(to be/as introduced in 10k sa-il'a) 1 - page 2,-a~~inst line 13 insert the marginal citation,-" "1 of 1'?'~" 2 -  fa ge 2, lin e 21-!qi "prescribed" ~ ''notifica tion" ' 3 pa ge 3, line ,)0,-?-rt~r "vest" insert "in" 4, page~, line 31,-fqt "unlertakings" ~ "undertakings" ", 5' page 5, line ",-' ,' i!::u: "sub- secti,:)n" ~ "suh- sections" , page 7-against line 2 insert tb~ marginal citation,-"lh of 1947" 7 page 14, line 24,-after "to" insert "the" 8 page 15, line 30-!or "a" ~ "t') " 9 page 1'~' line 8,-~ "1qt~'" ~ "19~'3" o 1 - ·in the docket pace,-- t t " "'~aa "management of" ~ "managemen 0 ~ new delhi-, '"  - the brentford electric (india) limited (acquisition and transfer of undertakings) bill, 1983 arrangement of clauses chapter i preliminary clausfs1 short title and commencement 2 definitions  chapter ii acquisition and transfer of the undertakings of the com:pany3 transfer to, and vesting in, the central government of the undertakings of the company 4 general effect of vesting s company to be liable for certain prior liabilities 6 power of central government to direct vesting of the undertakings of the company in andrew yule  chapter iii payment of amounts7 payment of amount 8 payment of further amounts  chapter iv management, etc, of me undertakings 0  the company9 management, etc, of the undertakings of the ccxnpany 10 duty of persons in charge of management of the undertakinp of the company to deliver all assets, etc 11 duty of persons to account for assets, etc, in their possession  chapter v - 1 provisions relating ro the emplqyees of me compalfy12 continuance of employees 13 provident fund and other funds  chapter vi commissioner of payments14 appointment of commissioner of payments 15 payment by the central government to the commissioner  claus16 certain po\yers of the central government or andrew yule 17 claims to be made to the commillioner 18 priority of claims 19 examination of claims 20 admission ~r rejection of claims 21 disbursement of money by the commissioner to claimant 22 disbursement of amounts to ~ company 23 undisbursed or unclaimed amount to be deposited to the general revenue account  chapter vii misciua!oous24 act to have overriding etject 25 contracts to cease to have effect unless ratifled by the central government or andrew yule 26 penalties ?:t offences by companies 28 protection of action taken in good faith 29 delegation of powers 30 power to make rules 31 power to remove ditfteul tt • the schedule  tu brentford electric (india) limited (acquisition and transfer of undertakings) bill, 1983a bill to provide jof' the acquisition and transfer of the u7lldert41oing6 0'/ tim brentford electric (india) limited, with a view to 9bcuri~ the jwo-per management of such undertakings so as to subserve the ,ntereltl of the general public by ensuring the continued manufact;ure clad production uf electrical equipments which are essential to the ncecb oj the economy of the country and fot mcztters connected ~h or ircidental thereto  liiot 11 whiuas the brentford electric (india) limited had been edpi8d in the manufacture and production of articles mentioned in the first sch~ dule to the industries (development and regulation) act, 1951, namely, electrical equipments; 850t lilt and whbreas the management of the undertakings of the brentford electric (india) limited was taken over by the central govermaent under section 18aa of the industries (development and regulation) aet, 11; and whbreas it is necessary to acquire 1tle undertakings of the brent-10 ford electric (india) limited to ensure that the interests of the general public are served by the continuance, by the undertakings of the company, of the manufacture and production of the aforesaid articles, which are ellllential to the needs of the economy of the country; be it enacted by parliament in the thirty-tourth year of the ~buc: of india as followi:-chapter i paatmjnary 1 (1) this act may be called the brentford electric (india) limited s (acquisition and transfer ot undertakings) act, 1983 (2) the provisions of sections 26 and 27 shall come into force at once and ,the remaining provisions of this act shall be deenled to have come into force on the 1st day of april, 1982 i in this act, unless the context otherwise require8,-10 defiditiods (0) "andrew yule" means andrew yule- and company limited, calcutta, a company formed and registered under the companies act, 1956; (b) "appointed day" means the 1st day of april, 1982; (e) "commissioner" means the commissioner of paymegtll's appointed under section 14;  (d) "company" means the brentford electric (india) limited, being a company within the meaning of the companies act, 1- add j of '56 having its registered office at 8, clive row, calcutta, in the state of west bengal; io (e) "prescribed" means a notification published in, the ofticlal gazette; (f) "prescribed" means prescribed by rules made under this act; (g) "specified date", in relation to any provision of thii ad, 125 means such date as the central government mny, by notiftcauon, specify for the purposes of that provision and dit!erent dates may be specified for difterent provisions of this act; (h) words and expressions used herein and not deftned but defined in the companies act, 1956, shall have the meaningl respec:- 30 lei 1- tively assigned to them in that act chaprer n ~ ad 'ftwiisj'd or 'lid ulcddtakirqi '" tim oaiatajiy 3 o:a the appoidted day, the underiakinlj of the com  )', all the ripat, title and bderest of the company in relation to ita uadertakibp 35 shaj1, by virtue of thifl ad, stand transferrecl to, and vest in, the cea tra! gcwemment truiifmo to, ad vsiidi in the celltraj goy-emmii\t of the uddertiklnpoftbe compan, gieneral effect of ve~tilll c (1) the undertakings of the company