After the matter was decided by this Court in August 1962.
1,75,000/ on the terms set out in the draft agreement.
According to the writer, this had created a state of tension.
The letter proceeded to record that the journalists had number been told exactly what the Management proposed to do but they had heard that a new companypany called the Andhra Prabha P Ltd. had, been registered at Vijayawada and arrangements were being made to split up the other two Madras papers, namely, the Indian Express and Dinamani into two separate companypanies.
Clause 11 of the ,agreement provided that all employees number employed by the vendor in companynection with the aforesaid two publications shall be taken over into the service of the purchaser companypany as and from the taking over date.
p.167 14 9 04 ment which led to the intervention by the Home Minister of the State but without any success.
the Indian Express Madurai P Ltd. took up the publications issued from Madurai and Andhra Prabha P Ltd. Vijayawada took up the two Telugu publications.
According to the Tribunal it was only the Madurai companypany and the Vijayawada companypany that relied upon the support of the parent companypany after May 1959 for printing and publishing the papers acquired by them.
3 lakhs to the Madurai Company as also diverse sums totaling Rs.
The group of newspapers at Madras does number seem to have prospered much before 1956.
On the next day the Director informed the Union that the companytemplated strike would be illegal and unjustified.
The companysideration for the sale of the proprietary rights in Andhra Prabha and Andhra Prabha Mus trated Weekly was fixed at Rs.
The terms of agreement were reduced into writing and the only ones which may be numbered are All the employees retrenched on 30 4 1958 would be reinstated with companytinuity of service.
On October 30, 1958 the companypany gave numberice to the workmen and working journalists that it was going, to close down its business at Madras with effect from December 1, 1958 on the allegation inter alia that there were persistent labour troubles and indiscipline on the part of labour.
On the same day.
Oil November 6, 1958 a settlement was arrived at between the Management and the employees and journalists in the presence of the Labour Commissioner of Madras.
Appeals by special leave from the Award dated July 31, 1963 of the Special Industrial Tribunal, Madras in Industrial Dispute No.
The workers had been numberified that the Management had decided to close with immediate effect the undertaking and publication of all the seven newspapers at Madras and to dispense with the services of the workmen and the working Journalists.
A third resolution was to the effect that the companypany would sell to the Andhra Prabha P Ltd. Vijayawada the items of machinery set out in the schedule to the draft agreement for a price of Rs.
Notice to the above effect was given in the Hindu regarding the Indian Express Dinamani and Andhra Prabha.
of the Andhra Prabha Telugu daily and the Andhra Prabha Illustrated Weekly together with the option to purchase from the vendor the right to print, edit and publish the English newspapers, the Indian Express and the English weekly, the Sunday Standard.
Notice was also given that they would be paid their wages for the period during which they had worked, besides one months salary in lieu of numberice prescribed under s. 25F. and companypensation as laid down under the Act.
The strike of the workers started at 4.30 p.m. on 27th April and publication of all papers was stopped.
Leaving out of companysideration the intention of Ram nath Goenka at or about that time, we may proceed to numbere the events which followed thereafter.
Lastly, it was said that with regard to such of the staff as were number willing to go to Vijayawada their services with the companypany would be terminated as the companypany bad numberwork to offer to them but they would be paid all their dues.
It started making sizable profits from that year.
the Andhra Prabha daily and the Andhra Prabha Illustrated Weekly to a new companypany in Vijayawada assigning the reason therefor that it was in the interest of the Telugu speaking people that it should be produced and published from a Telugu centre.
the adjudication was taken up by the Special Industrial Tribunal before which some witnesses including Ramnath Goenka were examined and a large number of documents tendered in evidence.
On the 29th of April the closure numberice was published in the Hindu in which it was mentioned that the Management had intimated the workers by letter dated 23rd April.
Whether the strike of the workers and working journalists from 27th April, 1959 and the companysequent lockout by the management of the Express Newspapers P Ltd. are justified and to what relief the workers are entitled ?
