024. The scope of the appeal is limited. There are findings in the impugned judgment in favour as well as against M/s. Shree Cement Pvt. Ltd. The scope of the appeal is determined by only two adverse findings of the learned Single Judge which have led to the quashing of the IPA dated 08.04.2021 and allowed the writ petition of Ultratech Cement Ltd. Only these two findings are required to be tested in this intra court appeal. The scope of the intra court appeal cannot be expanded. According to Mr. Shrivastava, the twin findings recorded in the impugned judgment are that firstly, M/s. Ultratech allegedly being the owner of the private siding was required to be heard under the principles of natural justice "before" the decision to issue IPA was taken; and secondly, the consent of Ultratech Cement Ltd. being the owner of the private siding to permit a co-user to use the rail track was required to be obtained before issuance of IPA. The grounds, which were urged before the learned Single Judge by Ultratech Cement Ltd. have been stated in the impugned judgment at page 35-36 of the writ appeal. So far as the issue of the requirement of hearing, the main plank of the impugned judgment to set aside the IPA is the failure to comply with principles of natural justice i.e to afford an opportunity of hearing to Ultratech Cement Ltd. "before" issuing IPA. The learned Single Judge has clearly assumed that the rules of natural justice apply in all cases without exception and there exists certain fundamental premises which attract the principles of natural justice in exercise of power either quasi-judicial or administrative. The law is very clear that there are exceptions to the applicability of principles of natural justice. The learned Single Judge has clearly assumed that the rules of natural justice apply in all cases without exception and there exists certain fundamental premises which attract the principles of natural justice in exercise of power either quasi-judicial or administrative. The law is very clear that there are exceptions to the applicability of principles of natural justice. As per judgments of the Supreme Court, whether rules of natural justice in terms of affording an opportunity of hearing before the decision is taken will apply, depends upon whom the power is vested, the nature of the scheme of the power and the consequences of the exercise of power (civil consequences) as affecting "rights of the person". This aspect of the law has not been kept in mind and the learned Single Judge has proceeded as if the rules of natural justice are "like an unruly horse". In support of his contention, he relies on the decision of the Supreme Court in State of Uttar Pradesh v. Sudhir Kumar Singh & Ors (2021) 19 SCC 706 - paragraph 31-42} and P.D Agrawal v. State Bank of India & Ors (2006) 8 SCC 776 - paragraph 30, 39, 40-43). The law is also well settled that in matters of exercise of power under the contract, the principles of natural justice are not attracted. The case of the Railways and also the appellant is that essentially the Railways have invoked the provision of Clause 19 of the agreement between the Railways and Ultratech Cement Ltd. read with PFT Policy, 2020. Reference is made to the decision of the Supreme Court in M/s Radhakrishna Agarwal & Ors v. State of Bihar & Ors { (1977) 3 SCC 457 - paragraph 10, 23-25}. The rights, liabilities and liberties of both, Ultratech Cement Ltd.and the Railways inter se, are governed by the agreement which has not been disputed. Ultratech Cement Ltd. has consciously entered into the agreement and the terms thereof are binding on it. The jural relationship is based on the contract. Clause 19 of the agreement (at page 83 of the writ appeal) is in regard to the rights of the Railways for use of the siding. This clause specifically permits the Railways to exercise the power to allow use of the siding to any person other than the Ultratech Cement Ltd. on payment of tollage. Clause 19 of the agreement (at page 83 of the writ appeal) is in regard to the rights of the Railways for use of the siding. This clause specifically permits the Railways to exercise the power to allow use of the siding to any person other than the Ultratech Cement Ltd. on payment of tollage. Ultratech Cement Ltd. has not questioned this provision of the agreement. The Railways under Clause 22 of the agreement (at page 84 of the writ appeal) also has the power to terminate the agreement. In support of his contention, he relies on the decision of State of Gujarat & Ors v. Meghji Petraj Shah Charitable Trust & Ors { (1994) 3 SCC 552 , paragraph 22} and Rajasthan State Industrial Development & Investment Corpn. v. Diamond & Gem Development Corpn. Ltd. { (2013) 5 SCC 470 , paragraph 23}. 23.For the purposes of the exercise of power by the Railways to issue an IPA in favour of appellant-M/s. Shree Cement, the appellant acting under the PFT Policy, 2020 which inter alia would provide connectivity to it with the rail track at Hathband connecting with the main network (Ultratech), the only relevant issue is whether the Railways have any power and have acted with fairness and reasonableness while granting IPA to M/s. Shree Cement, providing optics from the railway track. There is no allegation of infraction of any specified procedure made by Ultratech Cement Ltd. before the learned Single Judge. There are also no allegations of mala fides. Clause 19 of the agreement read with PFT Policy, 2020 clearly provides that an IPA can be issued to the M/s. Shree Cement. The entire foundation of the case of Ultratech Cement Ltd. is based on a misconceived and fallacious premise which is as follows:- i. M/s. Ultratech has claimed to be the exclusive owner of the railway track connecting to the railway network (merely because the cost was borne by M/s. Ultratech). There is nothing in law to support that in such a situation, M/s. Ultratech can claim to have become absolute and exclusive owner of the railway track, even though it is meant for its use. ii. M/s. Ultratech has claimed an "exclusive" right of use of the railway track. Neither the policy nor the contract supports such a tall claim. There is nothing in law to support that in such a situation, M/s. Ultratech can claim to have become absolute and exclusive owner of the railway track, even though it is meant for its use. ii. M/s. Ultratech has claimed an "exclusive" right of use of the railway track. Neither the policy nor the contract supports such a tall claim. On the other hand, when M/s. Ultratech argues that the Appellant-M/s. Shree Cement Pvt. Ltd. would be a co- user, the argument itself destroys the very basis of exclusivity of use by the M/s. Ultratech. iii. M/s. Ultratech is fully aware of the policy of the railways even when the contract was entered with by the Railways and also thereafter, that the Railways have the provision and do permit connectivity with the private siding to connect with the main railway network in order to facilitate traffic of goods without the requirement of laying down a separate railway track/line. In Chhattisgarh itself, there are as many as five permissions granted and are in vogue. 