 bill no 118 of 1982 the amritsar oil works (a2quisition and transfer of undertakings) bill, 1982 arrangement of clauses chapter i plu!:ummary clausfs1 short titlt: 2 definitions  chapter ii acqvisitlon and transfer of amrrrsar oil works3 transfer to, and vesting in, the central government uf amritsar oil works 4 general effect of vesting 5 power of central government to direct vesting of the amritsar oil works in a government company 6 the amritsar sugar mills company to be liable for certain prior liabilities  chapter iii payment of amount7 payment of amount  chapter iv management, etc, of amritsar on works8 management, etc, of amritsar oil works 9 duty of pt'l'sons in charge of management of amritsar oil works to deliver assets, etc 10 duty of persons to account for assets, etc 11 duty of amritsar sugar mills company to furnish particulars  chapter v provisjons relating to employees of amritsar oil works12 continuance of employees 13 provident fund and other funds  chapter vi commissioner of payments clauses14 appointment of commissioner of payments 15 payment by the central government to the commissioner 16 priority in relation to claims 17 cjaims to be made to the commissioner 18 proof of claims 19 disbursement of money by the commissioner to claimants 20 undishursed or unclaimed amount to be deposited to the general revenue account  chapter vii miscellaneous21 act to have overriding effect 22 contracts to cease to have effect unless ratified by the central government or government company 23 penalties 24 offences by companies 25 protection of action taken in good faith 26 delegation of powers 27 power to make rules 28 power to remove difficulties a bill to provide for the acquisition and transfer of the right, titze and interest of the undertakings of the amtitsar sugar mills company in rezation to the' amritsar oil works with a view to sustaining and strengthening the nucleus of public owned or controlled units required for ensuring supply of wholesome vanaspati and refined edible oils to the public at teasonable prices and thereby to give effect to the policy of the siate towards securing the principles specified in clauses (b) and (c) of artic,le 39 of the constitution whereas the amr~tsar sugar mills company has through lts undertakings, namely the factory known as the amritsar oil works, amritsar been engaged in the manufacture and production of certain commoditjes, namely, vanaspati and refined edible ohs, which are essential to the 5 needs of the community; and whereas the management of the said amritsar oil works was taken over by the central government under the industries (develop-65 of 1951 ment and regulation) act, 1951; and whereas it is necessary to acquire the undertakings of the 10 amritsar sugar mills company in relation to the said amritsar oil works for sustaining and strengthening the nucleus of public owned or controlled units required for ensuring supply of wholesome vanaspati and refined edible oils to the public at reasonable prices; and whereas such acquisition is for giving effect to the policy of the 15 state towards securing the principles specified in clauses (b) and (c) of article 39 of the constitution; be it enacted by parliament in the thirty-third year of the republic of india as follows:-chapter i 20 preliminary 1 this act may be called the amritsar oil works (acquisition and short transfer of undertakings) act, 1982 title z in this act, unless the context otherwise requires,-deflni-(a) "amritsar oil works" means the undertakings of the amritsar sugar mills company which are engaged in the manufacture, production and marketing of vanaspati and refined edible oils; (b) "amritsar sugar mills company" means the amritssr sugar 5 mills company limited, amritsar, a company within the meaning of the companies act, 1956, and having its registered office at po rayon i of 1956 mills, chheharta, amritsar, in the state of punjab; (c) "appointed day" means the date of commencement of this act; (d) "commissioner" means the commissioner of payments 10 appointed under section 14; (e) "date of taking over" means the date on which the management of the amritsar oil works of the amritsar sugar mills company was taken over by the board of management by virtue of the order of the government of india in the late ministry of industrial 15 development, no so 542 (e) i 18aai idraj 74, dated the 13th september, 1974, made under sub-section (1) of section 18aa of the industries (development and regulation) act, 1951; 65 of lel (f) "notification" means a notification published in the official gazette; 20 (g) "prescribed" means prescribed by rules made under this act; (h) "specified date", in relation to any provision of this act, means such date as the central government may, by notification, specify for the purpose of that provision and different dates 25 may be specified for different provisions of this act; (i) "the government company" means the government company in whlch the amritsar oil works are directed to vest under sub-section (1) of section 5; (j) words and expressions used herein and not defined but 30 defined in the companies act, 1956, have the meanings, respectively, i 011_ assigned to them in that act  chapter ii acquisition and transfer of amrrrsir oil works3 on the appointed day, the amritsar oil works and the right, title and interest of the amritsar sugar mills company in relation to the 35 amritsar oil works shall, by virtue of this act, stand transferred to, and shall vest in, the central government transfer to, and vesting in, the central government of amrltsar ou worka general effect of vesting 4 (1) the amritsar oil works shall be deemed to include all assets, rights, lease-holds, powers, authorities and privileges and all pro 40 perty, movab1e arid