the bengalch8vucaland ph;rivlaceutici'lworkslimited("cquisitiln             "i'jd transferof unjertakings)-bill,                                                  1980      ll? betas                 introduced                             in                                l?k sabha,71page9,line8,-af!er"cu s't cd i an"insert"or custodians"2page10,line42,-for"ensure"!~a9"enurs''3page11,inthemarginalheadingtoclause18,-for"government,of"read"governmentor"4page14,inthemarginalheadingtoclause27,-omit"the"ra-•rpriqc16, line2,-,s!fter"cu s+od i an"insert"or custodians"6page17,-agai,nstline16,insertthemarginalcitation_ii 65 0f1951"7page18,line3 frombottom,-for"incidential"read"incidental"-8page19,line3,-after,            "chapter                          vi"                                   i,nie~t                                              -l~,oftl                                                         '9page20,line9,-aftes          "custodi<3n"                              inser,i                                         "or                                               custodians"newselhi, !!!! '~',151'of 1_ the bengal chemical and, pharmaceutical works limited (acquismon and transfer of under- takings) ~ill, 1980 arrangement of clausesclauses  chapter i prelimin ary1 short title and commencement 2 definitions  chapter ii acquisition and transili'er of '11ie trndektmcdms or 'this' company3 transfer to, and vesting in, central government of the undertakings of the company 4 general e!iect of vesting 5 central government, or existin,g, or new, government company, not to be liable for certain prior liabilities 6, power of central government to djrect vestidgof the undertakings of the company in an existing govemmiellt company 7 transfer of the undertakings of the company from an existing government company to a new government company  chapter iii payment of amounts8 payment of amount 9 payment of further amount  chapter iv management, etc, of the undert',kings of the company10 management etc, of the underbkings of the company 11 duty of persons in charge of management of undertakings  of the company to deliver all assets, etc b dered by the company or any other ,ereon 12 accounts to e ren 13 accounts and audit  clauses chapter v provisions relanng to the empljoyees of the company14 employment of certain employees to cont;nue 15 provident fund and other funds  chapter vi commissioner of payments16 appointment of commissioner of payments 17 payment by central gove!'mnent to the commissioner 18 certain powers of centrnl government, or existing, or new, government company 19 claims to be made to the commissioner 20 priority of claims 21 examination of da!ms 22 admission or rejection of claims 23 disbursement of money by commissioner to claimants 24 disbursement of amounts to the company and possession of certain machinery, equipment, etc 25 undisbursed or unclaimed amount to be deposited to the general revenue account  chapter vii miscellaneous26 act to have overriding effect 27 contracts to cease to have effect unless ratified by the central government, or exist;ng, or new, government company 28 penalties 29 offences by companies 30 protection of action taken in good faith 31 delegation of powers 32 power to make rules 33 power to remove difficulties the schedule  the bengal chemical and pharmaceutical works limited (acquisition and transfer of under- takings) bill, 1980 a billto provide for the acquisition and transfer, in the public mterest of the undertakings of the bengal chemical and pharmaceuticaz works limited, and torr ma/tters cownected therewith or incidental thereto, of 1951 whereas the bengal chemical and pharmaceutical works limited were engaged in the production and distribution of articles specified in the first schedule to the industries (development and regulation) act, 1951, namely, chemicals (other than fertilizers), drugs, pharmaceuticals and other products, which are essential to the needs of the general public; 5  of 1951 and whereas the central government, being of opinion, after an investigation into the affairs of the company, that the affairs of the company have been managed in a m&nner highly detrimental to the public interest, had authorised, under section 18a of the industries (develop-10 ment and regulation) act, 1951, a body of persons to take over the management of the company; and whereas fol' the purpose of reconstructing and rehabilitating tho undertakings owned by the company so as to subserve the interests of the general public by the augmentation of production and diatrit 5 bution of different varieties of chemicals (other than fertilizers), drugs, pharmaceuticals and other products which are essential to the needs of the general public and to secure the continued supply thereof, it is! necessary to acquire the undertak:ngs of the company; ~e it enacted by parliament in the thirty-first year of the rapubiic of india as follows:- chapter i preliminary1 (1) this act may be called the bengal chemical and pharmaceuti-s cal works limited (acquisition and transfer of undertakings) act, 1980 (2) it shall come into force on such date as the central government may, by notification, appoint short title and commencement 2 in this act, unless the context otherwise requires,-deftnitiona (a) "appointed day" means the date on which this act comes 10 into force; (b) "commissioner" means the commissioner of payments appointed under section 16; (c) "company" means the bengal chemical and pharmaceutical works limited, being a company as defined in the companies act, i 5 1956, and having its registered office at 6, ganesh chunder avenue, lot 1956 calcutta-7000l3; (d) "e¥isting government com::>any" means a government company which is carrying on business on the appointed day; (e) "new government company" means a governmenteompany 20 formed and registered on or after the appointed day; (f) "notification" means a notification published in the official gazette; (g) "prescribed" means 9rescribed by rules made under this act; (h) "specified date" means such date as the central government 25 may, fqr the' purpose of any of the provisions af this act, by notification, specify and difterent dates may be ,specified fof difter~nt provisions of this act; (i) words and expressions used herein and not defined but _ d$ed in the comr;anies act, 1956, have the meanings, respectively, 30 lot 1 ass~ed to them in that act  chapter ii,31 qn~e ~lppnjnted qy,tbe ulldertu,i,gs of th~, c»jlllnlqy, uui ~ rw~' ~ 8ild