24.The IPA has been issued on 08.04.2021. The allegation which has found favour with the learned Single Judge about so-called non-compliance of the principles of natural justice i.e an opportunity of hearing to Ultratech Cement Ltd. is factually incorrect and contrary to the facts on record The learned Single judge has committed a grave error of jurisdiction in not adverting to the same. On the pleading of Ultratech Cement Ltd. itself, it is abundantly clear that principles of natural justice in terms of adopting rules of fairness and reasonableness have been scrupulously followed in manner and measure more than the requirement of law. By letter dated 04.06.2021 (Annexure P/6 at page 185), the Railways on their own informed Ultratech Cement Ltd. that M/s.Shree Cement has submitted a proposal for construction of Greenfield PFT with takeoff from private railway siding of Ultratech Cement Ltd. and that the process of approval of the process is ongoing with the Railways. Again on 09.06.2021, the Railways on their own invited the Respondent for a tripartite meeting on 10.06.2021 (Annexure P/7 @Pg.186). By letter dated 10.06.2021 (Annexure P/8 at page 187) addressed to the senior DOM, firstly, Ultratech Cement Ltd. expressed inability due to short notice and secondly, raised four heads of concerns about the proposal of M/s. Shree Cement. Again on 09.06.2021, the Railways on their own invited the Respondent for a tripartite meeting on 10.06.2021 (Annexure P/7 @Pg.186). By letter dated 10.06.2021 (Annexure P/8 at page 187) addressed to the senior DOM, firstly, Ultratech Cement Ltd. expressed inability due to short notice and secondly, raised four heads of concerns about the proposal of M/s. Shree Cement. However, far from objecting to the process of consideration, they submitted themselves to the process voluntarily and requested for rescheduling the tripartite meeting to another date. By letter dated 10.06.2021 (Annexure P/9 at page 189), the Railways "of their own" forwarded the application (proposal) submitted by the M/s. Shree Cement for the information of M/s. Ultratech which is an act of complete fairness and reasonableness. This letter also enclosed the diagram of the proposed Greenfield PFT. Again by letter dated 11.06.2021, the Railways informed that the process for approval is in progress and the tripartite meeting was now fixed on 17.06.2021 in the DRM's office. On 17.06.2021, Ultratech Cement Ltd. voluntarily participated in the meeting without any objection and presented its views which have been documented in the minutes of the meeting and filed by Ultratech Cement Ltd. itself. The minutes show that both sides having expressed their views, another meeting was scheduled via video conferencing to be held on 23.06.2021. 25.Mr. Shrivastava further submits that even if it is assumed that Ultratech Cement Ltd. would have some limited interest in allowing the appellant-M/s. Shree Cement to connect with the rail track, it is not being excluded outrightly from a participative role and opportunity in the process. Whether or not the right of hearing as part of principles of natural justice is all pervasive and without any exception, the Courts have also evolved the principle of post decisional hearing where the decision is only tentative in nature and that has been held to be sufficient compliance of the rules of natural justice. It cannot be disputed that IPA is not a final decision and therefore, is only tentative in nature. Before taking a final decision, it is borne out from the record that Ultratech Cement Ltd. was invited for a meeting/consultation and it did join the meeting. This can be considered as sufficient compliance of the rule of law requiring the observance of the rule of fairness and reasonableness. There is complete fair play and action. In support of his contention, Mr. This can be considered as sufficient compliance of the rule of law requiring the observance of the rule of fairness and reasonableness. There is complete fair play and action. In support of his contention, Mr. Shrivastava relies on the decision of the Supreme Court in BALCO Employees' Union (Regd.) v. UOI & Ors { (2002) 2 SCC 333 - paragraph 46-48, 57-581}. It will thus be seen that, after the issuance of IPA, Ultratech Cement Ltd. participated in the post decisional process and this is sufficient compliance of principles of natural justice in terms of observing the rules of fairness. 26.According to Mr. Shrivastava, the judgment of the learned Single Judge holding inter alia that there has been failure of natural justice inasmuch as no hearing was accorded to Ultratech Cement Ltd. is entirely premised on an assumption that Ultratech Cement Ltd. is the "owner" of the private railway siding which has been constructed by incurring cost by Respondent No.1. The claim of ownership and therefore being the owner, Ultratech Cement Ltd. will be faced with civil consequences by the IPA. As held in paragraph 38 of the impugned judgment, the claim of ownership of Ultratech Cement Ltd. has been firmly and categorically rejected by the learned Single Judge. On the other hand, it has been held that the Railways have the power to permit use of the rail track by other parties. The learned Single Judge in the same paragraph has also held that multi-railway siding cannot be for each and every company setting up in that locality for movement of rakes. In view of the finding of the learned Single Judge at paragraph, the entire foundation of applicability of principles of natural justice is demolished and washed away. Neither any violation of right nor any prejudice would be caused to Ultratech Cement Ltd. in the process. It is not being informed to the Court by Ultratech Cement Ltd. that, as and when a third party such as the appellant would be allowed connectivity to the railway track and use it, two safeguards are guaranteed. Neither any violation of right nor any prejudice would be caused to Ultratech Cement Ltd. in the process. It is not being informed to the Court by Ultratech Cement Ltd. that, as and when a third party such as the appellant would be allowed connectivity to the railway track and use it, two safeguards are guaranteed. Firstly, in movement of the traffic, Ultratech Cement Ltd. will always have preference, which means that its movement would not be affected by providing connectivity to the M/s. Shree Cement, and secondly, the Railways will ensure by mechanism, requiring M/s. Shree Cement to make payment of tollage (charges for use and maintenance of the railway track). The interest of Ultratech Cement Ltd. is therefore being completely protected. The clear discernible reason for Ultratech Cement Ltd. to be objecting, is business rivalry and competitiveness. Both the cement companies are rivals to each other and therefore, it is in the interest of Ultratech Cement Ltd. to jeopardise the interest of the M/s. Shree Cement and make its production cost costlier so as to affect the market. The modern trends in regard to surface movement by road is by private participation wherein built, operate and transfer systems (BOT) are very common. Under this system, the government grants concession to a private player to build and operate a road for use by the public. When such a road is constructed by a BOT contractor, he cannot claim that such road has become his private property. The BOT operator is only entitled for toll which is collected to compensate its cost and some margin of profit. 