immovable, including lands, buildings workshops, stores, instruments, machinery and equipment, cash balances, cash in hand, reserve funds, investments and book debts pertaining to the amrft-bar oil works, and all other rights and interests in, or arising out of, such property as were immediately before the appointed day in the 45 ownership, possession, power or control of the hnritsar sugar mills company, in relation to the amritsar oil works, whether within or outside india, and all books of account, registers and other documents of whatever nature relating thereto 5 (2) all properties as aforesaid which have vested in the central government under section 3 shall, by force of such vesting, be freed and discharged from any trust, obligation, mortgage, charge, lien and all other incumbrances affecting them, and any attachment, injunction or decree or order of any court or other authority, restricting the use of such properties 10 in any manner or appointing any receiver in respect of the whole or any part of such properties shall be deemed to have been withdrawn (3) every mortgagee of any property which has vested under this act in the central government and every person holding any charge, lien or other interest in, or in relation to, any such property shall give, within 15 such time and in such manner as may be prescribed, an intimation to the commissioner of such mortgage, charge, lien or other interest (4) for the removal of doubts, it is hereby declared that the mortgagee of any property referred to in sub-section (3) or any other person holding any charge, lien or other interest in, or in relation to, any such pro-20 perty shall be entitled to claim, in accordance with lils rights and interests, payment of the mortgage money or other dues, in whole or in part, out of amounts specified in section 7, but no such mortgage, charge, lien or other interest shall be enforceable against any property which has vested in the central government 25 (5) any licence or other instrument granted to the amritsar sugar mills company in relation to the amritsar oil works which has vested in the central government under section 3 at any time before the appointed day and in force immediately before that day shall continue to be in force on and after such day in accordance with its tenor in 30 relation to, and for the purposes of, the amritsar oil works, and, on and from the date of vesting of the amritsar oil works under section 5 in a government company, that government company shall be deemed to be substituted in such licence or other instrument as if such licence or other instrument had been granted to that government company and 35 that government company shall hold it for the remainder of the period for which the amritsar sugar mills company to which it was granted would have held it under the terms thereof (6) if, on the appointed day, any suit, appeal or other proceeding of whatever nature instituted or preferred by or against the amritsar sugar 40 mills company in relation to the amritsar oil works, is pending, the same shall not abate, be discontinued or be, in any way, prejudicially affected by reason of the transfer of the amritsar oil works or of anything contained in this act, but the suit, appeal or other proceeding may be continued, prosecuted or enforced by or against the central govern-45 ment or where the amritsar oil works are directed to vest in a government company under section 5, by or against the government company 5 (1) notwithstanding anything contaihed in sections 3 and 4, the central government may, if it is satisfied that a government company is willing to comply, or has complied, with such terms and conditions as that government may think fit to impose, 'direct, by notification, that the amritsar oil w·:>rks and the r:ght, title and interest of the amritsar sugar 5 mills company 1n relation to the amritsar oil works which have vested in the central government under section 3, shall, instead of continuing to vest in the central government, vest in that government company either on the date of the notification or on such earlier or irter date (not being a date earlier than the appointed day) as may be specified 10 in the notification power of central government to direct vesting of the amritsar oil works in a government company (2) where the right, title and interest in relation to the amritsar oil works vest in a government company under sub-section (1), the government company shall, on and from the date of such vesting, be deemed to have become the owner of the amritsar oil works and all the is rights and liab:iities of the central government in relation to the amritsar oil works shall, on and from the date of such vesting, be deemed to have been the rights and liabilities, respectively, of the government company 6 (1) every liability, other than the liability specified unaer' sub- 20 section (2), of the amritsar sugar mills company in /felation to the amritsar oil works in respect of any period prior to the appomted day shall be the liability of the amritsar sugar mills company and shall be enforceable against it and not against the central government or where the amritsar on works ve9t in a government company, against the 25 government company the amritsar sugar mills company to be liable for certain prior liabilities (2) any liability in respect of the amount advanced after the date of taking over to the amritsar sugar mills company in relation to the amritsar oil works together with interest due thereon and the wages, salaties and other dues of persons employed in the amritsar oil works 30 in respect of any period after the date of taking over shall, on and from the appointed day, be the liability of the central government and shall be discharged by the central