ilnterest, of til coqlpany in 1:"lation to its ~r~  3s ~,by virt\le 01 this act stand traqilf,errm to, au4 ve,t in, the ccip,~ tral gover,nment    tranafer to, and vesting in central government of the undertakings of the company effect of vet-, to (1) the undertakings, bf ; the company shall ,be· aeed  tc> mdude all assets, rights" lease-hoids, powers, authorities and privileges, and all property, movable ·add immovabie, includillg laads, buuc:lingw, o4ices, factories, workshops,stores, instruments, plants, machinery ed-equip s ment, installations, laboratories, "ftlce furniture, stationery· and equipment, vehicles, patents, trade marks, cash balances, cash ion hand,' reserve fnnds, investments, book debts and all other rights and interests in, or arising out of, such property as were immediately before the appointed day in the ownership, possession, power or control of the company, 10 whether within or outside india, and all books of account, registers atld all other documents of whatever nature relating thereto (2) all prot~erties and aasets as aforesaid which have vested in the qentral government under section 3 shall, by force of such vesting, be freed and discharged from any trust, obligation, mortgage, charge, lien and all i 5 other incumbrances affecting them, and any attachment, injunction, decree or order of any court or other authority restricting the use of such properties or assets in any martner or appointing any receiver in rc:spect of the whole or any part of such properties or assets shall be deemed to have been withdrawn 2~ (3) every mortgagee of any property which has vested under this act 10 the central government and 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 intimtion to the commissioner of such mortgage, charge, lien or other interest 25 (4) for the removal of doubts, it is hereby dedared that the mort , gagee of any property referred to in sub-section (3) or any other pelsor holding any charge, lien or other interest in, or in relation to, any such property shall be entitled to claim, in accordance with his rights and,fnterests, payment of the mortgage money or other dues, in whole or in part, 30 out of the amount specified in section 8, and also out of the amounts determined under section 9, but, no such mortgage, charge, lien or other interest shall be enforceable against any property which has vested in the central government (5) any licence or other instrument granted to the company in 35 relation to any undertaking which'has vested in the central government under section 3 at any time before the appointed day and tnf()rce immediately before the appointed day shall continue to b~ in force on and aiter such day in accordance with its tenor in relation to and for the purposes of such undertak~ng, and, on and from the date of vesting 40 of such undertaking, under section 6, in an existing gilvenunent company, or 'udder section 7, in a new government company, the existing, or new, government c~mpany, as the ~ase may be, s~ll be d~med to be substituted in such licence cir other instrument as if such licence or other instrument had been granted to such existing, or new, government company and such existing, or new, government company shall 45 hold it for the remainder of the period for which the company would twwe;beld it,under the terms thereof (6) if, on the appointed day, any suit, appeal or oth~ proceeding, at -whatever nature-,· in relation to any property or asset winch has vested  th central government undereecnon 3, inljtituted or jp!'eferred by so in· e  h 11 be be di  01' aga'inst the company is pending, the same s a not a te, scontrnued or be in any way, prejudicially atfectedbyrealgn of 'the trarrsfer of the un~ of 'the company or of anythiqcodtainechn thittact, but ih sijit, appeal or other proceeding may becoaiinued, proaecutec1 or enforced by or against the central government, or where the undertakings of the company are directed under section 6 to velt in an existing government company, or become transferred by virtue of the provisions of section 7 to a new government company, by or against such s government company 5 (1) every liability of the company in respect of any period prior to the 1st day of april, 1979, shall be the liability of the company and shall be enforceable against it and not against the central government, or, where the undertakings of the company are directed, under section 6, i 0 to vest in an existing government company, or become transferred by virtue of the provisions of section 7, to a new government company, against such governm~nt company (2) any liability incurred by, or arising against, the company on or after the 1st day of april, 1979, including the liability to repay loans l5 advanced to the company by the central government on or after that day, together with the interest due thereon, shall be the liability,-(a) where the undertakings of the company are directed, under section 6, to vest in an existing government company, of that existing government company; or 20 central government, or existing, or new, government company, not to be liable for certain prior liabilities (b) where the undertakings of the company become transferred by virtue of the provisions of section 7, to a new government company, of that new government company, and shall be discharged by such government company as and when the discharge of such liability becomes due 25 (3) for the removal of doubts, it is hereby declared that,-(a) save as otherwise expressly provided in this act, no liability of the company in relation to its undertakings in respect of any period prior to the 1st day of april, 1979, shall be enforceable against the central go\-ernment, or, where the undertakings of the company 30 are directed, under section 6, to vest in an existing government company, or become transferred by virtue of the provisions of section 7, to a new government ::ompany, against such government company; (b) no award, decree or order of any court, tribunal or other 3s authority in relation to the 'undertakings of the company, passed on or after the appointed day, in respect of any matter, claim or dispute, which arose before the 1st day of april, 1979, shall be enforceable against the central government, or, where the undertakings of the company are directed, under section 6, to vest in an existing 40 government company, or become transferred, by virtue of the provisions of section 7, to a new government company, against such government company; (c) no liability incurred by