27.On the issue of requirement of consent, Mr. Shrivastava submits that the argument in favour of consent of the alleged owner of the private siding flows from Private Siding Policy, 2016 only ("Policy, 2016"). It is the contention of the appellant that in terms of specific stipulation, the said policy is not applicable and it is only prospective in nature. In so far as the rights of Ultratech Cement Ltd. are concerned (permitting a co-user), the provisions of the agreement alone are to be seen. The Policy, 2016 is post the execution of the agreement. It is applicable only from the date of issuance of the policy and is not retrospective. The subsequent policy cannot be read into the agreement, the terms of which are exhaustive. The Policy, 2016 is post the execution of the agreement. It is applicable only from the date of issuance of the policy and is not retrospective. The subsequent policy cannot be read into the agreement, the terms of which are exhaustive. If the agreement and the subsequent policies are inconsistent, the agreement will prevail. Once Ultratech Cement Ltd. is held bound by the agreement and the subsequent policy of 2016 which is not retrospective and which is inapplicable to the terms of the agreement, is ignored then there remains no basis at all to infer that prior consent of Ultratech Cement Ltd. is mandated before issuance of IPA in favour of the appellant-M/s. Shree Cement under PFT Policy, 2020. The learned Single Judge has repeatedly observed that the consent of Ultratech Cement Ltd. was required referring to the 2016 Policy. This finding is entirely erroneous and cannot be sustained. The learned Single Judge is completely wrong in holding that the agreement and the subsequent policy are required to be "harmoniously construed". This is against any canon of settled principles of interpretation of contract. The terms of the contract are sacrosanct and binding upon the parties. No Court has the jurisdiction to ignore, alter or modify the terms of the agreement between the parties. No court can re-write the contract. No court can extrapolate any condition which does not fall within the agreement. The Policy, 2016 is not statutory. The policies are not interpreted and applied as a statute. This position of law clearly emerges from the decision rendered in Venkatarman Krishnamurthy v. Lodha Crown Buildmart Pvt. Ltd { (2024) 4 SCC 230 , paragraph 21 and 22}. On the issue of co-user, it is submitted that the IPA issued to M/s. Shree Cement Ltd. is under a different and distinct policy which is PFT Policy, 2020 dated 23.06.2020. There is a vast difference in the concept of co-user under the Policy, 2016 and the same under PFT Policy, 2020. In the definition of "co-user" under the Policy, 2016 as per the definition clause, it is not stipulated that a co-user is referred to as an entity who has been permitted for using the private siding facility "with the consent" of the owner of the private siding. There is only passing reference under Clause 1 (i). Even in that clause there is no use of the expression "consent". There is only passing reference under Clause 1 (i). Even in that clause there is no use of the expression "consent". Under the PFT Policy, 2020, the term "co-user" has been defined. There is no stipulation of either permission or consent for being a co-user. On the other hand, it is specifically provided that the co-user is allowed for using the siding for handling of his own goods at the siding "subject to the provisions of the siding agreement". So far as consent is concerned, it is only based on the Policy, 2016. If the Policy, 2016 itself is read as a whole i.e. along with Cause 1.1 and the definition of co-user, no consent is required. The definition of co-user is explicit and unambiguous. It does not envisage any requirement of consent of the owner of private siding to become a co-user. It is the definition clause of co-user that will be the applicable and governing provision and not a stray sentence in the eligibility and applicability clause. The learned Single Judge has in his discussion from paragraphs 33 to 35 held that the appellant-M/s. Shree Cement Ltd. would come within the definition of "co-user". The conclusion is entirely based on the Policy, 2016 which contains the definition of the term co-user. The Policy, 2016 is not applicable as is seriously argued both by the appellant and the Railways. The question of applying the definition of co-user does not arise. 28.Mr. Shrivastava further submits that without prejudice to the above, a perusal of Para 1(i) of the 2016 Policy as amended on 25.09.2017 (at page 80 of the Writ Appeal) noted by the learned Single Judge, it would appear that co-user would be an entity which is brought in by the end user (Ultratech Cement Ltd.) which can be permitted with the permission of the Railways. This is clear from the further amendment to the policy dated 18.08.2020 (at page 80 of the writ appeal). As is seen from paragraph 33 of the impugned judgment, the learned Single Judge has read into the provision of consent in the procedural aspect of grant of IPA entirely based on the Policy, 2016. However, the learned Single Judge has completely ignored the subsequent amendment in the Policy of 2016 vide Circular No. 10 of 2017 dated 25.09.2017 and Circular No. 13 of 2020 dated 18.08.2020. However, the learned Single Judge has completely ignored the subsequent amendment in the Policy of 2016 vide Circular No. 10 of 2017 dated 25.09.2017 and Circular No. 13 of 2020 dated 18.08.2020. By these circulars, the amendment has been made in the definition of co-user permitting multi co-users but nowhere "consent" of the so-called owner of the private siding has been envisaged. Thus, the finding of the learned Single Judge itself is contrary to the Policy, 2016 as amended by circulars by the 2017 and 2020 circulars. The learned Single Judge has, without any cogent basis, proceeded on the assumption that the consent of Ultratech Cement Ltd. is required and is mandatory. From the tenors of the case pleaded and argued throughout, it is abundantly clear that Ultratech Cement Ltd. is not ready and willing to accord consent in favour of the appellant-M/s. Shree Cement and they would seriously object to the grant of connectivity. This would mean that the appellant-M/s. Shree Cement Ltd. would not be entitled to an approval at all, even though the PFT Policy, 2020 allows and the appellant is held to be eligible. It would further mean that Ultratech Cement Ltd. will hold the appellant-M/s. Shree Cement and Railways to ransom and never allow approval despite futile exercise, without affording an opportunity of hearing. 29.With respect to the issue of exclusive ownership of the rail track, Mr. Shrivastava has drawn attention of the Court to Section Section 2 (31) of the Railways Act, 1989 which defines "railways" which includes all lines of rails, sidings, or yards, or branches used for the purposes of, or in connection with, a railway.". Clause 1(c) of the Private Siding Agreement, 2008 defines "railway administration". Even though it is true that Ultratech Cement Ltd. got the railway track constructed at its own cost, but the existing private siding which is all inclusive as per the definition of the siding in Clause H of the agreement, becomes part of railway system/railway administration and therefore, M/s. Ultratech cannot claim exclusive ownership or even right of exclusive control and use. The actual control, possession and management is in charge of the Railway Administration. The actual control, possession and management is in charge of the Railway Administration. If the contention of Ultratech Cement Ltd. that it is the owner of the track and that the track is its exclusive property with exclusive right of use, is accepted, then it would mean that even the Railways will not be allowed to use the Railway track if an exigency arises. Even otherwise, under no provision of the agreement or policy. Ultratech Cement Ltd. has been declared to be the owner with exclusive ownership rights over the rail track in question. On the other hand, the provisions of the agreement and policy inconsistent to the concept of ownership are as follows: (i). Clause 19 of the agreement completely derogates against the concept of exclusive ownership of Respondent No.1 as