government or, for and on behalf of that government, by the government company as and when repayment of such amount becomes due or as and when such wages, salaries 35 and other dues become due and payable (3) for the removal of doubts, it is hereby declared that,-(a) save as otherwise expressly provided in this section or in any other section of this act, no liability, other than the liability specified in sub-section (2), of the amritsar sugar mills 40 company in il'elation to the amritsar oil works in respect of a period prior to the appointed day shall be enforceable against the central government or the government company, as the case may be; (b) no award, decree or order of any court, tribunal or other 45 authority in relation to the amritsar oil works, passed after the appointed day, in respect of any matter, claim (jr dispute 'in relation to any matter, not being a matter referred to in s'ub-section (2), which arose before that date sh8ll be enforceable against the central 50 government or the government company, as the case may be; (c) no liability incurred by the amritsar sugar mills company before the appointed day, for the contravention, in relation to the amritsar oil works, of any provision of law for the time being in force, shall be enforceable against the central govern-5 ment or the government company, as the case may be  chapter iii payment of amoun'f7 (1) for the trans£er to, and vesting in, the central government, under section 3 of the amritsar oil works and the right, title and interest payment of amount 10 of the amritsar sugar mills company in re!ntion to that works, there shall be given by the central government to the amritsar sur:-ar mills coinyj1n:v, in cash and in the manner specified in chapter vi, an amouldt equal to a sum of sixty-four lakhs, forty-eight thousand, nine hundred and forty-four rupees and sixty-fh'e paise '5  (2) in addition to the amount specified in 8ub-section (1), there shall also be given to the amritsar sugar mills company by the central government an amount calcu~ated at the tate of ten tholls~nd rupees per annum for the deprivntion of the amritsar sug-at milt's compll'dy of the management of its amritsar oil works for the period commencing 20 on the date of taking over and ending with the appointed day (3) the amount specified in sub-&edion (1) and the, amount calculated in accordance with the provisions of suh-s-c-chon (2) shall carry s!mple interest at the rate of four per cent per annum for the period commencing on the ~appointed dav and endin~ on the date on 25 which payment of such amount is m~de by th,1'> central government to the cmnmissioner  chapter iv management, etc, of amritsar oil works8 (1) on the appointed day, the general superintendence, direction 30 control and management of the affairs and business of the amritsar oil works shall,-management, etc, of amritsar oil works (a) where a direction has been made by the central government under sub-section (1) of section 5, vest in the government company specified in such direction; or 35 (0) where no such direction has been made by the central government, vest in one or more custodians appointed by the central government 'under sub-section (2), and thereupon the government· company so specifierl or the custodian or' custodians so appointed, as the case may be, shall be entitled to 40 exercise, to the exclusion of all other per~ons, all such powers and do all such thinp:s as the amritsar su,q;ar mills company is authorised to exercise and do in relation to its amritsar oil works, (2) the central government may appoint one or more individuals or a government company as the custodian or custodians of the amritsar oil works in relation to which no direction has been made by it under &"ub-section (1) of section 5 (3) the custodian or custodians so appointed shall receive, from the funds of the amritsar oil works, such remuneration as the central 5 government may fix and shall hold office during the pleasure of the central government (4) the custodian or custodians of the amritsar oil works shall maintain an account of the amritsar oil works in such form and manner 10 and under such conditions as may be prescribed and the provisions of the companies act, 1956, shall apply to the audit of the accounts so 1 of 1956 maintained as they apply to the audit of the accounts of a company 9 on the vesting in the central government or a government company of the amritsar oil works, all persons in charge of the 15 management of the amritsar oil works immediately before the date of such vestin~, shall be bound to deliver to the central government or the government company or to such person or body of persons as the central government or the government company may specify in this behalf all assets, books of accc1llnt re~sters or other documents in their 20 custody relating to the amritsar oil works duty of persons in charge of management of amritsar oil works to deliver assets, etc duty of persons to account for assets, etc 10 (1) every person who has, on the appointed day, in his possession or under his control any assets, books, documents or other }'apers relating to the amritsar oil works which has vested in the central government or a government company under this act, and which 25 belong to the amritsar sugar mills company or would have so belonged if the amritsar oil works had not vested in the central government or the government companv shall be liable to account for the said assets, books, documents and other papers to the central government or the government company, as the casp may be and shall deliver them up to 30 the central government (')r thp f;overnment coml'any or to such person 01' bodv of petrons as the central government or the government company may specify in this behalf (2) the central government mav take or cause to be taken all necessary steps for seculj'in~ posses~ion of the amritsar oil works which 35 has vested in it under section 3 11 the amritsar sugar millr com'oanv shall, within such period 8s the central government may allow in this behalf furnish to that ("'o,'ernment a complete inventory of all its pl'oppttip!i and assets as on the ~mpointed ~av, t'i~t'1:";ninlt to the amritsllr oil wal'ks wftfeh has 40 vestert in thf! central government und  , ser,tll'lo 3 and fo," th's l'ul'pose the centr~l gnv,mment 0'" the government comn'lnv rhad afford the amritsar sugar mills comprny all reasonable facilities duty of amritsar sugar mills company to furnish particulan  chapter v paoyisions ielatlxg to dlpidywi'a of ajo;ri!