the company before the 1st day of april, 1979, for the contravention of any provision of law for the 45 time being in force, shall be enforceable against the central government, or, where the undertakings of the company are directed, under section 6, to vest in an existing government company, or become transferred, by virtue of the provisions of seetion 7, to i new government (:ioldpany, against iuch government company, ,0 ~ (1) notwithstanding anything contained in sections 3 and 4, and subject to the provisions of section 7, the central government may, it it is satisfied that an existing government company is willing to comply, or has complied, with such terms and conditions as that 5 government may think fit to impose, direct, by notification, t~t the undertakings of the company, and the right, title and interest of the company in relation to its undertakings which have vested in the ~entral government under section 3, shall, instead of continuing to vest , in the central government, vest in that existing government company 1 c; either on the date of publication of the notification or on such earlier 01' later date (not being a date earlier than the a}:qointed day) as may be specified in the notification, power of central government to direct vesting of the underiukinga of the company in an exist_ ing gov_ ernment company (2) where the right, title and interest of the company in relation to its undertakings vest, under sub-section (1), in an existing government 15 company, that government company shall on and from the date of such vel'ting be deemed to have become and until the transfer of the undertakings by virt-le of the provisions of section 7 to a new government company, be deemed to be, the owner in relation to such undertakings and the rights and liabilities of the central government in relation to 2" such undertakings shall, on ~nd frnm the date of such vesting, be deemed to have become, and until the date of such tran'sfer he deemed to be, the rights and liabilities, respectively, of that existing government company 7 (1) notwithstandin~ anything contained in se~tions a and 4, where 25 the undertakings of the company have been directed, under sub-section (1) of section 6, to vest in an existing government company, the central government may, if it is satisfied that a new government company is willing to comply, or has complied, with such terms and conrlitions as that government may think fit to impose, declare, by notification, that ~,: the undertakings of the company be transferred to that new government company, and on the issue of such declaration, the rili{ht title and interest of the company in relation to its undertakinf,!s which hed been directed under sub-section (1) of section 6 to vest in an existing government company, shall, instead of continuing to vest in that existing ~" government company, vest in that new government company with effect  - from the date on which such declaration is made transfer of the undertakinaa of the company from an existini govern_ ment company to new government company (2) where the right, title and interest of the existing government company in relation to the undertakings of the company vest under subsection (1) in a new government compatly, that new government 40 company 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 existing government company in relation to such undertakings shall, on and from th(; date of such vesting, be deemed to have become the rights and liabilities, respectively, of that new govern-45 ment company   chapter iii ,   payment of amounts8 for the transfer to, and vettldtr in, the ceatral govenaaent,  _ payment sedi~ 3, of the andertakidp of the company and the right, title ani of amount interest of the company in reiadoll to its 1iddertaldnp, there shall be so given by the central government to the company, iii eash and ta tile  a"  i-peaifled·ta empt vi,  t of 'ra  ·  'uti twu"i~iid·fou tbou-dpayment ofturlher amowlt t (1) for the deprivatioll of the company of·the manqementuf ib ujhiertaldftp, there shall be gived to the company by the cefttnl ga\"· emmet an amount calculated at the rate of t t'ho1l88ftd rupees per 5 month for the period commencing on the date on wbieh the management of the undertakings of the company was taken over by the persnns authorised by the central government under seetlon 18a of the industries (development and regulation) ad, 1951, and endln, on the 05 of 19111 appointed day i 0 (2) the amount specified in ~n 8 rnd the amount d"e~ned unde!'~ulm;eedon (1) shall earrysimple intereslt at the rate of four jiu eewt ~r anntud fo'r the period ~ on the apljointed ·d,,  en, or the date on whiest payment of such amoents is ftlade by the cemrai gonmment to the ctmunlsslener 1 ~ (3) the 811'lolmts determint"ri in a('corriancr with the 'provisions of subsections (1) and (2) shall be ltiven bv the central government to tlie company in addition to the anmunt specified in section 8 (4) for the removal of doubts it is hereby declared that the liabilities of the company in relation to its undertakin~~ which have vested 20 in the central government under section 3 shall be discharged frbm the amount referred to in section 8, and also from the amounts determined under sub-sections (1) and (~), in accordance with the rights and fnterests of the creditors of the company  chapter iv managemf!nt, etc, of the undertakin('s of nm company10 (1) the general surerintendence, directian, control and management of the affairs and business of the undertakings of the company, the right, title and interest in relation to which have vested in the central government under section 3, shall,-mana&ement, etc,of the undertakib8& of the con,pany (a) where a direction has ~n gi'ven by the centralgovemm~nt under sub-section (1) of seelion 6, vest on and from the date specified in such direction, in the existing government company speclfied therein; or '(b) where a declaration has been made under sub-section (1) 35 of section 7, vest, on and from the date of such dec1aration, , in the new government company specified therein; or (e) where no direction referred to in clause (a) t1r declajlatfon under cl8'use (b) has been ~iven or made, vest, on and from the appointed day, in one oll·more cuswians appointed by the central 40 government under sub-section (2), and thereupon the existing, or new, government company so specified ·«the ctllkdian or'custo(iians 8t) appein~,sthe·(!aae-ma~ he"lhall be edtiutd ,-to' ereraife to·· the exoluston·ijf all ~,petaonst til 'iuch jio\m1'8 idld:"" all·och thbtgs'" ·'ke· c~pan,:'ta '1l\tth0j'iae4 ~ ellel'<ue '·pd·tie 45 in·re- to ,ita 1u1detakiaga· {  ' ,', (2) the central government may appoint one or more individuals or ~ government company as the custodian or custodians of the uddertakmgs of the company in relation to which no ~tion has been made by i~, under sub-section (1) of section 6 or no declaration bas been made s by it under sub-section (1) of gection 7, (3) the custodian or custodians so appointed shall receive from the funds of the undertakings of the company such remuneration as the central government may fix and hold office during the pleasure of the central government 10 11 (1) on the vesting of the management ot the undertakings of the <:ompany in an existing, or a new, government c()iiilpany or on the appointment of a custodian or custodians, all persons in charge of the management of the undertakings of the company immediately before such vesting or appointment shall be bound to deliver to such govern-15 ment company, or custodian or custodians, as the case may be, all asnts, books of account, registers and other documents in their custody relating to the undertaking!'; of such comr,jany dutyot persona incharp dtmana  gement of undertakjnp olthe collllp8dj' todellver all  •• (2) the central liovernment may issue such directions as it may deem desirable in the circumstances of the case to the existing, or new, 20 government company or the custodian or custodians as to the powers and 'duties of such government company, or custodian or custodians and such government company, or custodian or custocliadll may also, if it is considered necessary sf) to do, apply to the central government at any time for instructions as to---the manner in which the under-25 takings of the company shall be conducted or in relation to any other matter arising in the course of such management (3) any person, who on the appointed day has in his possession or under his control any books, documents or other papers relating to the undertakings of the company which have vested in the c ,mtral government or in any existing, or new, government company and which 30 belong to the company, or, would have so belonged if the undertakings of the company had not vested in the central government or the exiating, or new, government company, shall be liable to account for the said books, documents or other papers to the central government or 35 the existing, or new, government company, as the case may be, and shall deliver them up to the central government or the existing, or new, government company or to such person or body of persons as the central government or such government company may specify in this behalf (4) the central government or the existing, or new, governm~t take or cause to be taken, all necessary steps 'for secunng 40 comp~y mafy all u~dertakings which have vested in the central governpossess on 0 - --:i ment or the existing, or new, government company uuuer this a_t ~ - c any shall within such· period as the central govern-(5) the nomp this' b~half furnish to that government a eomplete t may a ow in' i j?en all its properties and assets, as on the appo nted day, per-4s ~v~ntory of undertakings which have vested in the central govern· talnlng to the t' 3 and for this purpose the central govemment or ment under sec ion 'go~rnment company' shall dord to the company the existing, or new, all reasonnb1e facilities -' it; '(l,wbere, in p!mueee of any deeree, order or injunction of any c01lt't ~1" «lier w lie- - (e}the -authbrise'd' persons were, a'f~ t~ date on which the mal'i«gelfteilt of the' ~'dertak'ings of the company was taken' over by them under section 18a of the industries (development add hegtt· 5 lation) act, 1951 and before the appointed day; or (b) the central ~vernment or the existing, or new, government company, as the case may be, is, on or after the appointed day, prevented from taking over the management of any part of the under- 10 takijqpto'1 the company, the company, or any other per&on ill-· pobleslion, cuitady 'of coatrol-df such part, shall, in relation to the period commenom,:' <ii! the date of s\k"b taking over and ending on the date od which siicb:part~waa or is'handed over to the authorised persons or, aa tae cue uy- be, the central gevernment or the existing, or new, govemment 15 ceaic1y, render', within a period of sixty days from the appointed ~ or·"waere·stlch part was so handed over after the appointed day, witkin a period of sixty days from the date of such handing over, accounts with regard to the-(i) assets and stores of the undertakings or any part thereof, 20 acquired, utilised or sold during the said period; and (iij income derived by the company or any other person from the uddertakings or any part thereof during the said period, te'ide ceatiral governmeat or the existing, or new, government company, as !h'c8se;jday be (~' if, on -examination of the accounts refen-ed to in sub-section (i), arty- income or other m&nies js or are found to have been derived by the company or any other person from such undertakings or any part thereof during the period referred to in that sub-section, or any other monies are found to be payable to the company, such income or other 30 monies shall be recoverable by the central government or the existing, or new, government company from the company or such other person, as the case may be, and from the amount payable under this act to the company and the debt due to the central government or the exist  ing or new, government company, as the case may be, on this accmmt 35 shall rank as an unsecured debt (3) if no account is rendered by the company or such other person in· respect of tbe undertakings or any part thereof within the period' r~ tc)ia sub-aection (1) or if the central government or the exiljti118, or new, go¥ernment company as the case may be, has any 40 reason to believe that the account rendered by the company or such other person is incorrect or false in any material particular, the central govemm:ent or the existing, or new, government company, as the case may be, may refer the matter to the commissioner and thereupon the codnnjsa1aner shall determine the income derived by the company or--45 such'dther person from sttch undertakings or any part thereof durida tb&t,peetod:relwred, to ,in sub-section (1) and take steps to recover the saw! mcome or other m0nies from the company or such other person and fnmt- tite, -amount -payable to the company