claimed and its exclusive right of use; (ii). the finding of the learned Single Judge in paragraph 38; and (iii). The provision of PFT Policy, 2020 under which IPA is granted. Notwithstanding the construction of the rail track at the cost of Ultratech Cement Ltd., the entire control, maintenance, operation and possession is of the Railway Administration. The so-called owner of the track namely Ultratech Cement Ltd. has acknowledged the right of control, operation, management and permission to other parties to use the trail track of the private siding. On the basis of such assertion of ownership, which is baseless, the power of control, maintenance and operation is vested with the Railways along with the power to permit user of private siding by other entity in public interest, cannot be rendered redundant. The private siding once it is constructed and is to be used by the Railways, may be for the benefit of Ultratech Cement Ltd., it has vested in Railways in limited sense which is the right of the Railways to control, operate and maintain. The rail is operated by the Railways over the track. The so-called owner has no control at all. It is perfectly open to the so-called owner to part with its legal rights in favour of railways for user of the rail track. Ultratech Cement Ltd. was fully aware of this system in vogue, right before the time of the private siding being established. The railway track in question has not vested in Ultratech Cement Ltd. as its private property with the right of exclusive use. Ultratech Cement Ltd. was fully aware of this system in vogue, right before the time of the private siding being established. The railway track in question has not vested in Ultratech Cement Ltd. as its private property with the right of exclusive use. Any other interpretation would be against law and against public interest. Ultratech Cement Ltd. has itself allowed its private siding in Juturu Station in favour of M/s Prerana Cement Industries Ltd. In Chhattisgarh itself, there are as many as five examples where the private siding is also being used by other companies and nowhere prior opportunity of hearing or consent was required or obtained. 30.So far as the applicability of GCT Policy is concerned, the contention raised in paragraph 7 of the reply filed by M/s. Ultratech is nothing but a deliberate misrepresentation. In the first place, Clause 17.7 quoted in this paragraph is not part of the Gati Shakti Multi-modal Cargo Terminal Policy, 2022. ("GCT") It was part of GCT Policy, 2021. GCT Policy, 2021 has been superseded by GCT Policy, 2022. Consequently, GCT Policy and Clause 17.7 are not in existence, therefore the question of its applicability does not arise.. The GCT Policy either 2021 or 2022 does not apply to Ultratech Cement Ltd. at all, in as much as it is not GCT. Even otherwise, Clause 17.7 of GCT Policy, 2021 does not speak about consent of the existing owner of private siding as is veiled in submission in paragraph 7 and 8. Moreover, Clause 3 of GCT Policy, 2022, in no uncertain terms, provides that the revised provisions shall be applicable to all new Terminals commissioned from the date of issue of this circular, GCTs already commissioned before issue of this circular shall continue to be governed by their existing Agreements. Consequently, GCT Policy, 2022 is not applicable. On the other hand, the GCTs already commissioned before issue of this circular dated 06.12.2022, shall continue to be governed by their existing agreements. Even no argument based on Clause 17.7 of GCT Policy was advanced before the learned Single Judge. It was not even pleaded. The Single Judge has not considered and delved into this submission. New grounds cannot be raised by way of reply to the appeal. Even no argument based on Clause 17.7 of GCT Policy was advanced before the learned Single Judge. It was not even pleaded. The Single Judge has not considered and delved into this submission. New grounds cannot be raised by way of reply to the appeal. M/s. Ultratech is not permitted by way of reply to memo of appeal to raise new contentions which have not been raised and the Single Judge had no opportunity to deal with them. There is no reference to the argument raised in Clause 17.7 of the GCT policy. In support of his contentions, he relies on the decision rendered by the Supreme court in Modern Insulators Ltd. V. Oriental Insurance Co. Ltd, { (2000) 2 SCC 734 - paragraph 10}. 31.Mr. Shrivastava further relies on the decision of the Supreme Court in The Fruit & Vegetable Merchants Union v. The Delhi Improvement Trust { AIR 1957 SC 344 } to explain as to what the word ‘vest’ would mean. 32.Mr. P.Chidambaram, learned Senior Advocate appearing for the respondent-Ultratech Cement Ltd., in response to the contentions raised by the appellant-Union of India {in WA No. 448 of 2024} submits that the learned Single Judge, while setting aside the IPA dated 08.04.2021, has granted liberty to the General Manager as well as the Senior Divisional Operational Manager, SECR, to consider the application filed by the M/s. Shree Cement Ltd. after affording an opportunity of hearing to Ultratech Cement Ltd. as per law. Without exercising such liberty however, the Railways have chosen to approach this Court against the judgment of the learned Single Judge in the present writ appeal. Hence, the appeal is unwarranted and unnecessary. The Writ Appeal has not been duly authorized by Appellant Nos. 1, 2 and 3. The Appellant No. 1 is the Union of India through the Ministry of Railways, the Appellant No. 2 is the Chairman, Railway Board, the Appellant No. 3 is the South East Central Railway and the Appellant No. 4 is the Senior Divisional Manager ("SDM"), South East Central Railway. The affidavit in support of the Writ Appeal has been filed only by the Appellant No. 4/SDM. No document has been filed to show that the SDM is competent to file the Writ Appeal on behalf of the other Appellants or that he is authorized to depose on policy issues of the Appellant Nos. 1 and 2. The affidavit in support of the Writ Appeal has been filed only by the Appellant No. 4/SDM. No document has been filed to show that the SDM is competent to file the Writ Appeal on behalf of the other Appellants or that he is authorized to depose on policy issues of the Appellant Nos. 1 and 2. The writ appeal ought to be dismissed qua the appellant Nos. 1, 2 and 3 on this ground alone. The submission made in the writ appeal on Railway’s policy are without competence and incorrect. The appellant’s contention that challenge to the IPA dated 08.04.2021 was premature is also misconceived. The further contention of the appellants that there is no requirement in PFT Policy 2020 to hear Ultratech Cement Ltd. before granting IPA or to give reasons, and that there is no requirement in Clause 19 of PSA to hear Ultratech Cement Ltd. before granting IPA or seek its consent, are also untenable. The further contention of the appellants that the 2016 Private Siding Policy is prospective in nature is also not tenable. 