shall be deemed to include all suets, rights, lease-holds, powers, authorities and privileges, and au property, movable and immovable, including lands, buildings, wql'k- 40 shops, stores, lnatrumenta, machinery and equipment, cash balances, cub on hand, cheques, demand drafts, reserve funds, investments, book debts, and all other rights and interests in, or arising out of, luch property u were immediately before the appointeu day in the ownership, posle9sion, power or control oitha company, whether within or outside india, add all boob of account, reptera, recorda add all other documenta of whu-ever nature relating thereto (2) all propertiea as aforesaid which have vested in the central i government under section 3 shall, by force of such vesting, be freed and dischiu"8ed from any trust, oblijation, mortgaae, charge lien and all "ll:ler incumbrances dectine tbem, and any attachment, injunction, decree or order of any court, tribunal or other authority restrictin& the use of such properties in any manner shall be deem'ed to have bead 10 withdrawn   (3) every mort8agee of any property which baa vested under this act in the central government add every person holding any charge, lien or other interest in, or in relation to, any such property, shall give, within such time and in such manner as may be prescribed, an intimation to the 15 commissioner of such mortgage, charge, lien or other interest (4) for the removal of doubts, it is hereby declared that the mortpgee 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 i\ldl property shall be entiued to claim, in accordance with his rights and 110 interests, payment of the mortgage money or other dues, in whole or in part, out of the amount specified in section 7 and also out of the amounts determined under section 8, but no such mortgage, charge, lien or other interest shall be enforceable aiainst any property which has vested in the central government as (5) any licence or other instrument granted to the company in relation to any unuertakini 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 relation to and for the purposes of such so undertaking and on and from the date of vesting of such undertaking under section 6, in andrew yule, that company shall be deemed to be substituted in such licence or other instrument as if such licence or other instrument had been granted to andrew yule and that company shall hold it for the remainder of the period for which the company 35 would have held it under the tenns thereof  company to be liable for certain prior uabultiea (6) if, on the appointed day, any suit, appeal, or other p~ of whatever nature in relation to any property which has vested m the central government under section 3, instituted or preferred by or against the company is pending, the same shall not abate, be discontinued or be, in any way, prejudicially affected by reason of the transfer of the under,,: 40 takinic' of the company or of anything contained in this act, but the suit, appeal or other proceeding may be continued, prosecuted ~r enforced by or against the central guvernment or where the undertaktngs of the company are directed under section 6, to vest in andrew yule, by or f$ against that company 5 (1) every liability of the company, other than the liabili~ies speci· fled in sub-section (2), in respect of any period prior to the appoldte~ da~, shall be the liability of the company and shall be enfor~eable agallllt it and not against the central government, or, where tlle undertakings 10 of the company are directed, under section 6, to vest andrew yule, against that company (2) any"liab1lity &tiling in respect of advances made to the compady for the supply of articles, or in respect of materials supplied to the company, after the management of the undertakings of the company had been taken over by the central go~ment shall, on and from the appojnted day, be the liability of the central government or of andrew 5 yule, a& the case may be, and shall be diecbarged by that govemment or andrew yule, as ad when payment for such advances or supplies becomes 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 10 any othe:r provision of this act, no liability of the company, in re~pe<'t of any period prior to the appointed day, shall be enforceable against the central government or where the undertakings of the company are directed,' under section 6, to vest in andrew yule, against that company i 15 (b) do award, decree or order of any court, tribunal or oular authority in relation to the undertakings of the company, puled after the appointed day in respect of any matter, claim or dispute, which arose before that day, shall be enforceable against the central government or where the uddertakinll of the compoy are directed 20 under section 6, to vest in andrew yule, against thatcompany; (c) no liability incurred by the company before the appointed day for the contravention of any provision of law for the time being in force shall be enf~rceable against the central government or where the undertakings of the company are directed, under section 6 25 to vest in andrew yule against that company 6 (1) notwithstanding anything contained in sectioll8 3 and 4, the ceal government may subject to such terms and conditions as it may think fit to impose, direct, by notifieation that the undertakings of the company, and the right, title and interest of the company in relation 30 to its unlertakings, which have vested in the central government under section 3, shall, instead of continuing to vest in the central gowrnment, vest in andrew yule, either on the date of the nowieatwn or on such earlier or later date (not being a date earlier than the appointed day) as may be specified in the notifteation 35 powii' ef cdtral gowrilment