under this act as if the debt d~'1ie- the-oentral government or the existing, or new, government so campay, a the cue may be, on this account were an unsecured' debt (4) no jdcjrtaapj c:~ge, lien or other iueumbrance in relation to the undertakings ot the company or any part thereof shaube binding od the- central government or the existing, or new, go:v~t "'~' as the case lllay be, if such mortgage, charge, lien or otber~clujl~ w~ created, at any time during ute period in which the ~_ persons were and the cent~al government or thee¥i,$tj~, or 1lw~<gov-s emment company, as the case may be, is, prevented, by ~y ~, order or injunction of any court or otherwise, from taking over ~ management of such undertakings or any part thereof   13 the custodian of the undertakin~ of the cqlllp~y wu 1ipu-account tam an account of the undertakipgs of the company in s"ch, fwm aj)ci and lof 1956 i 0 ~aimer and under such conditions as may be prescriqf:d ap,d the i ~_ audit visions of the companies act, 1956, shall apply to the autut()ftqe account so maintained as they apply to the audit of the accounts df a company  chapi'er v is provisions relating to the employees of tjie co~~14 (1) every person who has been, imm~ly  :re ,,-,;epofated day, employed in any of the undertakiqlsf· tl1e~,-u become,-emtlclrmeftt-m certald emple yeasid' continu • 20 (a) on and from the appointed c1ay,an 8jnp)oyeeoij;qe1\tftl government; and (b) where the undertakiugs of the company are  ucc:md  sub-section (1) of section 6, to vest in an existing government company, or are transferred by virtue of the provisicms 1 seetion 7, to a new government com?any, an employee of auch ~_t 25 company on and from the date of such vesting or tranaler, and shall hold office or service under the central government or the existing, or new, government company, as the case may be, with the same rights and privileges ~s to pension, gratuity and otber matters as would have been admissible to him if there had been no such vestble 30 or transfer and shall continue to do so unless and untilbis en)pj~ep,t under the central government or the existing, or new, government company, as the case may be, is duly terminated or until his remuneration and other conditions of service are duly altered by tfte oenml government or the existing, or new, government company, as the,c;ue 35 may be 140f 1947 (2) notwithstanding anything contained in ,thellmiustria} idisputes act, 1947, or in any other law for the time being in force, the transfer of the services of any officer or other person employed in the undertakings of the company to the central government or the existing, or 40 new government company, as the case may be, shall not entitle such offt~r or other employee to any compensation under tl1ts~ct or under any other law for the time being in force anctno such elaijn shall be entertained by any court, tribunal or other ~ority 15 (1) where the company has establilhec:l a· provident fund, '8uj'8pil!l-4s nuat"')n fund, welfare fund or other fund for the benefit of the ,pefjona emp~'yed in the undertakings of the company,the monies relatljble t" the employees, whose services have become transferred by or und-er ~s providet fund and nther ~ act to the central government or the existing, or new, government company,as the case may be, shall, out of the monies standing, on the appointed day, to the credit of such provident, superannuation, welfare or other fund, stand transferred to, and shall vest in, the central government or the existing, or new, government company, as the case may s be (2) the monies which stand transferred under sub-section (1) to the central government or the existing, or new, government company, as the case may be, shall be dealt with by that govemment or the existing, or new, government company in such manner as may be 10 prescribed  chapter vi commissioner of payments16 (1) the central government shall, for the purpose of disbursing the iud01iilts payawe un_ sections 8 and 9, by notification, appoint a 15 comm  uer of payments; appointmeotof commialiooer otpqmenta (2) the central goverdmedt may appoint such other persons as it may tbiuk &t to assist the commissioner and thereupon the commissionet' may authorise one or more of soch persons also to exercise all or any of the powers exercisable by him under this act and difterent persons may 20 ie authorised to exercise different powers (3) any person authorised by the commissioner to exercise any of the powers exercisable by the commissioner may exercise those powers in the same manner and with the same effect as if they have been conferred on that person directly by this act and not by way of authori- 25 sation (4) the salaries and allowance6 of the commissioner and other pei'ioda appointed under this sedion shall be defrayed out of the coii8o-lldated fond of india 17 (1) the central government shall, within thirty days from the 30 specifted date, pay, in cash, to the commissioner, for payment to the company-~ 4_, (a) an amount equal to the amount specified in section 8; and plyment by central government to the commii-skider (b) an amount equal to the amounts payable to the company under section 9 3s (2) a deposit account shall be opened by the central government in favour of the commissioner, in the public account of india, and every amo\mt paid under this act to the commissioner shall be deposited by him to the credit of the said account and the said deposit account shall be operated by the commissioner 40 (3) interest accruing on the amounts standing to the credit of the uposit aocount referred to in sub-section (2) shal1 ensure to the said ~t r  --, 18 (1) the central government or the existing, or new, government company, as the case may be, shall be entitled \0 receive up to the specified date, to the exclusion of all other persons, any money due to the company, in relation to its undertakings which have vested in the 5 central government or the existing, or new, government company, as the case may be, and realised after the a?pointed day, notwithstanding that the realisation pertains to a period prior to the appointed day certain poweraof central government, of existing, arnew, government company (2) the central government or the existing, or new, government company, as the case may be, may make a claim to the commissioner i 0 with regard to every payment made by it after the appointed day for discharging any liability of the company, in relation to any period prior to the 1st day of april, 1979; and every