33.Mr. Chidambaram submits that the contention of the appellant No. 4 that if the requirement of consent of existing owners of private railway sidings is read into their respective contracts with Appellants, the private siding owners will not permit connectivity to its siding or use of their siding by third parties for purpose of setting up a freight or cargo terminal, is directly contrary to paragraph 17.7 of the Gati Shakti Multi Modal Cargo Terminal Policy, 2022 ("GCT Policy") that has superseded the Private Freight Terminal Policy, 2020 ("2020 PFT Policy"). Paragraph 17.7 of the GCT Policy is reproduced below: "17.7 Railway shall reserve the right to grant connectivity to another GCT(s) from the portion of track on Railway land as well as from the portion of track which is being maintained (and assets are owned) by Railway. For the sake of clarity, Railway may permit connectivity to another Terminal from the connectivity portion of a Terminal - (i) on Railway land where the assets are owned and maintained by Railway; and (ii) on non-Railway land where the ownership of assets has been transferred to Railway by the GCTO, and the assets are maintained by Railway though the land is owned by the GCTO. This provision shall be applicable on Railway land for all GCTs; and on non-Railway land for all new GCTs, as well as on existing Terminals who decide to migrate to this Policy and transfer the ownership of assets on their lands to Railway." 34.It is submitted that contrary to the averment made by the Appellant No. 4 purportedly on behalf of all the Appellants, Paragraph 17.7 of the GCT Policy empowers the Railway to permit connectivity to another private terminal only with the consent of the private owner i.e., when the ownership of the assets of such terminal has been transferred to the Railways by the owner and the assets are maintained by the Railway though the land is owned by the owner. Ultratech Cement Ltd. has neither migrated its private siding to the GCT Policy nor transferred its assets to Railways. As such the above averment made by the Appellant No. 4/SDM is incorrect and misconceived and clearly without competence. It is submitted that Ultratech Cement Ltd. had challenged not just the IPA dated 8.04.2021 but also "any other permission and/or approval to further process application made by Respondent No. 5 being dated 9.2.2021. As per para 1.3.1.4 of Annexure A to the 2020 PFT Policy, a decision regarding take-off is required to be taken before grant of IPA. Similarly, under the 2016 Private Siding Policy also, the M/s. Shree Cement Ltd. was required to obtain NOC from Ultratech Cement Ltd. and produce tollage agreement with the Ultratech Cement Ltd. alongwith its application for construction of private siding that would connect to the Ultratech Cement Ltd.'s existing private siding. Such requirement is mandated in Annexure 1 of the 2016 Private Siding Policy. The relevant portion of Annexure 1 of the of the 2016 Private Siding Policy reads as under: Sl. Subject Coordinating Officer Time Frame (working days) 1. Notification for Private Siding proposals by Railways or suo-motu by Party CTPM - A. Application by the Party to Railway Administration for construction of Private Siding along with a non- refundable deposit of Rs. 20,000 D’ 2. Application by the Party to Railway for construction of Private Siding along with a non- refundable deposit of Rs. Notification for Private Siding proposals by Railways or suo-motu by Party CTPM - A. Application by the Party to Railway Administration for construction of Private Siding along with a non- refundable deposit of Rs. 20,000 D’ 2. Application by the Party to Railway for construction of Private Siding along with a non- refundable deposit of Rs. 20,000 (DD in favour of FA&CAO of the Railway) alongwith the details of - (i) Party's name, (ii) Consultant's name, (iii) Brief description of siding work, (iv) Location (Station, Division & Railway) with 3 options, (v) Electrified siding or not, (vi) NOC, of siding is proposed to be taken off from other siding (tollage agreement), (vii) Take off arrangements, (vi) Any other Railway/Private siding existing at the proposed station, (vii) Length of private siding on Railway land, (viii) Grades/levels existing at proposed station and any alteration to existing grades, (ix) Inward and outward traffic projections, (x) Proposed facilities to be created by the Party in Railway premises and private land; (xi) Related Land details and (xii) Pre- feasibility Report (xiii) Conceptual Layout Drawings, (ix) Anticipated Cost of the siding project CTPM Date D’ 35.The appellants/Union of India cannot in the same breath claim that grant of IPA dated 8.04.2021 was an action under Clause 19 of the Ultratech Cement Ltd. PSA as well as that it was merely an IPA under the 2020 PFT Policy and therefore at a nascent stage. Any action against the Ultratech Cement Ltd. under the Ultratech Cement Ltd's PSA has far reaching civil consequences upon Ultratech Cement Ltd and it is entitled to challenge the same. The learned Single Judge has rightly held that Ultratech Cement Ltd. had every right to question any decision affecting the movement of rakes. It is clear from appellant's affidavits that such a decision had been taken. The appellants' contention that there was no requirement under the 2020 PFT Policy to hear Ultratech Cement Ltd. before granting the IPA dated 8.4.2021 or to give reasons for granting IPA dated 8.4.2021 is untenable. The learned Single Judge has rightly held that Ultratech Cement Ltd. being the owner of the Private Siding ought to have been heard since its rights were directly affected, irrespective of whether the contract provided for hearing. The learned Single Judge has rightly held that Ultratech Cement Ltd. being the owner of the Private Siding ought to have been heard since its rights were directly affected, irrespective of whether the contract provided for hearing. The learned Single Judge has come to the conclusion that the entire exercise was carried out for grant of IPA dated 8.04.2021 behind the back of Ultratech Cement Ltd. and that being the owner and end user of the Private Siding Ultratech Cement Ltd. had every right to question any decision affecting the movement of rakes. In fact it is the case of Ultratech Cement Ltd. that unless the consent of the owner of the private siding is granted, the Railways would not have the authority to permit any person to use the private siding. The learned Single Judge at paragraphs 33-35 of the judgment has further rightly relied on the definition of ‘co-user’ in the 2016 Policy and the 2020 PFT Policy to conclude that the appellant is a co-user. As per definition in both policies, the appellant is a co-user, therefore the policy guidelines regarding co-user have to be applied. The 2020 PFT Policy has no relevance to the rights of the owner of a private siding under the 2016 Private Siding Policy and the PSA. Therefore the argument that the 2020 PFT Policy does not require principles of natural justice to be adhered to, is irrelevant and misleading. In fact it was because of this reason that the Railways and M/s. Shree Cement Ltd.illegally resorted to Clause 19 of Ultratech Cement Ltd.'s PSA as an afterthought in their returns filed before the learned Single Judge to the writ petition, even though the IPA dated 08.04.2021 did not refer to Clause 19. 