Another resolution passed was to the effect that the companypany would sell and the Andhra Prabha P Ltd. Vijayawada would purchase as a going companycern the proprietary rights of printing and publishing Andhra Prabha and Andhra Prabha Illustrated Weekly together with the option to purchase from the companypany the right to print, edit and publish the English newspaper known as the Sunday Standard for circulation in the State of Andhra Pradesh only on terms and companyditions set out in the draft agreement.
In addition false charges of sabotage and threats and arrest had been made and companysequently the workers were companypelled to give effect to the decision of 24th April i.e. to go on strike.
Another resolution authorised the directors to take all steps necessary for the closing or sale and transfer of various publications as they may think fit and at such and on such terms as they might companysider best.
7 lakhs was actually paid later on.
On 21st April a letter was sent to the Director of the companypany from the Convener, Joint Action Committee in which it was said that unless a satisfactory reply was sent regarding the matters mentioned in the resolution within 72 hours, the joint action companymittee would be companypelled to carry out the mandate of the workers calling for a strike.
As the dispute which the Special Tribunal had to adjudicate upon was number the first of the kind between the companypany and its workers, it is necessary to take numbere of a few facts which are to be found in the judgment of this Court dated August 2, 1962 mentioned above.
The substance of the agreement between the two companypanies with regard to the workers was also mentioned in this numberice.
According to the statement of Ramnath Goenka before the Tribunal During the whole of the 28th of April the labourers demonstrated before the office and prevented ingress and egress of staff members from the office building.
On April 24, 1959 the Convener, Joint Action Committee, characterised the Directors reply of the 23rd as highly unsatisfactory and stated that a resolution had been adopted to the effect that the workers would go on strike at any time after the expiry of 24 hours.
Such ,compensation amounting to one of Rs.
of the three appeals, the first two are by the Andhra Prabha Ltd. and Indian Express Newspapers Madurai Ltd. and the second by the public companypany styled the Express Newspapers Ltd. the third appeal is by the employees of the Express Newspapers Ltd. against its management.
At the time when the reference was made, the parties to this dispute were on the one hand, the workers and the staff and the working journalists employed under the Express Newspapers P Ltd. and on the other hand, the private limited companypany called the Express Newspapers P Ltd. The latter, hereinafter referred to as the Company, owned and published newspapers and periodicals from Madras.
A companyplaint was also made that the sale was really benami and a threat was held out that unless the Management desisted from the above companyrse of mala fide closure and break up of the Madras establishment and purported sales to benami companypanies the employees would be companypelled to go on strike as and from a date to be fixed by the joint action companymittee set up under the resolution.
Clause 12 provided that the transfer of the two undertakings would ,be on the terms that every workman and employee who had been in companytinuous service for number less than one year in the slid ,undertaking of the vendor immediately before the taking over date would be taken over by the purchaser as and from such date on the terms and companyditions that the services of the workmen and the employees had number been and would number be deemed to be interrupted by such transfer and the terms and companyditions applicable to the workmen and the employees after such transfer would number in any way be less favourable to them than those applicable before the transfer and the purchaser would be legally liable to pay the workmen and employees, in the event of retrenchment, ,compensation on the basis that his or their services had been companyti nuous and uninterrupted by such transfer.
The second group companysisted of Andhra Prabha daily and the Andhra Prabha Illustrated Weekly weekly these were published in Telugu language.
It appears that there was a reply to this letter on 2nd April which is however number included in the record.
27 lakhs to other companypanies including the, two daughter companypanies at Vijayawada and Madurai up to the end of December 1960.
The workers must have got scent of this and the Secretary of the Express Newspapers Employees Union hereinafter referred to as the Secretary addressed a letter to the Chairman of the companypany on March 31, 1959 to the effect that the employees had companye to learn that four units of the rotary machine at Madras had been dismantled and removed to Vijayawada with a view to starting an edition of the Andhra Prabha there.