to dlrect ftirtini of the uddertakiao of the com-~  andnow yule (2) where the right, title and interest, and the liabilities referred to in su~tion (2) of section 5, of the company in relation to ita undertakings vest in andrew yule under bub-section (1), andrew yule shall, 'on and from the date of such vesting, be deemed to have become the owner in relation to 'such undertakings and all the rights and liabilities of the central government in relation to such undertakings shall, on and 40 from the date of such vesting be deemed to have become the rights and liabilities, respectively, of andrew yule  chapter fli45 papaet, oz for the tnnafer to, and yestlng in tbe central govel'dlilent, under ulount action 3 of the andertaldnp 0( the compoy, and the rlrht, title aad batena of the company in relation to itl und8l'tjdd'iip, there  u he pald by the central government to the company in cuh, add in the madder specifteci in chapter vi, an amount of rupees thirty-eight lakha and sixty-ftve thousand 8 (1) for the deprivation of the company of the management of its 5 __1 tak' h '  payment uuuer mgs, t ere shall be paid by the central government to the  of further eopany in cash, an amount caleulated at the rate of five thousand amount- rapees per annum for the period commencing on the date on which tbe management of the undertakings of the company was taken over in lmil'luance of the order made by the central government under sec-5 of 1951 10 don ibm oftbe industries (development and regulation) act, 1951, iiiid ed~jig on the appointed day (2) in consideration of the retrospective operation of the provisions of sections 3, 4 and 5 there shall also be paid by the centr,al government to the company in cash, an amount calculated at the l'ate of five 15 thousanrl rupees per annum for the period commencing on the appointed day and ending on the date on which this act receives the a';sc:t of the president (3) tile  spedfteci id aectiod 7,  die a ciefermhled iii accordance with the provisions of sub-section (1) and (2), shall carry 110 simple interest at the rate of fow: per cent per annum for the period commencing on the appointed day and ending on the date on which pay-ident of saeh amounts is made by the central government to the com- oner (4) the amounts determined in accordance with the provisions of 25 sub-sections (1) (2) and (3) shall be paid by the central government to the company in uddition to the amouat speciied in section 7 ", (5) for the removal of doubts, it is hereby declared that the liabilities of the company in relation to its undertakings which have vested in the central govern~ent under section 3, shall be discharged from the amount 30 referred to in section 7, and also from the amounts determined under sub-sections (1), (2) and (3), in accordance with the rights and interests of the creditors of the company  chapter iv management, etc, of the undertakings of the cqliipanymanaement,etc, of the undertakinpof the company 9 the general superintendence, direction, control and management 35 of the· affairs and business of the undertakings of the company, t~~ r' ght title and interest in relation to which have vested m the centr ~ov~rnment under section 3, shall, where a direction has ~n6 mad~ "7 the central government under, sub-section (1) of s~ctjoil ,vesct n 40 andrew yule, and thereupon andrew yule sh~l1~:tl= ~o e~~r ~ to the exclusion of all other pehrs~nsd' ~ ::rci: and do in relation to things as the company was aut arise ita undertakings to (1) on the vestiag of the management ot the underta1dnp of the company in andrew yule, all pei1iods in charge of the management of the undertakings of the company immediate i y before auch vesudg aball be bound to deliver to andrew yule all assets, books of account, regi8ters or other documents in their custody relating to the undertakings of the 5 company duty of persons in char,e ol manacement of the undertakinpof the companyto deliver all asseta, etc (2) the central govemment may issue such directions as it may deem desirable in the circumstances of the case to andrew yule u to its powers and duti1!s and andrew yule may also, if it so destres, apply to the central government at any time for instructions as to the manner 10 in which the management of the undertalddib of the company aball be conducted by it or in ~lation to any ·other matter arising in the coune of such management duty of penons to ac:eount for assets etc • fa their possession ll (1) any per80il who has, on the appointed day, in his possession or under bis eon~ any usets, books, documents or otber papers rela~ 15 ing to any undertaking owned by the company, whicb have vested in the central government or in andrew yule under this act and which belong to the company or would have so belonged, if the undertakings owned by the company had not vested in the central government or andrew yule shall be liable to aceount for the said aneb, books documents and other lio papers to the central government or andrew yule and ahel! deuver them to the cl!ntnl government or andrew yule or to such penon or persons as the central go\remment or a"drew yule may specify in tbis behalf (2) the central government or andrew yule may take or ean to be taken all necessary step!; for securing pouession of the underta1dnll of 25 the company which have vested in the central government or abdrew yule under this act (3) the company shall wtthin such period 8s the central government may allow in this behalf fumlsh to that govemm~nt a com-ptetp fnwntory of all its p,roperties and assets,' as on the appointed day pertaining 30 to the undertakings which have vested in t~ central government under section 3 an·~ for this purpose the central govemment or andre\v yule sh~n afford to the compan,' an