36.Mr. Chidambaram further submits that in fact the 2020 PFT Policy has been superseded by the GCT Policy and M/s. Shree Cement Ltd.’s purported PFT is now governed by the GCT Policy in terms of paragraph 1.1 of the GCT Policy. Para 17.7 of the GCT Policy reproduced above specifically contemplates such a situation and allows Railways to grant connectivity to a GCT from a private siding only if the private siding owner has migrated to the GCT Policy and handed over the siding to the Railways. Migration of an existing private siding owner to the GCT Policy is optional under para 1.2 of the GCT Policy. Migration of an existing private siding owner to the GCT Policy is optional under para 1.2 of the GCT Policy. The Railways ought to have informed the learned Single Judge of the GCT Policy and Para 17.7 thereof. It is a settled principle of law that the principles of natural justice must be adhered to when the impugned action has civil consequences irrespective of whether the contract provides for hearing. In the present case, the IPA dated 08.04.2021 interferes with Ultratech Cement Ltd.’s exclusive right to use the Private Siding constructed by it. It interferes with its right to move its containers/rakes at its pleasure and convenience. It interferes with its absolute right to increase the number of containers/rakes commensurate with its increase in production at its own factories. In support of his contentions, Mr. Chidambaram relies on the decision of the Supreme Court in M.P. Power Management Company Ltd. Jabalpur vs Sky Power Southeast Solar India Private Limited & Ors, { (2023) 2 SCC 703 , paragraphs 82, 122, 125} and State of Uttar Pradesh vs Sudhir Kumar Singh & Ors. { (2021) 19 SCC 706 , paragraphs 21-26, 29, 30, 36, 37, 39, 42, 43}. 37.According to Mr. Chidambaram, the further contention of the appellant that there is no requirement in Clause 19 of PSA to hear Ultratech Cement Ltd. before granting IPA or seek its consent is untenable. Clause 19 of the PSA does not contemplate connection of a PFT to a private siding. To the contrary, Para 17.7 of the GCT Policy specifically contemplates this situation and does not permit the Railways to connect a GCT to a private siding except when the private siding owner allows such connection. The power to grant IPA to set up a greenfield PFT is a separate power. It is a matter between Railways and M/s. Shree Cement Ltd. On the contrary, the power to allow a person to "co-use" the private siding of Ultratech Cement Ltd. is a very different power. Under the 2016 Private Siding Policy and the terms of the PSA, it is only a "co-user" (satisfying the definition and conditions thereof) who can put his traffic on the private siding of Ultratech Cement Ltd. There is no power with Railways to allow any person or any PFT to use the private siding of Ultratech Cement Ltd. without its consent. M/s. Shree Cement Ltd. is a stranger to the agreement between Ultratech Cement Ltd. and the Railways. M/s. Shree Cement cannot use Ultratech Cement Ltd.'s private siding (of a length of 17.085 km) without the consent of Ultratech Cement Ltd. The Ultratech Cement Ltd. alone has the right to apply for the use of the siding by a co-user. It has not consented to or applied to the Railway for the use of the private siding by M/s. Shree Cement Ltd. Hence by no stretch of argument can M/s. Shree Cement Ltd. be described or claim to be a co-user. In this connection, reliance is placed on the averments of Railways made in their return dated 19.08.2021 to the writ petition which reads as follows: “From above definition it becomes clear that the Respondent No. 5 who has proposed to construct a Private Freight Terminal, would not fall within the definition of "co- user" because in the PFT the Respondent No. 5 as Terminal Management Company (TMC) will be providing railway traffic including parcel traffic and containers to other industries and business houses and general public as logistics service provider and it would not be using the siding of Petitioner "for handling of his own goods" as required under definition of "co-user". Neither mere linkage of railway track would render the Respondent No. 5 co-user' nor setting up of a PFT can be subjected to permission of a private siding owner. A private siding is meant for the exclusive use of end-user or maximum for end-user with a co-user, whereas the PFT is a much larger idea..." 38.On the facts of this case, it is unambiguously clear that the limited scope of Clause 19(c) of the PSA to allow "co-user" has been illegally exercised to allow a PFT, which aggregates the goods of many unspecified users to put those goods on the private siding of Ultratech Cement Ltd. No PFT can be allowed to put the goods aggregated by it on a private siding, that too without the consent and behind the back of the owner. By allowing a PFT to aggregate the goods of multiple unspecified users and take off from the private siding of the Ultratech Cement Ltd., the Railways have effectively allowed multiple unspecified co- users to use the private siding of the Ultratech Cement Ltd. without the consent of the Ultratech Cement Ltd. There is no provision either in the 2016 Private Siding Policy or the terms of the PSA to allow multiple unspecified users to put their goods, as if they were co-users on the private siding of the Ultratech Cement Ltd., and without its written request and without its consent. The 2020 PFT Policy does not contemplate a project where a "greenfield" PFT would be connected to a third party's private siding as sought to be contended by the Railways and M/s. Shree Cement Ltd. The same cannot be done as, conceptually and admittedly, a PFT is intended for the freight traffic of the public at large which cannot logically be accommodated on a single line private railway siding intended for the sole use of a single owner. Such connection would have the effect of turning a private railway siding into a public infrastructure project. In any case, that cannot be done without the consent of the owner of the private railway siding, i.e. Ultratech Cement Ltd. in this case. 39.Mr. Chidambaram further submits that assuming without admitting that Clause 19 (c) of the PSA enables the Railways to allow any person to use the private siding of the Ultratech Cement Ltd. without its consent, it is submitted that the following conditions must be satisfied before an IPA can be granted, namely; (i) The IPA can be granted only to "any person or persons" other than the owner of the private siding and it cannot be granted to a PFT. The person or persons must be identifiable and must be identified. (ii) The payment by such person or persons to the owner of the siding of such portion of the cost originally paid by the owner must be determined first. (iii) The tollage for such use must also be decided.(iv) Further, the use of the siding by such person or persons in such manner and to such extent as not to interfere with the free use of the siding by the owner must also be determined. (iii) The tollage for such use must also be decided.(iv) Further, the use of the siding by such person or persons in such manner and to such extent as not to interfere with the free use of the siding by the owner must also be determined. (v) The decision on the payment of cost or the tollage and the decision about the manner in which other persons may use the siding must be arrived at after giving an opportunity to the owner of the siding to state its objections to the proposal. A reasoned order must be passed on the objections of the owner of the siding. (vi) It is only after this process is followed meticulously that the IPA may or may not be granted. In the present case, the IPA was granted on 08.04.2021 without following the procedure and the process set out in Clause 19(c) of the PSA and without following the principles of natural justice. Hence the IPA dated 8.04.2021 has been rightly quashed by the learned Single Judge. 