$ar oil wmum12 (1) every person who has been, immediately before the appointed ~e day, employed by flc amritsar sugar mills company in connection of 5 with the amritsar oil works shall, bec:ome-employee • (4) on and from the appointed day, an employee of the central government; and (b) where the amritsar oil works is directed, under subsection (1) of section 5, to vest in a government company, an employee of that company on and from the date of such vesting, 10 and shall hold office or service under the central government or the government company, as the case may be, witb the same rights and privileges as to pension, gratuity and other like matters as would have been~ admiss'ible to him if there had been no such vesting and shau i 5 continue to do so unless and until his employment under the ~entral 'government or the government company, as the case may be, is duly terminated or until his remuneration or other conditions of service are duly altered by the central government or the government company, al the ease may be  go '(2) notwithstanding anything contained in the industrial dilputa 14 of 1947 act, 1947, or in any other law for the time baing in foree, the 1:radder of the services of any officer or other person employed in the amritsar on works to the central government or the government company shall not entitle such officer or other employee to any compensation sis under this act or any other law for the time being in force and no such claim shall be entertained by any court, tribunal or other authority provi-denlt fund and, ' other tudela        13 (1) where the amritslh" sugar mills company has established -    provident fund, superannuation fund, welfare fund or other fund for    the beneftt of persons employed in the amritsar oil works, the modies 30 relatable to the officers and other employees, whoje 88ryices have    become transferred by or under this act to the cqtral government or    the government company shall, out of the moniet standing, on                                                                                                  the    appointed day, to the credit of such provident fund, superannuation     fund, welfare fund or other funds, stand transferrecl to, and veat in, 3s the central government or the government compaq,, as the ease may     be ,-  (2) the- monies which stand transferred under sub-"seetion (1) to t~e central government or the government company, u the cue may  ~ shall be dealt with py that government or the government company 40 in such manner as may be prescribed  chapter vl commissiondt or pandits -14 (i) tile ceo,-' govel'llment had, for the jmii\nb 01  the_  ts pajable under section 'i to the amrltaar &apr lillie com-'5 ':~"" " notulcm1ojlj appoint a commillioner of piijiddcs appohltment of commiss~ of pq'-men"-(2) the central government may appoint such otbeir perions - it may think fit to assist the commissioner and thereupon the commjs sioner 1iutj athorise' ode or ~ ef 81leh peiiiclitb illig!: -wdm all or any of the powers exercisable by him under this act, and ditrenat p8ri0hs:ibaly' be authorised to _~ di1ferent' powttts' 5  (3) any person authorised by the commissioner to exerelse -ny of the powers exercisable by the commissioner may exercise those powers in' the snme manrier and with the same effect as if they have been conferred on that person directly by this act and not by way of authorisation j 0 (4) the salaries and allowances of the commissioner and other pel'8ods appointed u'nde, this section shall be defrayed out of tile 0f6t01i dated fubd of indit -  15 (1) the c'entral government shall, within thirty days fr&m·the sp~ifie'd date, pay, in cash, to the comniissioner, for payment to· fii~ 15 amrlisar sugar mills company, an amount equal to the amotint 'ptttfd in section 7 payment by tjhe central government to the commislsioner (2) a deposit aceount shall be opened by the central governmeat in favo'ur of the commissioner in the public account of india, and  ,~ amount paid under this act to the commissioner shall be deposited by 2q kim to' the credit of the said deposit account, and therea~r th~ aaid ~t, aedount  allah be operated by the coriunf8sioner (3)' interest accruing on the amount staiid1iig to the credit of' tae deposit account referred to in sub-section (2) shall enure to the bejldt of the amrltsar sugar mills company 18 (1) every secured debt due from the amritsar sugar mills company shall have priority aver all other debts and shall ber paid in ackbrdance with the rights ~nd interests of the sec'ured creditors: priority in  relatil)n '~ elaimt  provided that where the secured debts are due to different creditors by ·reason of the hypothecation of different assets to them, such debt 30 flhall1ie ~ajd in full in accordance with the rights and iriterests of suoh eriditoi's  (2) notwithstanding anything contained in any other law for  the time beiftg hi force, there shall be paid in priority to all other· uns!cur!d debts,-35 (a) all revenues, taxes, cesses, rates