reasonable facmtt~s  chapter v provisions uiatrnn to 'i'rf 1'!m1'ldf"fts of "fii comvan't 35conti· 12 (1) every person who has been immediately befoi"e the appointed nuance of day ~m-ployed in any underta1dng!! of th~ company c;hall bet'ome-employeea (4) on and from the appointed day, an employee of the central government, and (b) where the undertakln~ of the c"'ompllnv iir~ dfrected unrlp, 40 sub-section (1) of secron 6 to vest in andrew yule an employee of andrew yul-e on nnd from the date of 'such ""ting: and shall hold offtce or service under the central gov'el'j'nmenf ot andrew yule as the ealle may be, with the same rfgftts and "rfvlls al to pension ~atuftv anri other matters 8b would have be~ adm1tb1e to 4~ him if ttiere had been no such vesting and rha11 continue to do ~o unlerr and until his pmployment under the central gove!'dment oj' andr<!w yule, as the ease may be fs duly term'nated or until htl remuneration and other conditions of servicp 81-(' duly altered )), the central r~ ment or andrew yule, 8s the case may be (2) notwi~tanding anything contained in the industrial ~is}>utes act, i1n7, or 1n any other law for ,~ tij;ne being in force the transfer of the services of any officer or other person employed in ~ny undertak-ing of the company, to the central government or andrew yule shall 5 riot entitle such offi(''er or other employee to claim any compensation under this act or under any other law for the time being in force and no such claim shall be entertained by any court, tribunal or other authority 13 (1) where the company has established a provident fund, superannuation fund, welfare fund or any other fund for the benefit of the provident fund and otber funds 10 persons employed in any of its undertakings, the moneys relatable to the officers or other employees, whose services have become transferred by or under this act to the central government or andrew yule sh8ll, out of the moneys standing, on the appointed day, to the credit' of such provident fund, superannuation fund, w1!lfare fund or other fund, stand 15 ,tr~d to, and vest in, the central goverj:unent or anqrew yule, as the case may be -~ (2) the ~¥ys which stand transferred under sub-section (1) to me central government or andrew yule, as the case may be, shall be dealt with by that government or that company in' such manner, as ao may be prescribed  chapter vi commissioner of pay~s160(1) the central, government sbau, for the purpose of c1isbursidg tile  paymle udder sedioas 7 iud i to the coiity, by  cauod appomt a commissioner of payments 15 appointment of commissioner of pay: ments  (2) the central govcrtn,j:lent may appoint sucbot~er ~~~~ ,as it - , ~ink fit to assuit ,the c~issioner and thereupon ~e co~ojler r, aoriseoae' or more of such pe~ ,also ~ ~rcue - ,or ~·uti the powers exercisable by him under tids act and dillerent persons may - imiiiaciiimd to exercise diiemit powers ' t\ , 's0·- (3) any ~rson authorised by th~ ~o~onel' to ~x:erci~e ~y ot the powers exercisable by the comidls~loner may e~e~~1se ~po~:: in the same manner and with the same effect as if they ave  ;~erred on that person direc~lr by tl$, a<;tan(i not by way of aut~o~~-~, 35 satlon,  d allow~t;es of theco~ssioner~d ,~ther ~er-;(4)~h~  ja~~_~1~~ '8ods apda~teci "wa~ "~ sec lion shaube d~frayed out of tbe consobda-   f~fi of :~~il , ·15 (1) the central government shall, ~ithin ~irty dar;n~o: :: 40' specified date, pay, in cash, to the commissioner, or paym ~ payment by the central government to the commissioner co~pany,-u 1 to the amount specified in section 7; and (a) an amount eq a h ts payable to the com-(i>,) fuj;ther amount equal tot e amoun   pany under section 8 c tr 1 government t hall be opened by the en a 45 j~) 1\ depo$it acco,un si in the public account of india, and  in ~avour of th~ comnl1s~~:act to the commissioner shall be d~pasi~ every amount paid under th aid deposit account and the said deposlt by him to the credit 0:00 ~ys the commissioner account shall be opera ' (3) recorda shall be maintained by the commilsioner in respect of tile uddertaldnp of the company in relation to which payments have bead made to him under this act (4) intezeat accruing on ,the amounts standing to the credit of the deposit account referred to in sub-bection (2) &hall enure to the beneot 5 of tile company 11 (1) the central govermnent or andrew yule, as the case ma1, be, aball be entwed to ieceive up to the specified date, to the exclusion of all other per8od8, any mode)' due to tbe company, in relation to it' undertakinp which have vested in the central government or andrew 10 yule, and realised after the appointed day notwithstanding that the realisation pertains to a period prior to the appointed day certaill powers of the central govemment or andrew yuje (2) the central liovernment or andrew yule, as the case may' be, may make a claim to the comallssioner with regard ,to every payment made by that government or andrew yule, after the appointed day, for 15 discbarging any liability of the company, not bems ady' liability spec:ified in sub-section (2) 01 section 5, in relation to ady period prior to tbe appointed day; and every such claim shall have priority in accorcladc:e with the priorities attaching under this &:1, to the matter in relation to which such liability has been discharged by the central government or 20 andrew yule (3) save as otherwise provided in this act, the liabilities of the company, in respect 01 aoy traosactioll flor to tile awointed day  w~h have dot been diou-harged on or before the specifteci date &ball be the liabilities of the company , 17 every pe,rson having a claim against the company with re~ to'·' any of the matters specified in tbe schedule, ~tainidi to any' of it undertakings, sball prefer such