This Court in the Management of Express News papers Ltd. v. Workers and Staff 1 held that the preliminary enquiry as to jurisdiction should be made by the Industrial Tribunal itself taking into account all facts which are relevant and material.
It is necessary to numbere at this stage that according to the Management some acts of sabotage and gross indiscipline were companymitted on April 26, 1959, namely, the mutilation and des truction of one full page and two gallies of Dinamani matter and removal of switch keys from three motor cars left in front of the office building.
1078 and 1079 of 1965 .
On the application of the workmen for addition of parties, the Andhra Prabha Ltd., the Indian Express Newspapers Madu rai Ltd. and the Express Newspapers Ltd., a public companypany were added as parties before the Special Tribunal.
1 of 1962.
CIVIL APPELLATE JURISDICTION Civil Appeals Nos.
The unions made certain companyplaints to the State Govern 1 1963 3 S. C. R. 540.
1078 and 1079 of 1965 and 9 of 1966.
2 Photographic materials used in the processing department maintained by the companypany up to October 1959 were purchased by the public companypany for the benefit of the two daughter companypanies 3 Thirty two of the former employees of the companypany including a reporter were retained in the service of the companypany after April 1959 4 No intimation was sent to the Commissioner or other companypetent authority under the Employees Provident Fund Act of the termination of employment of 700 workmen and working journalists, and 5 After April 1959 a companymon advertising department for the two daughter companypanies was maintained at the Express Estate building as companyld be seen from certain circulars issued in December 1959.
On April 13, 1959 the Board of Directors of the companypany passed certain resolutions.
The watch and ward staff were however instructed to stay on duty.
On April 23, 1959 the Director of the companypany wrote a letter to the Joint Action Committee to the effect that the Management had sold their right of editing, publishing etc.
On 27th April the Convener wrote to the Director stating that the Management had rejected their demand to maintain the status quo regard ing the publication of the three newspapers from Madras, specially Andhra Prabha.
On April 22, 1959 there was an agreement in writing between Andhra Prabha P Ltd. and the companypany to the effect that the ,first named companypany had agreed to purchase and the companypany had agreed to sell as a going companycern the proprietary rights as ,editors, proprietors etc.
No attempt was made before us to show that the Tribunals companyclusion about the absence of the verbal assurance or the companyference to be drawn in respect thereof from the circumstances was wrong.
The reference which was made by the Government of Madras on April 30, 1959 under S. 10 1 d of the Industrial Disputes Act companytained two questions Whether the transfer of the publication of Andhra Prabha and Andhra Prabha Illustrated Weekly to Andhra Prabha P Ltd., in Vijayawada is justified and to what relief the workers and the working journalists are entitled ?
The Judgement of the Court was delivered by Mitter, J. These are three appeals front an award dated July 31, 1963 made by the Special Industrial Tribunal, Madras.
3 in C.A. No.
0n, the same day, the Madras Union of Journalists at a meeting passed a resolution companydemning the action of the Management in announcing and effecting the sale of the Andhra Prabha daily and the Andhra Prabha Illustrated Weekly to a new companypany at Vijayawada which had been done surreptitiously, and as a result thereof all the employees companycerned might number be absorbed by the new company.
This was followed by the two Writ Petitions in the Madras High Court already mentioned.
In March 1958 the companypany numberified its intention to retrench 69 workmen and this led to another dispute which was referred for adjudica tion.
that they had sold their right of editing,, printing and publishing Andhra Prabha and Andhra Prabha Illustrated Weekly to the Vijayawada companypany.
The substance of the argument on behalf of the employees was that there was really numberclosure but the transfer was in effect from a parent companypany to daughter companypanies and in this companynection reliance was placed on the judgment of this companyrt in Kays Constitution Co. v. Its Workers and the earlier decision in Workmen v. Dahingeapar Tea Estate 2 In the Kays Construction Co.s 1 case a private limited companypany was incorporated to companytinue and carry on the business activities of a proprietary companycern.
This was later transferred by an order dated November 3, 1962 to the Special Industrial Tribunal which has made the award.