and any other dues payable immediately before the appointed day, ,to the central govermnent, " state governments, ideal authorities and state eleetlliclty :boards 111 relation to the amritsar oil werks, as the ease may be:  ,  ' (b) all amounts due in respect of any compensation or llabu1ty 40 for compensation under the workmen's compensation act, 1923, in 8 of 1_ respect of the death or disablement of any employee of the amritsar 5'iig$- ''mills company in relation to the amritsar oil wo~i, thilest • th';::·~id'·:eofupani has, under bucha contract with !niul'fts'''s tlj mentioned' 'lh"·ieclien 14 of ·the said act, rights ciipllb1e ot· bmftt e tranifelted to, and vested in, the workmen; (0)  all sums deducted by the~ s_"car ,mmlt(~ umb the salarygr wages ()f ,any ,employee of ,~tibe ajpqtfal" \s~ mills company in relation to the amritsar oil wotks ,for ~t :~ lmy  prov~di;lnt fund or any other fund establishedfor tbe welfare 5 :of - the employees but not deposited to the' credit of such funds  '(8)  ,the debts specified insub-eection (2) ehallll'ank eq~yalllaa& themselves and be paid in full, unless the b~ of 'tbe ~tlejt· at~r ,~t~ the ~bilities referred to in sub-se¢,i,q)1 (1) is j~l1mct tojmet ; them, in which c~e they shall al;>a,te in eqqal p~~portion,s ~~;' 10 b  aid d' 1     i e 11 ,,secor mg y  ~ -aj,: claims to be ma4e to the com~j4-sion~:r 17 every person having a claim,against theamritsar sugar mills ccndpaay in relation to!tbe aroxitsar oilwor~ksaral1 ~~ch cwm bre the commisioner with,ip jbirty 9ays~om the ~ifi~d ~~: provided that if the commissioner is satibfted that the c;laimant was 15 "'preven~d'-by sufficient cause from preferring the -claim within th&  said· period· of  thi·rty days,' he mayentertam the claim within a further period ·gf thirty days, but not thereafter  proof ot clail'dl   11 (1)  t~ ~ommissioner s~al1 fix a date on or be~ore wl:rlch every cliidlant shall 1ue the proof of his claim  failing ,which  he wijl ~e 20 e~ded from the benefit of the disbursements m(lde q)', ~e<:c:,m­missioner (z) not less than fourteen days' notice of the date so fixed shall be giv~n by advertis~ment in one issue of any daily ~wspaper iu 'the ~~glish language having circulation in the major p~ of the country 25 and in· one issue of any daily newspaper in such regional languaje as the commissioner may consider suitable, and every such noticeshall call upon the claimant to file the proof of his claim with the comnpssioner within the period specified in the advertisement ; (3) every claimant who fails to file the :proof of ,his ~un ;>v,i~ 30 the period specified by t~  cqlilm~sioner shall be exoluded ~m·~he disbursements made by the commissioner (4) the commissioner shall, after such investigation as may, in his opinion, be necessary and after ,givibg \the;amritsar sugar mills company an,{ipp~~y ofi~fu~g,t~e claup;;and,~~~ si~jpe  ;c;1~t, a 3"~z~~ qp'po;t~ty of~ng ~ard, by 0~4er, in'''!'~i,~t\,~ ~ ~l1e ~jl~in :~hole or in part ' (5) the;~ioner shall have the power to regulate bib own procedure in all matters arising out of the discharge of his 1uneti9jii, iz)d~dulg theplace or pl~c::es at \y'hich he will hold hiss~ttiilgs  ~ s~ll, 4of4»r tbe,purposeof malcingany investigati9n under this act, have ~he,~~!jle  povl~sas, ~~e vest~ in a civil court under the code of ci~ pr~cedu~, i of 1908 19()8, while trying a suit, in ~pec,:t of the foll:owing matte!ll, naplely::-(a) the summoning a~d enforcing the attendance df;any ,wit~sb ailde)l:ami~g ~,on oath; 45' (0) ·,the ,discovery and production of any documellt or ou1er :lpatel'jal ob~t produc;ible as evidence; (c)  the reception of evidence' on aftldavita; (d) the issuing of any commission for the examination of witnesses 50 (6) any investigation before the commissioner shall be deemed to be a judicial proceeding within the meaning of sections 193 and 228 of the dlabunement  of ~ bytbe commis 8ioner to claimanti ind:iad penal code and th& commj~cmer shall be, deemed tq be a civil 4& of 1880-court ·for the purpoie of section 1~ and cbapterxxvi ot the code of 0rimidal· procecl\n, 1973  2 of 1974 (7) a claimant, who is dissatisfied with the decision of the commissioner, may prefer an appeal &pinat the decision to the principal civil 5 cgurt of original jurisdiction within the local limits of whose jurisdiction the anuitsar 00 works is situate<i: pl'dvided that where a person who is a judge of a high court is' appoli1ted to be the commissioner, such appeal shall lie to the high court of punjab and haryana and such appeal shall be heard and dia~ 10 posed of by not leas than two judi,es of that high court it where, alter meetine the c1aitns admitted by him of secured creditors, and unsecured creditors lulvine priority under sub-section (z) of  section 16, the total amount of the claims of other unsec'tred creditors admitted by the commissioner does not exceed the balance of the 15 amount left after meeting the liabilities referred to in sub-sections (1) and (2) of section 16, every admitted claim of such other unsecured creditors, shall rank equally amons themselves and be paid in full, and the balance, if any, ahall be paid to the amritsar sugar mills company; _ but where such amount is insufticient to meet in full the total amount '20 of such admitted ciahns, all such claims shall abate in equal proportions and be paid accordingly undiabuned or unclaimed amount to be deposited to the jenera! revenue account 20 any money paid to the commissioner which remainsundisbui-sed or unclaimed on the date immediately preceding the date on which the oftlce of the commissioner is finally wound up, shall be  paid by the 25 commissioner, before his oftice is finally wound up to the generall'evenue accouut of the central government; bl1t a claim to any money