claim before the commimioner within tbjrty days from the specified date: clahna to be made to the comauioner provided that if the commissioner is aatia6ed that the claimant  prevented by aufticient cause from preferrida the claim within the aald 30 period of tbil1y days, he may entertain the claim \\': t h:n a further period of tbirty days, but not thereafter  - 18 'rhe claims made under section 17 aball have' prloritiea in ac:cqt'-dance witb the following principles, namely:-s5 priority of clalmi (4) category i shall bave precedence over all other eatepria and category 11 shall have precedence over category ui, 8d4 10 oil: (b) the claims speclfied in each of the cate&'gries iha!l' 1'idk equally and be paid in full, but, if the amount is insujbcient to meet 8uch claims in full, they ahall abate in equal proportions and be pald 40 accordingly; and (c) the question of discharging any ljability with regard to a matter specified in a lower category shall arhje only it a surplus - ldt after meeting all the liabilities apecifted in the immediately higher catego,ry ,5 examination of clabu 19 (1) on receipt of the claims made under aection 17, tbe commlasioner shall arrange the claims in the order of priorities specifted in the schedule and examine the same in accordance with such order of priorities (2) if, on an examination of the claims, the commissioner is of opinion that ,th~ amount paid to him under this act is not suftlclent to meet the liabilities speclf\ed in any lower category, he shall not be required to examine the claims in respect of such lower category 5 zoo (1) after examining the claims with reference to the prioritie&l set out in the schedule, the commissioner shall fix a certain date on or before which every claimant 'shall file the proof of his claim admission or rejection olelaim • (2) not less than fourteen days' notice of the date so ftx~ shall be given by advertisement in one issue of any daily newspaper in the 10 english language having circulation in the major part of the cotmtry and one issue of any daily newspaper in such regional language as the commissioner may consider suitable, and every such notice shall call upon the claimant to flle the proof of his claim with the commissioner within the period specified in the advertisement 15 (3) every claimant who fails to file the proof of his claim within the period specified by the commissioner shall be excluded from the disbursements made by the commissioner (4) the commissioner shall, after such investigation as may in his opinion, be necessary and after giving the company an opportunity of !'olo refuting the claim and after giving the claimant a reasonable opportunity of being heard, by order in writing, admit or reject the claim in whole or in part (5) the commis'sioner shall have the power to regulate his own proeedure in all matters arising out of the discharge of his functions, is including the place or places at which he may hold his sittings and shall, for the purpose of making an investigation under this act, have the same powers as are vested in a civil (ourt under the code of civil procedure, 1908, while trying a suit, in respect of the following matters, namely:-(a) the summon;ng and enforcing the attendance of any witness 30 and examining him on oath; (b) the discovery and production of any document or other material object producible af; evidence: (e) the reception of evidence on affidavits; (d) the issuing of any commission for the examination of wit-35 nesses (6) any investigation before the commissioner shall be deemed t be a judicial proceeding within the meaning of sect;ons 193 and 228 of : 1860 t~ indian penal code and the commissioner s11a11 be deemed to be a ct~l court for the purposes of section 195, and chapter xxvi, of the code 19'7" of criminal procedure, 1973 40 1 a claimant who ;s dissatisfied with the decision of the commis-, -  () refer an a peal against such decision to the principal civil sioner, ma~ ~ 1  rlsdi~ion within the local limits of whose juriadlctlon court of orlgma ]u ' the gistered office of the company is situated  re who is a judge of a high court is 45 provided that where a1 p~r~~ the appeal shall lie to the high court  ted t be the comm sg10n , btl appom 0 i shall be heard and disposed of y no ess - at calcutta and such appea - than two judges 0 f th t higfi court a   ~~;s,11 afteractmittine a claim under this a'et, the amount due in respeet of' sueb etalin shall ~ paid by the commissioner to the person or person to whom such amount is due and on such payment, the uabiluy oltbe company ill respect of such claim shall stand discharged, disburaement of money by the commissloner to claimants 22 (1) if, out of the moneys paid to him in relation to the undel'tajdngs 5 of the company, there is a balance left after meeting the liabuities speeifted in the schedule the commissioner shall disburae sueh balance to the company dlabursement of amounts to the company (z) where the posse8sion of any machinery equipment oj' other pro-~y has vested in the central government or andrew yule under this 10 act, but sum machmery, equipment or other property does not 'helmsg to the company, it ·shall be lawful for the central government or andrew yule, to continue to pojiieu such machinery or equipment or other property on the same terms and conditions under which they were possessed by the company immediately before the appointed day 15 undisbursed or unclaimed amount to be deposttedto the ,eneral revenue account %3 any money paid to the commissioner which remams undisbursed or unclaimed on the date immediately preceding the date on which the ofllce of the commissioner is finally wound up, shall be transferred by the commissioner, before his ofbce is ftnally wound up, to the pneral