such claim shall have priority in accordance with the priorities attachlng, tmder this aet, to the matter in relation to which such liability has been discharged by the central 15 government or the existing, or new, government company, as the cue may be (3) save as otherwise provided in this act, the liabilities of the company in respect of any transadion prior to the 1st day of april, 1979, which have not been discharged on or before the specified date, shall be 20 the liabilities of the company claims to be made 19 every person having a claim against the company shall prefer such claim before the commissioner within thirty days from the specified date: ~the commissioner provided that if the commissioner is satisfied that the claimant was prevented by sufficient cause from preferring the clafm within the said 25 period of thirty d'iys, he may entertain the claim within a further period of thirty days and not thereafter zoo the claims arising out of the matters specified in the schedule shall have priorities in accordance with the following princlples:-priority of claims (a) category i shall have precedence over all other categories and category ii shan have precedence over category iii, and so on;! (b) the claims specified in each of the categories shall rank: equally and be paid in full, but if the amount is insuftlcient to meet such claims in full, tht'~r shall abate in equal proportions and be paid accordingly; 35 (c) the question of discharging any liability with regard to a matter specified in a lower category shall arise only it a surplus is left after meeting all the liabilities specified in the immediately higher category examination of claims 21 (1) on receipt of the claims made under section 19, the commis-40 sioner shall arrange the claims in the order of priorities speclfled in the schedule and examine the same in accordance with such oru;~o~ priorities (2) if on examination of the claims, the commissioner is ot the pinion that the amount paid to him under this act is not suftlcient to 4s ':neet the liabilities specified in any lower category he shall not be' required to examine any claim in respect of such lower category 13 (1) af~ uamiaing the· claims with ftfereoce to;the lpriwities cat ,-out in  the -scbedule, the cchbjaisaioner sball fixa date 4u or ~ which every claimant saall ale 1iae proof 'id his ,claims, fautqwb1ch 'be _au  be ezeluded from the hreiit c)f tbe di&bau'semeuta  wtt1e by  the commissioner s (2) not less than fourteen da'ys' notice of the date ,so fixed shall· be given by advertisement in such issue of any daily newspaper in the t~ language and in such jssue of daily aew~ in such regiodallanguageas the colluftissioner may conaid,ersuitable, and every such ilotice shall cauupontbe datmant to fue theproof of,bis daim 10 wtth'the commissioner within the timp sneeified in the advertibe~eqt (is) every claimant· who fails to file the proof of his elaim wfthin ~ time speoified by the commissioner shall be excluded 'from the disbursements made by the commissioner (4) the commissioner shall, after such investigation as jdey, in is his opinion,· be  necessary and after givitig the compeny an opportunity of  refutijag the claim ,and after giving the claimant a reasonable opportunity of lleing heard, by 8'::{e:: 1:1 writing, admit or rejeet the claim in whole or in part (5) the commissioner shall have the p~'ver to regulate his own 20 procedure in all matters arising out of the discharge ~ hisfhnl"'tlons, including the place or places at whic:1 he will mid hissittldp ,ad shall, for the purpose of making any investigation under this aet, haw the same powers as are vested in a civil court under the code of civil procedure, 1008 while trying a suit, in respect of the following matters, 2s 5 of 1908 namely:-(a) the summoning and enforcing the atteag8dce of bay witness and examining him on oath; (b) the di8covery add production of any document or other material object producible as evidence; 30 (c) the reception of evidebce on mctavus; (d) the iss'uing of any commission for the examination of witnesses 45 of 1860 2 of 1974 (6) any investigation before the commissioderllball ,be deemed to be a judicial proceeding within the meaning of sections 193 and 228 of 35 the indian penal code and the commissioner shall be· deemed to be a civil court for the purposes of section 195 and chapter'xxvy of the 'code of criminal procedure 1973 (7) a claimant who is dissatisfied with the decision of the commissioner may prefer an appeal against'the tleeislon 'to [68 pridilpal 40 civil court of original jurisdletion within the loeal'ltndtb ,ot  jurisdiction the regisrered offtce of thecoi'l'lpeby ' 'si~: provided that where  a person who is a judge of a high court is appointed to be the collllxlissioner, the appeal shad lie to the '111gb court at calcutta and such appeal shall be heard and dtspoled lif'lty 45 not less than two judges of tbat high court 2l after adinttttng a clldtn under this act, the am01rlt1t due in respect of such claims shall be paid by the commissioner to the person or persons to whom such amounts are due, and, on such payment, the liability of the company in l'espect of such claim shall stand discharged disbttrsement of money by com  missioner to claimants 5 !t {f) if, out of the me!liespaid to him in re1a1:cm to the uddertakings of the company, there is a balanee left after meeting the liabilities in accordance with the priorities specified in the schedule, the commissioner shall disburse such balance to the coiiii"j8ny disbursement of amounts to the company and poasession of certain machinery, equipmeat etc (2) where any machinery, equipment or' other property has vested r () urder this act in the central government or the existing, or new, government company, as! the case may be, but such machinery, equipment or other property does not belong to the company, it shall be lawful for the central government or the existing, or new, government company, as the: case may be, to continue to possess such 15 machinery equipment and other property on the same termsand conditions under which they were possessed by the company immediately before the appointed day 21:, any money paid to the commissioner which remains undisbursed or· unclaimed on the date immediately preceding the date on which the 20 of1tc'e of the commissioner is finally wound up shall be tr&nsfe!ted by the commissiofter to th'e general-revenue account of the central 'government; bljt a-claim· to any money so transferred may