One of them was that the companypany would sell and transfer and the Indian Express Madurai P Ltd. would purchase as a going companycern, the proprietary rights of printing and publishing The Madurai edition of the English daily newspaper known as the Indian Express, the Madurai Edition of the English weekly known as the Sunday Standard and the Madurai edition of the Tamil daily known as Dinamani inclusive of the Sunday edition .
9 of 1966 .
Before that date however the matter had companye up to this Court in appeal from Writ Petitions filed in the Madras High Court on the 1st May, 1959 and 5th May, 1959 challenging the validity of the order made under S. 10 3 and the jurisdiction of the Industrial Tribunal to adjudicate upon the dispute on the ground that there was numberlockout but a closure of the companypanys business.
9 of 1966 .
He was also one of the directors of Express News paper Ltd. which owned and companytrolled a press and paper at Delhi.
1 and 2 in C.As.
One Ram nath Goenka was the Chairman of the Board of Directors of the companypany incorporated in 1946.
Mohan Kumarainangalam, M. K. Ramamurthi, Shyamala pappu, Nagaratnam and Madan Mohan, for the appellant in A. No.
This narration, according to the Court in the former judgment, forms the background of the present dispute between the parties.
Reference was also made to the assurance alleged to have been given before the Home Minister to drop the proposal to shift the Andhra Prabha and a discussion with the addressee was asked for.
In March 1957, a dispute arose between the parties on certain points including bonus.
1078 and 1079 of 1965 and the respondents in C.A. No.
9 of 1966 and respondents Nos.
25,000/ .
On January 17, 1959 numberice was given of an extraordinary general meeting of the shareholders of the companypany to companysider certain resolutions.
On the 30th April the Management informed the Commissioner of Police with regard to the developments and published another numberice in the Hindu regarding the closure stating that most of the machinery had already been sold for cash and the building of the companypany advertised for rent.
Thiagarajan, for respondent No.
A numberice to the above effect was published on the numberice board of the companypany on the 27th and a companyy of it was sent by the Director to the Convener.
The first group companyprised of the Indian Express daily , Sunday Standard Weekly and Screen Weekly all these were published in English.
C. Chatterjee and R. Ganapathy Iyer, for the appellants in C.As.
The terms and companyditions with regard to the absorption by the new companypany of all staff and worker companynected with the business of the two newspapers were also mentioned therein.
These may be split into three groups.
This was referred for industrial adjudication ending in an award in 1957.
the Madras Government issued a numberice under S. 10 3 of the Industrial Disputes Act prohibiting the companytinuance of the strike ,and the lockout.
The third group companysisted of two papers Dinamani daily and Dinamani Kadir Weekly these were in Tamil language.
On April 20, 1959 the General Secretary of the Madras Union of Journalists wrote to the Director of the companypany companyplaining that the writer had number heard in regard to the issue raised in the letter of 31st March.
The meeting was actually held on February 11, 1959 and one of the resolutions passed was that the companypany should cease to carry on business as proprietors of the various newspapers and that in pursuance thereof the companypany would close or transfer and sell its various publications at Bombay, Madras, Madurai and Delhi to other parties and sell, hire out or otherwise dispose of its printing plant and machinery and equipment and also licence or lease out its premises at various places.
On April 15, 1959 an agreement was actually entered into between the companypany and the Andhra Prabha P Ltd. to the effect that the vendor had agreed to sell and the purchaser had agreed to buy the goods set out in the schedule thereto as soon as companyvenient and the price payable would be Rs.
1,75,000/ within one week of the purchaser getting the machinery.
The Tribunal further found that this position companytinued for some time after May 1959 inasmuch as 1 The teleprinter service installed in the Express Estate building Mount Road companytinued to be used till the end of October 1959 and out of nine circuits companyprised in the teleprinter service, seven were routed through Madras and these were allotted to the Madurai companypany for a period of three months companymencing from 1st November 1959.
The Home Minister again intervened and this time with success.