revenue account of the central government; but a claim to any money liio so transferred may be preferred to the central government by the per'son entttlt!d to 'such payment and shall be dealt with as if such trapsfer had not been made, and the oj'der, if any, for payment of oe claim, befng treated as an order for the refund of revenue  chapter v11 m18ciualrousact to have overriding effect ii the provtjions of thfs act shalt have effect notwithstanding anything inronsistent therewith contained in any other law tot' th~ tfme being in force 01' in anv in!ltrument having effect by virtue of rny law, other than this act or in any decree or order of any court, trtbunal or other 30 authority 25 every contract entered into by the company in relation to tta undertakings which has vested in the central government under 'section 3, for any service sale or supply and in force immedfatelv before the 8ljp(jfnted day s'hal1 on and 'from the t'xptry of a l)t":riod of one tnmdred 95 md  eliprtv days from the date on which this aet reeelve!4 the assent of the president, cease ti) have effect unlels such contract i!; before tbe "expiry of that' period ra~fted in writinjl( by the central govemment contracts toceaae to have ejfect unless ratj1led by the central government or  andrew yule ot" andrew yule in which "uch undertakinl{s have been vested tmdet' this act, and in ratifying such contract the-central government or 40 andrew yule m~y make sueh alteration or modification therein as it may think fit:  provided that the central government or ancll'ew yule shan not omit to ratify a contract and shall not make any rjteratfon or modification in a c01rtract-ca) unless it is 'sattsfied that sljch contract 1s undulv onerous or - has been entered into in bad faith or i!'l detrimental to the fnteretts of the central government or andrew yule, artd (b) except after giving to 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, 26, any person who,-5 penalties (0) having in his possession, custody or control any property forming part of the undertakings of the company, wrongfully withholds such property from the central government or andrew yule; or 10 (b) wrongfully obtains possession of, or retains, any p:roperty forming part of the undertakings of the company; or (e' wilfully withholds or fails to furnish to the central government or andrew yule 'ar any person or body of persons specified by that government or andrew yule,as the case may be any dol'ument relating to the undertakings, which may be in bis possession, custody or control; or (d) fails to delhrer to the central government or andrew yule or any person or body of persons specified by that gov~mment or andrew yule, as the case may be, any assets, books of account, registers or other documents in his possession, custody or control relating to the undertakings of the company; or (p) wrongfully removes or destroys any· property forming part of the undertakings of the company or prefers any claim under this act which he knows or has reasonable cause to believe to be false 25 or ftl'ossly inaccurate, shall be punishable with imprisonment for a term which may extend to two years or with fine which may extend to ten thousand rupees, or offences by companies with both n (1) where an offence under this act has been committed bv a 30  com'p8nv every pet'!':on who l'lt the time the offence wascommitteo , d t ; char~e 'of and was responsible to the companv for tbe con uc was n  he company as well as the company shall be of thed l)"llt sibnes:u~~ t of the otfe~c~ and !':hall be liable to be proceeded deeme 0 e   a~ainst and punished accordingly: , t i' e3 l'n this sub-section shall render any p vid d that nothm~ con a n u - 35 ro e,  h  t 'f he proves that the oft'ence was i, bl to anvpunls men , 1 , 11 d such -person la e th t he had exercised a ue mmltted without bis knowledge or a ,  co t the commission of such offence diligence to preven  , thin contairted in subsection (1), where (2) notwithstandm~ any g, 'tted bv a company and it is  "'-i a· t has been eornml   i 40 any offence under tn s  c  'ttecl with the consent or conn v- h ff has been comml ' __ li-proved that teo ence 1 ct on the part of, any dlr~c~or ance of or is attributable to anvmn,~g eof the company, such director ,  other 0 cer  f th t man"/ler, ~cretary or hall be deemed to be guilty ° a manager, secretary or other o!cer seeededagainst and punished accord-45 offence and shall be liable to pro ingly, explanation-for the pu,rposes of this section,-(a) "company" ~ans any body corporate and includes a firm or other association of individuals; and (b) "director", in relation to a firm, means a partner in the firm 5 28 (1) no suit, prosecution or other legal proceeding shall lie against the central government or any officer of that government or andrew yule or other person authorised by that government or andrew yule for anything which is in good faith done or intended to be done under protection of action taken in good faith this act 10 (2) no suit or other legal proceeding shall lle against the central government or any officer of that gowrnmem or andrew yule or other person authorised by that government or andrew yule for any damage caused or likely to be caused by anything which is in good faith done or intended to be done under this act delegation of powers 29 (1) the central government may, by notification, direct that all or any of the powers exercisable by it under this act, other than the powers conferred by this section and sections 30 and 31, may also be exercised by such person or persons as may be specified in the notification (2) whenever any delegation of power  is made under sub-section 20 (1), the person to whom such power has been delegated shan act under the direction, control