be preferred to the central goyernmeni by the persons entitled to such payment and shall be dealt wi·th as· if such transfer had not been made and the order, if any, for 25 payment ottheclaim being treated as an order for the refund of the reve!'lue undilbuned or unclaimed amount to be deposit- ' ed to the general r-evenue account  chapter vii miscfilaneousact to have overl'icijn, effect 28: thetprcwisigds of this act shall haw effect ne41withstanding 30 aaythiiig, inoodbistent themwith contained in any other law for the time being in force or in any mstnjmentbaviag effflct by virtue of any law other than this act, or in any decree or order of any court, tril!rmai of' 'other authortty 27 every contract entered into by the company in relation to its 35 undertakings for any service, sale or supply, and in force immediately ~fore the appointed day, shall, on and from the expiry of one hundred and eighty days from that day, cease to have effect unless such contract is before the expiry of the said period, rattfied in writing by the c~ government or, as the case may be, the existing~ or new, contracts to ce&le<" to h-effect unleuo rat1fled by the central ~o govemtnent company, and in ratifying such conn-act, the· central government or, as the case may be, the existini or new, government company may make such alterations or modifications therein u it may think fit; provided that the central government or, as the case may be, the existing, or new, government company shall not omit to ratify a contract and shall nut make any alteration or modification therein-5 govern ment, or the existing or new government com pany (a) unless it is satisfied that such contract is unduly onerous or has been entered into in bad faith or is detrimental to the interests of the central government or, as the case may be, such government company; and (b) except after giving the t?8i'ties to the contract a reason-10 able opportunity of being heard and except after recording in writing its reasons for its refusal to ratify the contract or for making any alteration or modification therein 28 a person who,-(a) having in his possession, custody or control any property j 5 forming part of the undertakings of the company, wrongfully withholds such property from the central government or the existing, or new, government company, as the case may be, or any person or body of persons authorised by that government or existing, or new, government company; or 20 (bi) wrongfully obtains possession of, or retains, any property forming part of any undertaking of the company or wilfully with· holds or fails to furnish to the central government, or, as the case may be, the existing, or new, government company or any person or body of persons authorised by that government or government 25 company, any document relating to such undertakings which may be in his possession, custody or control or fails to deliver to the central government or, as the case may be, the existing, or new, government company or any person or body of persons authoriaed by that government or existing, or new, government company, any 30 assets, books of account, registers or other documents in his p0sse&-sion, custody or control relating to the undertakings of the company; or (c) wrongfully removes or destroys any property forming part of the undertakings of the company or prefers any claim 35 under this act which he knows or has reasonable cause to believe to be false or grossly 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 with both often-cf's by compaules 29 (1) where an offence 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 the business of the company, as well as the company, shall be deemed to  be guilty of the offence and shall be liable to be proceeded against 4s and punished according'ly: provided that noitjml/ contaided in thisiub-action, ihall render any such ·pers01l liable to auy punishment, if he prevesthatule/ oftence was committed without his knowledge or that he had exereisedall due diligence to prevent the commission of s'uch offence 5 (2) notwithstanding anything contained in sub-section (1), where ~nydfteil1!e 'under this ahhas been cominitted by a company and it is proved that the offence has been committed with the consent or connivance of, or is attributable to any nejlect on the part of, any director, manager, seeretal'y or other officer of the company, such director, 10 manager, secretary or other officer shall be deemed to be guilty of 'that :offence and shall be liable to be proceeded against" and punished accordingly  explttnatirm-f'or the purposes of this section,-(a) 'company" mems any body corporate and includes a firm 15 or other association·of individuals; and (b) "director", in relation to a firm, means a partner in the fum - protedtion of action taken in iood faith 30 no suit, prosecution or other legal proceeding shall lie against the central government or any officer of that government or ,the 20 custodian of the undertakings 6f the c'ompany or the existing, or new, government company or any officer or other person authorised by that government or existing, or new, government company for anything which is in good faith done or intended to be done under this act 31 (1) the central government may, by notification, direct that delelation of powers 2 ,m t:if any oftltepowe'rs e:terdsable by it tlllclt!r this act, other tftan 5 the power conferred by this section or section 32 or s~ 33, 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 wb-section 30 '(11), 'the person tn whom such power ha~  been delegated ·~~ct wider the direction, control and supervislon of the central government 32 (1) the central government rna;, by notification, make rules for carrying out the pi'ovisiuns of this 'net (2) in particular, and without prejudice to the generality of ~ 35  wer such rules may provide for all or any of the following foregolng po , matters, namely:-(a) the time within whic~, and the ma~r in which,an int~- £erred to in su~tiod (3) of 'bectioa 4 ahal1 be"liven, matlonre  (b) the form and the manner in which, 8lld the· conditions ·:undel' which,· the custodian shall maintain aceounts u required by section 13; (c) the manner in which monies in any provident fund or other fund referred to in section 15 shall be dealt with; s (d) any other matter which is required to be, or may be, prescribed {3) every rule made by the central government under this act shall be laid, as soon as may be after it is made, before each house of parliament, while it is