40.The submission of the appellants that the setting up of the PFT by M/s. Shree Cement Ltd. is in interest of larger public is illusory and intended to mislead. The purported PFT sought to be constructed by the M/s. Shree Cement Ltd. is for the use of the M/s. Shree Cement Ltd. alone. M/s. Shree Cement Ltd. has disguised its plan to construct a private siding as if it was a PFT under the 2020 PFT Policy. M/s. Shree Cement Ltd’s real motive is to somehow ride piggyback for a distance of 17.085 km on Ultratech Cement Ltd.'s existing private siding before connecting to the Indian Railways Network. It is borne out from documents filed by the M/s. Shree Cement Ltd. before the learned Single Judge that what M/s. Shree Cement Ltd. proposed to set up was in fact not a PFT but a private siding for its own sole use. In its application dated 9.2.2021, the Feasibility Report dated March 2021 (which was never given to Ultratech Cement Ltd.) arid the Detailed Project Report ("DPR") dated April 2021, M/s. Shree Cement Ltd. admitted that only its own goods produced at its factory would be transported from the proposed PFT which would take off from the existing private siding of Ultratech Cement Ltd.. The Feasibility Report was filed by M/s. Shree Cement Ltd. at Page No.14-44 of its reply dated 19.06.2022 to the additional affidavit dated 10.06.2022 filed by Ultratech Cement Ltd. before the learned Single Judge. The learned Single Judge has rightly held at para 35 of the judgment that the "ultimate object of the respondent no. 5 (M/s. Shree Cement Ltd.) is to use the Railway siding of Ultratech Cement Ltd. for transportation of goods, raw material and manufactured goods, therefore, in the opinion of the learned Single Judge, M/s. Shree Cement Ltd. was within the purview of 'co-user". The contention that M/s. Shree Cement Ltd. is not a co-user because it would be providing services to general public and would not be handling its own goods is a false reason assigned by the appellants and M/s. Shree Cement Ltd. It has been rightly observed by the learned Single Judge at paragraph 44 of the judgment that "With regard to the public interest as argued by the counsel for the respondents, it would not attract in the present case, as impugned IPA has been granted in favour of respondent No. 5 alone." Further, the learned Single Judge has rightly held that M/s. Shree Cement Ltd. and the Railways had not seriously contested the applicability of the 2016 Private Siding Policy. At para 6 of their return to the writ petition, Railways/Appellants quoted the definitions in the 2016 Private Siding Policy. The Respondent No. 2 also reproduced portions of the 2016 Private Siding Policy at para 10 of its return to the writ petition. The Railways as well as M/s. Shree Cement Ltd. relied on the 2016 Private Siding Policy in their returns. Neither contended that the said policy was not applicable. In fact the learned Single Judge has concluded that "The respondents have filed the reply to the pleadings of the petitioner wherein the petitioner has quoted the provisions of the Policy of 2016 without any objection." 41.In response to the contentions raised by the appellant-M/s. Shree Cement Ltd. {in WA No. 432 of 2024} Mr. In fact the learned Single Judge has concluded that "The respondents have filed the reply to the pleadings of the petitioner wherein the petitioner has quoted the provisions of the Policy of 2016 without any objection." 41.In response to the contentions raised by the appellant-M/s. Shree Cement Ltd. {in WA No. 432 of 2024} Mr. Chidambaram, learned Senior Advocate appearing for the respondent-Ultratech Cement Ltd., in addition to what has been submitted above, submits that the appellant-M/s. Shree Cement Ltd. has suppressed material facts and made misrepresentations in its appeal which are as under: (1) Appellant-M/s. Shree Cement Ltd. has suppressed that a tripartite meeting was held on 5.12.2012 between the Railways officials, Appellant and Ultratech Cement Ltd. to discuss inter alia, feasibility of accommodating the Appellant's traffic on the Private Siding of the Ultratech Cement Ltd. The Appellant has suppressed that it was agreed in the said meeting that it was not possible to accommodate the traffic of the Appellant on the single line Private Siding of Ultratech Cement Ltd. and that additional infrastructure was required to be created. The minutes of the tripartite meeting was placed on record by Ultratech Cement Ltd. as Annexure A-5 at Page Nos. 21-23A of additional affidavit dated 10.06.2022 filed by it before the learned Single Judge. (2) The Appellant-M/s. Shree Cement Ltd. has further suppressed the MoU dated 05.02.2016 (for short, the 2016 MOU) recorded pursuant to the above tripartite meeting which contained the terms and conditions regarding upgradation of Ultratech Cement Ltd.'s Private Siding to accommodate the traffic of the Appellant. Costs for such upgradation were to be shared by the Appellant also. The 2016 MOU was placed on record by M/s. Shree Cement Ltd. itself as Annexure R5/1 at Page Nos. 32-33 of return to the writ petition. (3) At para para 11 of the writ appeal, the appellant-M/s. Shree Cement Ltd. has misrepresented the facts. Ultratech Cement Ltd. obtained interim stay of the IPA dated 08.04.2021 on 26.07.2021. Thereafter M/s. Shree Cement Ltd. filed application for vacation of stay. On 28.09.2021 the learned Single Judge allowed M/s. Shree Cement Ltd’s application and vacated the interim stay. Ultratech Cement Ltd. immediately filed Writ Appeal No. 342/2021 challenging order dated 28.09.2021 of the learned Single Judge. Ultratech Cement Ltd. obtained interim stay of the IPA dated 08.04.2021 on 26.07.2021. Thereafter M/s. Shree Cement Ltd. filed application for vacation of stay. On 28.09.2021 the learned Single Judge allowed M/s. Shree Cement Ltd’s application and vacated the interim stay. Ultratech Cement Ltd. immediately filed Writ Appeal No. 342/2021 challenging order dated 28.09.2021 of the learned Single Judge. The Hon'ble Division Bench, by interim order dated 16.11.2021 stayed that part of the order dated 28.09.2021 of the learned Single Judge which granted liberty to Railways to proceed to finalize M/s. Shree Cement Ltd’s project of putting up a freight terminal. (4) M/s. Shree Cement Ltd. has further suppressed order dated 25.05.2022 passed by the Hon'ble Supreme Court in SLP No. 9833 of 2022 filed by Ultratech Cement Ltd. against judgment dated 12.05.2022 of the Hon'ble Division Bench in Writ Appeal No. 342/2021. By this order, the Hon'ble Supreme Court directed the parties to maintain status quo and requested the learned Single Judge to dispose of the writ petition in 6 weeks. (5) Reference made by M/s. Shree Cement Ltd. to order dated 15.07.2022 of the Hon'ble Supreme Court in SLP No. 9833 of 2022 without stating the above context amounts to misrepresentation. By virtue of the above orders culminating in the judgment dated 09.05.2024 of the learned Single Judge, Ultratech Cement Ltd.'s exclusive right over its private siding has been continuously protected and M/s. Shree Cement Ltd. has been allowed to construct on its own land only without connecting to Ultratech Cement Ltd's private siding. 