so tra~ £erred may be preferred to the central government by the person entitled to such payment and shall be dealt with as if such transfer had not'" been made, and the orcisr, if any, for payment of the claim being 3 tteated as an order far the !'efund of the revenue  chapter vii mmcajalfiilol)'sact to have o~ ridinj effect ,; zi the provisions of th1s act shall have efrect notwithstanding anytbmg inconsistent therewith contained in any other law for the time 5s being in force or in any instrument having effect by virtue of any ·law, other than this act, or in any decree or order of any court, tribunal or other authority contract to ceue to have effect! , 22 every contract, entered into by the amritsar s'ugar mills company in relation to the amritsar oil works which has vested in the central 40, government under section 3, tor any service, sale or supply 'and in force immediately before the appointed day, shall, on and from the expiry of a period of thirty days from the appointed day, cease to have effect unless such contract is, before the expiry of that period, ratified, in writing, by the central government or the government company and 45,:-in ratifying such contract the central government or the government company may make such alteration or modilieation therein as it may tlilitk' fit:   udl~ ~ed bytbe central government or gaven&-mas ti c'qiilp&ilj' - , provi4~ that the cen~rat gqvernment or the government company slallu ~t :::omit t~ ratify acqdu-aet 8lldsball not mu any alteration or m~~tionin 'a ~ontract-5 (a) unless it is satisfied that such contract is unduly onerpus or has been entered into in bad faith or is detrimental to the interest 'of the central govemment or the government company; and (b) except after giving the parties to the contract a reasonable opportunity of being heard and except after recording in writing its reasons for refusal to ratify the contract or for making any alteration or modification therein 13 any person who,-penalties (s) having in his possession, custody or control any property forming part of the amritsar oil works, wrongfully withholds such property from the central government or the government company; or 15 (b) wrongfully obtains possession of, or retains, any property forming part of, the amritsar oil works; or 20 (c) wilfully withholds or fails to furnish to the central government or, the government company or any person or body of pers~ns specified by that government or the government company, as the case may be, any document relating to the amritsar oil works which may be in his possession, cus~y or control; or (d) wilfully fails to deliver to the central government any inventory of property and asset forming part of the amritsar oil works; or (e) fails to deliver to t~ central government or the government company or any person or body of persons specified by that government or the government company, any assets, books of account, registers or other documents in his possession, custody or  control relating to theamritsar oil w91'ks; or  (j) wropgfully removes or destroys any property forming part ', 'of 'the -anl1'itsar ou'workaor prefers any claim under this act which ;' he knows' or has reason to believe to be false or grossly inaccurate, shall be punishable with imprisonment for a term which may extend to 35 two years, or with fine which may extend to ten thousand rupees, or with both  offence, by companies 24 (1) where an ottenca under this act has been committed by a company, every person who, at the time the offence was committed, was in charge of, and was responsible to, the company for the conduct of 40 the business of the company, sa well as the company, shall be deemed ' to ,be guilty of the offence and 'shall be liable to be proceeded against arid puriished accordmgly:  provided that nothing contained in this sub-section shall render any such person liable to any punishment, if he proves that the offence 45 was committed without his knowledge or that he had exercised all due 1,~qujgencete"prevedt the c:ommiasion of such offence (2) notwithstaiiding :'&nythin!lr :contamad 'in' 'sub4eetigb (:j:),  any often:ce dnder ulti,actlhu','bmnt~ by',,"llompany'utl:tt:ta proved that the offence has been committed withthe'ccmsent 'at' "'cgi1-nivance of, or is attributable to july n~glectentbe part ot,anydirector, manager, secretary or other officer of the c~y, ,such "director, 5 manager, secretary or other officer shall be deemed to he  jplilty :of i that , offence and shall be liable to be proceeded against and punished accord~ in!i1y·  e:rpla71ation  :for the purposes of' this section,-(a) "company" means any body corporate : and inc1u_ 'a ftrm 10 or other association of individuals; and (b) "director", in relation to a firm, means~t'1'9rtaer(in'the arm  protection of action taken in good faith 25 (1) no suit, prosecutign or,otherl~p:toceedingshau lie against the central' government or any officer of that govenunent-or, the ,government company or other person authorised ,by that ,goveramant or 15 the government company for anything which is in good faith doat! or intended to be done under this act (2) no suit or other leg&l,~~8ba1l lieragainst·the genua! government or any of its ofticers or other employees or the government company or any ofticer or, o1lber:person authori8ed by that company for 20 any damage caused or likely to ·beeauaeid:by[aa,tbingwiuch· il in'lgood faith done or intended to bed01!le under'tbis1act delegation of powers 26 (1) the centl'algownunent may,'by·notiftcaticm, direct that all or any of the powers exercisable by it under this act, ,other than the powers conferred by sections 2'7 and' 28,' may' also be· exercised: by such 25 person 'or persons as 'may be'spec'tfled in the' notifteation (2) whenever any delegation