and supervision of the central government power 30 (1) the central gove,tnment may by notification, make rules for carrying out the provisions of this act toma~e rules (2) in particular, and without prejudice to the generality of the 25 foregoing power, such rules may provide for all or any of the following matters, namely:-(a) the time within which, and the manner in whi'ch an intimation referred to in sub-section (3) of section 4 shall be given; (b) the manner in which the moneys in any provident fund or 30 other fund, referred to in section 13 shall be dealt with; (c) any other matter which is required to be, or may be, prescribed (3) every rule made by the central government under this act ~hal1 be laid, rs soon as may be after it is made, before each house of 35 parliament, while it ;s in session, for a total period of thirty days which may be comprised in one session or in two or more successive sessions, and if, before tho expiry of the session "immediately following the session or the $uccessive sessions aforesaid, both houses agree in making any modification in the rule or both houses agree that the 40 nile should not be made, the rule shall thereafter have effect only in such modified form or be of no effect, a~ the case may be; so, however, that any such modification or annulment shall be without prejudice to the validity of anything previously done under that rule 31 if any difficulty arises in giving effect to the provisions of this act, the central government may, by order, not inconsistent with the provisions of this act, remove the difficulty: power to remove difficul· ties provided that no such order shall be made after the expiry of a 5 period of two years from the date on which this act receives the assent of the president the schedule [see sections 17, 19(1),20(1) and 22(1)]  order of priorities10 post-take-over management period category 1--(a) wages, salaries and other dues payable to the employees of the company _  15 (b) deductions made from the salaries and wages of the '1mployees of the company for provident fund, the employees' state insurance fund, premium relating to the life insurance corporation of india or for any other purpose category ji-principal amount of loans advanced by-20 (i) the central gqvernmentj (ii) a state government; (iii) banks and financial institutions; (iv) any other source 25 category iii-(a) arrears in relation to contributions to be made by the company to provident fund, the employees' state insurance fund or under any other law for the time being in force providing for s'llch contributions (b) any credits availed of by the company for the purpose of carrygo ing on any trading or manufacturing operations, other than those specified in sub-section (2) of section s  (c) any dues of state electricity boards or other government or semi-gove-rnment institutions against supply of goods or services, other than those specified in sub-section (2) of section 5 35 (d) arrears of interest on loans and advances category iv-(a) revenue, taxes, cesses, rates or other dues to the central government, a state government or any local authority (b) any other dues pre-take-over management period 4° category v-(a) wages, salaries and ?ther dues payable to the employees of the ccmpany c (b) dedudions made from the salaries and wages of the employees of the company for provident fund, the employees' state insurance fund, premium relating to the life insurance corporation of india or for any other purpose categoty vi-(a) principal amount of secured loans advanced by-(i) the central government; (ii) a state government; (iii) banks and financial institutions (b) arrears in relation to contributions to be made by the company 10 to provident fund, the employees' state insurance fund or under any other law for the time being in force providing for such contributions category vil-princ~pal amount of unsecured loans advanced by-(i) the central government; (ii) a state government; (iii) banks and financial institutions category viii-(a) any credits availed of by the company far the  purpose of carrying on any trading or manufacturing operations 20 (h) any dues of state electricity boards or other government or semi-government institutions against supply of goods or services (c) arrears of interest on loans and advances (d) revenue, taxes, cesses, rates or other du~ to central government, a state government or any local authority 25 (e) any other loans or duee  statement of objects and reasonsthe brentford electric (india) limited, calcutta (bell)· established in 1964, has been in existence for about 18 years and has ~en engaged in the manufacture of regulators upto fmd above 500 kva rectifiers special transformers distribution transformers etc the p;oducts of the company are of high quality and are required for defence establishments, state electricity boards and atomic energy establishments the company is at present t>mploying about 200 persons 2 bell started incurring losses from 1975 and ran into serious lin ancial difficulties in 1976 the management of the company was taken over by the certral government under section 18aa of the industries (development and regulation) act, 1951 and andrew yule and company limited, a government company, was appointed as the 'authorise1 person' for managing its affairs the period of ta~over of the management of bell was extended from time to time and is presently up to 25th may, 1984 at the time of take-over, the accumulated losses of bell were rs 9037 lakhs and its liabilities to third psrties aggregated to rs 8733 lakhs however, -the sales turnover of the company has improved considerably in the post-take-over period and it has been able to turn the corner by 1979-80, thus establishing that its operations are