42.Mr. Chidambaram further submits that any purported tax benefit derived by Ultratech Cement Ltd. for investment in its private siding does not entitle the appellant-M/s. Shree Cement Ltd. to ride piggyback on such private siding. The appellant-M/s. Shree Cement Ltd. has alluded to irrelevant facts in the present writ appeal that are beyond the pleadings of the parties before the learned Single Judge. In particular, at paragraph 4 of the writ appeal, the appellant-M/s. Shree Cement Ltd. has referred to a date of "05.04.2017" when Ultratech Cement Ltd. is alleged to have admitted the benefits received from setting up its private siding in the matter M/s UltraTech Cement Ltd. (supra). Such allegations were never pleaded before the learned Single Judge and Ultratech Cement Ltd. has never been afforded an opportunity to respond to the same. Such allegations were never pleaded before the learned Single Judge and Ultratech Cement Ltd. has never been afforded an opportunity to respond to the same. Such allegations are also wholly irrelevant as has also been held by the learned Single Judge at para 28 of the judgment. The appellant-M/s. Shree Cement Ltd. has contended that by way of the writ petition, Ultratech CementL td. sought implementation of terms of contract and that the learned Single Judge has altered the plain language of Clause 19 of the PSA by reading in requirement of obtaining consent. Such contentions are misconceived. The learned . Single Judge has rightly held that the writ petition was not filed to implement terms of contract. In fact when the writ petition, was filed it was not even known to M/s. Ultratech Cement Ltd. that the Railways would rely on Clause 19 of the PSA with it to justify their arbitrary action. Neither was notice issued to Ultratech Cement Ltd. prior to issuance of the IPA dated 08.04.2021 nor did the IPA dated 08.04.2021 itself disclosed that the same had been issued under Clause 19 of the PSA with Ultratech Cement Ltd. The Ultratech Cement Ltd. challenged the arbitrary action of the Railways. The learned Single Judge has right held at para 46 of the judgment that "the petitioner in the present case has not challenged any Government contract entered into between the petitioner and Railways. The petitioner has challenged only the action of respondents No. 3 & 4, whereby impugned IPA has been granted in favour of respondent No. 5 without affording any opportunity of hearing and without obtaining consent of the petitioner." It is well settled that when government action has civil consequences, it can be tested for arbitrariness. Lack of hearing is one of the grounds for challenging government action under Article 14. 43.We have heard learned counsel appearing for the parties, perused the pleadings and documents appended thereto. 44.The writ petition was filed by Ultratech Cement Ltd. seeking quashing of the IPA dated 08.04.2021 and any other permission or approval to further process the application made by M/s. Shree Cement Ltd. for the purported Greenfield PFT under the 2020 PFT Policy including any permission or approval granted by the General Manager, SECR to M/s. Shree Cement Ltd. 45.Both Ultratech Cement Ltd. and M/s. Shree Cement Ltd. are cement manufacturers and are also competitors. The learned Single Judge has passed a very detailed order dealing with all the issues raised in the writ petition and has also referred to the various terms and conditions of the agreements entered into between M/s. Ultratech Cement Ltd. and the Railways and also quoted relevant excerpts of the policies viz. Private Siding Policy of 2005 and 2016, PFT Policy of 2020 / Master Circular on PFT etc. 46.According to M/s. Ultratech, initially two agreements were entered into between M/s. Ultratech and the Railways on 01.02.2008 and 10.08.2010. M/s. Ultratech Cement Ltd. constructed the private siding. M/s. Shree Cement Ltd. made an application to the Railway authorities for setting of Greenfield PFT and IPA was granted vide order dated 08.04.2021. It has been rightly observed that after making of the application, right has accrued in favour of M/s. Shree Cement Ltd. and as such, in a sense, M/s. Shree Cement Ltd. supports the action of the Railways in issuing the order dated 08.04.2021. There is no dispute with respect to the fact that M/s. Ultratech is not taking the income tax rebate or that it is not using the railway network. The learned Single Judge has rightly observed that the issue with regard to eligibility of the M/s. Shree Cement Ltd. to install PFT is within the domain of the Railways and if any observation is made by the Court, it would may have effect on the merits of the claim of M/s. Shree Cement Ltd. 47.It is not disputed that Ultratech Cement Ltd. had established the private siding at its own cost and the sole intention of M/s. Shree Cement is to utilize the siding for transportation of its own goods and and in case, M/s. Shree Cement is allowed to do so, it would fall under the category of co-user. Clause 19(c) of the Policy of 2016 provides that the Railway has the right to use privately owned siding and it can permit any Company to use the private siding and such owner will be entitled to get tollage,however, the consent of the private siding owner whose interest is going to be affected, is also relevant. Clause 19(c) of the Policy of 2016 provides that the Railway has the right to use privately owned siding and it can permit any Company to use the private siding and such owner will be entitled to get tollage,however, the consent of the private siding owner whose interest is going to be affected, is also relevant. In the instant case, M/s. Ultratech Cement Ltd. which is the end user and had constructed the private siding and had borne the entire cost and expenses for its construction, was called to attend a tripartite meeting and discuss the modalities for connecting M/s. Shree Cement Ltd.’s private siding and in that meeting, Ultratech Cement was informed that IPA had already been granted in favour of respondent No. 5, which shows that the entire exercise was done behind the back of M/s. Ultratech Cement Ltd. Even an important fact which as been taken into consideration by the learned Single Judge is that the Railways have not assigned any reason or discussed the eligibility of M/s. Shree Cement to set up the Greenfield PFT. M/s. Ultratech Cement being the owner of the private siding was entitled to collect tollage from any other party which intends to use the said private siding which could only be done before passing any order by the Railways so that the parties may be aware as to what would be the amount of tollage the other party intends to pay to the owner of the private siding and whether the owner of the private siding is agreeable or not. 48.The issue with regard to opportunity of hearing to be granted to M/s. Ultratech Cement Ltd. is of much importance as every person is entitled to get a fair chance of hearing if his rights and interests are going to be affected. The Railways cannot permit any other party to use the private siding of Ultratech Cement Ltd. without its consent and it was Ultratech Cement Ltd. which had incurred the expenses for construction of the private siding. The action of the Railways in granting IPA was in total violation of the principles of natural justice. The Railways can very well permit any third party to use the private railway siding, but with a caveat that the owner of the private siding should be given a fair chance of being heard. The action of the Railways in granting IPA was in total violation of the principles of natural justice. The Railways can very well permit any third party to use the private railway siding, but with a caveat that the owner of the private siding should be given a fair chance of being heard. We are in full agreement with the reasoning and findings arrived at by the learned Single Judge and we do not find any illegality in the order impugned herein whereby it has quashed the IPA dated 08.04.2021 granted in favour of M/s. Shree Cement Ltd. 49.The learned Single Judge, in order to maintain equity, has granted liberty to the General Manager as well as the Senior Divisional Operational Manager, SECR, to consider the application moved by M/s. Shree Cement Ltd. for setting up Greenfield PFT and for grant of IPA afresh, after affording due opportunity of hearing to M/s. Ultratech Cement Ltd. It has no where curtailed the rights of the Railways to consider the application of M/s. Shree Cement Ltd. 50.In view of the above, both the appeals, one filed by the Union of India and the other filed by M/s. Shree Cement Ltd. fail and they are accordingly dismissed.