of power is made under sub-section (1) " the person to whom'such 'power' has' been"delegated 'shati 'act under the' direction, control'mid supervision of "the &mtral government "27 (1) thecentr81 government m~y, i)y,notificatiotl,make tule& for so carrying out the provisions of this 'act power to make rules '(~) in' partieul8r, and -without p~judice to the aener8l\tyof the jorego1t1g powers, such rules ~ provide isjr ,au orany of the follqwing matters, namely:-(a) the time within which, and the manner in which,an jnti~)35 reation reterred to in sub-section (3) of section 4 shall be given; (b) the form and manner in which, and the conciwoua, \uuler which, the custodian ,or custodians s1i8ji,maintain, accounts  as required by sub-section (4) of section 8; (c) the tn8l1ller in which" the monies in ~y provident:tund,or40 otherfurtd, r'eferred' to"in' sub-sel:t1on (2) of, section 13 shill ,be dealt with; (d) any other matter which is requir~d' to be, or may be" :pre ctlbed , :' ' ",  (3) every rule made~dy~eeal:~~:iitje-lal:i)u'1t5 be laid, as soon as may be after it is made, before each house of parlia- 1d8i1i while;ii isin aeaaiondar ill total period of thirty· days which may ~ ·campmfidtoim s!i!8iioib gr'·in: two, or more auaeessiv8 sessions~· if, baiera tna: expiry at the: s1ii8ion: immediately· following the session or the: 8uceusive sessiona afodes8td:, both houses agree in making any modifi-5 cmtion, in the rule oj!" both houses: agree that the rule should not be made, tile rule·thali 1ibernfter have eft'ect only in such modified fonn or be e1uo:'e1fectt, as tbec:ase id1i¥ ~ so, however, that any such modiftcation or annulment shall be without prejlldice to the validity of anything previousliy done 11ddar that rule 10 21 it any difficulty arises; in givm, effect to the provisions of this act, the central government may, ~ order, not inconsistent with the pro-~siooa of tru acrt, remove the' dlftlculty: power to remove difftculties pmvided that no such order shall be j;d&de after the expiry o~ a l'eriod of two years from the appointed day  statement of objects and reasonsthe amritsar sugar mills company limited is a public limited company incorporated in 1924 with ita head office at amritsa4' it hu two units, viz, the amritsar oil works, amritsar and the anu·~tsar sugar mills at rohankalan, uttat pradesh the company was not being rnana~~d in a manner befitting its size and position this led to gross mismanagement and grave financial irregularities in its working as a result, the amritsar oil works remained closed for nearly 18 months the management of the amritsar oil works, one 'of the two units of the company was, therefore, taken over in september, 1974 by the central government under section ibm of the industries (development and regulation) act, 1951 the amritsar sugar mills at rohankalan had· initially been taken over for management by the government of uttar pradesh under the defence of india rules later, on the expiry of the defence of india rules, it was taken over by the government of uttar pradesh under the uttar pradesh zamindar1 abolition and land reforms act since then the unit is being managed by a receiver appointed by the government of uttar pradesh 2 the amritsar oil works along with the ganesh flour mills company limited, an undertaking also managed by the central government under section 18aa of the industries (development and regulation) act, 1951, have been refining crude rapeseed oil imported from abroad for supply to the public distribution system all over the country it has also been producing wholesome vanaspati for sale at reasonable prices in the open market the unit has, thus, been playing an important role in the supply of commodities essential to the needs of the common man it is intended further to extend the role of this unit by means of expansion of its production capacity and diversification of its production function as a part of the nucleus of the instrumentalities under the public sector so as to provide government a commanding role in the regulation of the e<lihle oil economy certain schemes for this purpose are under preparation 3 the amritsar oil works had a negative networth at the time of its take-over in september, 1974· and on its own it was not in a position to raise the necessary funds and provide the managerial inputs to bring it back to running condition under the management of the government, financial loan was provided by the industrial reconstruction corporation of india and guarantee for working capital was provided by the state bank of india besides this, considerable managerial and technical inputs have been provided to bring the amritsar oil works to its current healthy situation in order to enable it to play the role envisaged for it under government's policy for regulating the edible oil economy, it is necessary to make further investments for modernisation of its machinery and diversification of its activities it is felt that further investments for such purposes should be preceded by some arrangement which ensures continuity of management of the amritsar oil works under the central government it is, therefore, proposed to acquire the undertakings of the amritsar sugar mills company ltd in relation to the amritsar oil works 4 the bul seeks to achieve the above obiects new delhi; the 30th september, 1982 bhagwat jha azap  constitution of india(copy of letter no 18 (10) /82-eop, dated the 30th september, 1982 from shri bhagwat jha azad, minister of civil aviation and civil supplies to the secretary, lok babha) the president having been informed of the subject matter of the amritsar oil works (acquisition and transfer of undertakings) bill, 1982, recommended to lok sabha under article 117(1) of the constitution of india the