technically and commercially viable during 1979-80 and 1980-81, the company made net profits (after interest on pre-take-over liabilities) of rs 185 lakhs and rs 51 lakhs respectively 3 conside'ring the fact that the company had heavy losses on the date of take-over, it is evident that it would never be able to service its old liabilities, though its current operations, without the drag of the pretake-over liabilities, are viable the company cannot at the same time be run for an indefinite period under the provisions of the industries (developmen~ and regulation) act, 1951 4 studies made a determine the future set-up of the company revealed that the undertakings of the company should be nationalised in order to consolidate the gains of management and to ensure uninterrupted l-lupply of critical items required by defence establishments, etc in view of the importance and high demand of the products manuf~ctured by the" eompany and the lolls of employment to about 200 persons, \f the company were to be closed down, it is considered necessary to take over the undertakings of the company r: th bill seeks to achieve the aforesaid object apart from pro-;) e th d rtaki gs of the com· "iding for the acquisition flnd transfer of e un e n h i {-pany, the bm provides for the payment of an amaunt for sue acqu s h' t· n vesting of the undertakings of t e comp~~ m andrew yule a f p , t 10 , <i ointment of a commissioner 0 aymen s government compfa;js'b~~rng the amount payable to the company and ior the purpose 0 - h  l·dental and consequential matters fur ot er ide new d£lhl; the 24th not,ember 1983 narayan datt tiwari  constitution of india[copy of letter no 5!14!78-lr, dated the 30th november, 1983 from shri narayan datt tiwari, minister of industry to the secretary, lok sabba]  - the president having been informed of the subject matter of the brentford electric (india) limited (acquisition and transfer ot undertakings) bill, 1973, recommends under clauses (1) and (3) of article 111 of the constitution, the introduction of the said bill in and its consideration by lok sabha , clause  3 of the bin pl'ovides for the transfer to, and vesting in, the central government of the undertakings of the brentford electric ~india) ltd, calcutta clanse 7 provides for the payment in cash and 1n the manner specified in chapter vi of the bill, of an amo'wlt of its 38,65,000 for the transfer to,and vesting in the central government the right, title aud interest cf the company in relation to its undertakings~ 2 sub-clause (1) of clause 8 of the bill provides for payment of a further amount in cash, in consideration of the deprivation of the comp:tny of the management of its undertakings, calculated at the rate of rupees five thousand per annum, for the period commencing on the date on which the man2tgement of the undertakings of the company was taken over by the centra] government and ending on the 1st april, 1182, the appointed day it is estimated that this amount will be of the order of rs 15,500 3 sub-:clause (2) of clause 8 of the bill provides for payment of a further amount to the company in cash, in consideration of the retrospective operation of the provisions 01 clau~es 3, 4 and 5, calculated at the rate of rupees five thousand per annum, for the period commencing on the appointed day and ending on the date on which the bill receives the assent of the president it is estimated tbat this amount will be of the order of rs 10,000 4 sub-clause (3) of clause 8 of the bill provides for payment of simple interest at the rate of fou~ per cent per annum in respect ot amounts payable under clause 7 and s'ub-clauses (1) and (2) of clause 8, for the pertod commencing on the· appointed day and ending on the date on which payment of such amounts is made by the central government to the commissioner of payments it is estimated tbat this amount is likely to be of the order of rs 13,000 per month 5 clause 14 of the bill provides for the appointment of a commissioner of payments by the central government with adequate staff to assist him for the purpose of disbursing the amounts payable to the company sub-clauae (4) of this clause provides that the salaries and allowances of the commil8ioner of payments and the other persons to assist him will be defrayed out of the codsolidated fund of 1ddia the estimated expenditure on this account is likely to be of the mer of rs 10,000 per month 6 the bill, if enacted, if, not likely to invol:ve any other recurring or non-recurring expenditure cla'wse 30 of the bill empowers the central government to make rules to carry out the provisions of the bill the matters in respect of which rules may be made, intet alia, relate to the time within which, 'and the manner in which, intimation regarding any 1il0rtgage, charge, lien, etc, on the properties which have vested in the centrill government may be given to the commissioner of payments 'nd the manner in which the moneys in any provident fund, superannuation, welfare or other fund maintained by the £ompany shall be dealt with by the central government or the andrew yule and company 2 the matters in respect of which rules may be made are matters of procedure and administrative detail the delegation of legislative ,power is thus of a normal character , -" , ;"  ;  a billto prov~e for the acquisition and transfer of the undertakings of the but1tford electric (india) limited, with a view to securing the proper management to such undertakings bo as to subaerve the interests of the general public by ensuring the continued manufacture and production of electrical equipments which are essential to the needs ~f the economy of the country and for matters connected therewith or incidental thereto (shri narayan dart tiwari, minister of industry) 