introducti·on of the bill and its consideration under article 117 (3)   financial memorandumclause 3 of the bill provides for the acquisition of the amritsaj- oilworks, an undertaking                      of the amritsar sugar mills                                                   company limitedby the central government                            sub-clause (1) of clause 7 provides for thepayment in cash and in the manner specified in chapter vi of the bill,of an amount of rs 64,4'8,94465(rupees                                         sixty-four                                                    lakhs                                                          forty-eightthousand nine hundred forty-four and paise sixty-five only) for vestingin the central government, the right, title and interest of the amritsarsugar mills company in relation to the amritsar oil works2 sub-clause (2) of clause 7 of the bill provides for payment of                                                                   afurther         amount in cash, in consideration for the                                                          deprivation                                                                         of                                                                             theamritsar sugar mills company of the management                                                           of its amritsar oilworks, calculated at the rate of rs 10,000(rupees ten thousand only) perannum, for the period, commencing on the date on which the manage-ment of the amritsar oil works was taken over by the central govern-ment and ending on the appointed day                                             it is estimated that this amountwill be of the order of rs ~1,000 (rupees eighty-one thousand only)   3 sub-clause (3) of clause 7 of the bill provides                                                       for                                                            payment                                                                      ofsimple interest                at the rate of 4 per cent per annum in respect of                                                                     theamounts payable under                         sub-clauses                                     (1) and                                              (2) of                                                       clause 7, for theperiod commencing on the appointed day and ending on the                                                          date onwhich the payment of the amount is made by the central governmentto the commissioner of payments                                 it is estimated that this amount islikely to be of the order of rs 22,000                                     (rupees                                             twenty-two                                                         thousandonly) per month  4 clause 14 of the bill provides for the appointment of a commis-sioner or payments by the central government with adequate staff                                                                  toassist him for the purpose of disbursing the amounts                                                      payable to                                                                  theamritsar          sugar                  mills                         company                                     the                                          salary and allowances of thecommissioner of payments and his staff and the expenditure on officeand establishment will be defrayed out of the                                               consolidated                                                             fund                                                                   ofindia        the estimated expenditure on this account is likely to be of theorder of rs 15,000 (rupees fifteenthousand only) per month5 the bill, if enacted, is not likely to involve any other recurring ornon-recurring              expenditure memorandum regarding delegated legislationclause 27 of the bill empowers the central government to makerules to carry out the provisions of the act                                               the matters in respect ofwhich rules may be made, inter alia) relate to the time within which, andthe manner in which, an intimation regarding any mortgage, charge, lien,etc, on the property which has vested in the central government                                                                     maybe given to the commissioner of payments, the form and                                                              manner inwhich, and the condition under which, account shall be maintained                                                                      bythe custodian and such other matters as are required to be specified byrules   2 the matters in respect of which rules may be made are matters ofprocedure or administrative                            detail                                   the delegation of legislative poweris, thus, normal in character                                                                      ~ : billto provide for the acquisition and transfer of the right, title and interest of the undertakings of the amritsar sugar mills company in relation to the amritsar oil works with a view to sustaining and strengthening the nucleus of public owned or controlled units required for ensuring supply of wholesome vanaspati and refined edible oils to the public at reasonable prices and thereby to give effect to the policy of the state towards securing the principlf's specified in clauses (b) and (e) of article 39 of the constitution (shri bhagwat jha azad, minister of civil aviation and civil supplies,) 