in session, for a total period of thirty days 10 which may be comprised in one session or in two or more successive senions, and if, before the expiry of the session immediately following the session or the successive sessions aforesaid, both houses agree in making any modification in the rule or both houses agree that the rule should not be made, the rule shall thereafter have effect only in such 15 modified form or be of no effect, as the case may be; so, however, that any  auch modification or annulment shall be without prejudice to the validity of anything previously done under that rule 33 if any difficulty arises in giving effect to the provisions of this act, the central government may, by order, not inconsistent with the 20 provisions of this act, remove the difficulty: power to remove djftlc\lltia provided that no such order shall be made after the expiry of a period of two years from the appointed day  the schedule(see sections 20, 21, 22 and 24)  oildllft of priorities for the discha~ge of the llabllities of the company part a-post-take-over and pre-take-over periods j ,category 1-wages, salaries and other dues of the employees of the company for tlie post-taite-over period as well as arrears in relation to wagei, 30 salaries, provident fund and other dues of the employees fer the pretake-over period  part b-poat't;gjc-over periodcategory 11-(a) loans advanced by the central government and interest 35 due thereon ('b) loans, advanced by banks and financial institutions, guaranteed by the central government and interest due thereon category iii-manufacturing (a) credit avaued of for purposes of trade or operations (b) any other dues 5 part c-pre-take-over period category iv-(a) revenue, taxes, cesbies, rates or other dues to the central government or a state government (b) sales tax, rates and taxes, contributions to be made to 10 the employees' state insurance' fund and additional de8l'll818 allowance payable to employees categ(yl'y v-principal amount of the secured loans advanced by banks and financial institutions and interest due thereon up to and including december 15 15, 1977, that is to say, the date on which the notified order uno,r section 18a of the industries (development and regulation) act, 1951, was published in the official gazette category vi-revenue, taxes, cesses, rates or any other dues ;>ayable to a local 20 authority, or state electricity board category vh-amounts due by way of i'1tercst on secured loans referred to in category v after december 15, 1977  category viii-25 (a) any other credit availed of for purposes of trade or manufacturing operations (b) any other dues the bengal chemical and pbarixl8ceutical works limited (bcpw) , calcutta, were' engaged in the manuf8rture of drugs and pharmaceuticals, chemicals and home products which were essential to the needs of the country the company began to show steady decline ~amithe·commercial, acuvity ot the ~y\agdamd froq:l1969-70 to 1971-72 though it showed an upw8lld1 ueod ijllll~15, it ~~dd,clin­il)gthereaiter the company w8's also being mismanaged af~r investig~t19n into the affairs of the company thrqugh an inves~ga~on committee, the management of the company was taken over on' the 15th december, 1977 by the central govemtnejlt acting under section 18a of the inchtstries (development and regulation) act, 1951 a board of management was appointed it is necessary to acquire the undertakings of· the company for the purpose ofreconstz:ucijrg and ~~~uting it so as to 8ubsente the inteneets ofl the· ~eral< puplic; br; tbe alul~taijon of 'production and distribution ofctif1erentvanetiea of ~a~u~icals and chemicals which are essential to the needs oftll~ s-wral,publlc the bhl seeks to achieve the said objects new delhi; veebendba patil the 31st july, 1980  president's recommendation under article 117 of the constitution of india[copy of letter no 43013 (8) /79-dv, dated the mh august, 1980 from shri veerendra patil minister of petroleum, chemxalsandl fertilisers to the secretary, lok sabha] the pre~ident having been informed of the subject matter of the proposed bill to provide for, in the public interest, the acquisition and transfer of the right, title and interest of the undertakings of bengal chemi-:al and pharmaceutical works limited, calcutta, and for matters connected therewith or incidential thereto, recommends under clauses (1 ) and (3) of article 117 of the conltitutlon of india for introduction and consideration of the bill in lok sabha '~m&e,8 ~,·vm, ~,prqvi4m for, the,,~t,w ~  h, ~m, ~ iiuun ~ed in ~ter: via ijdqi,lat of~, j~~,qqq, r'~ five hundred and two lakhs and four thousand only') w y~~jng,~, ~e ce~tral government, the right, title and interest of the company, namely,the ~ga1 chemic,al and pba~eutic:al 'wmb ,lihnited (bcpw), calcutta, in relation to the undertakings owned by it 2 ~qb·dause (1) of clause 9 provides for payment of a further amo411t in cash, in consideration fc'r the''c1eprivatibll gf'the company of the management of the undertakings, an amounf' aricmlated at tht  ,te of rs 2,000 (rupees two thousand only) per month f&r the pe,iodcommeqcing on tne date on wh~~h the manag~ent of the unde~t~iqngs of the company was ta~en over by the government ajld, ~ding with the appointed day it is estimated that' this amo'wlt will be of the order of rs 64,000 ,(rupees sixty-four thousand only) ,3 sjlb,qlause (,2) of clause 9, prqvldes f~ ~~nt q£&illl~e ~~t:t~st on the amounts specified in clal,lie 8 and ,8~lal1~8: (1) of c;"use',9" 4~ the rate of 4! per cent per annum for the period commencing on the appointed day and ending with the day on which the payment of these amounts is made by the central government to the commissioner of payments the interest payments in terms of the provisions of the said clause could be of the order of rs 168,000 (rupees one 1akh and sixtyeight thousand only) which is equivalent to interest for one month 4 clause 16 of the bill provides for the appointment of the commissioner of payments by the central government with adequate staff to assist him f~ the pu~'pose of disbursing the amount payable to the company the salary and allowance!'; of the co~missioner of payments and his staff and expenditure on office and establishment will be defrayed out of the consolidated fund of india the estimated expenditure on this account is likely to be of the order of rs 3,000 (rupees three thousand only) per month 5 the bill 'if enacted, is not likely to involve any other recurring or non-recurring expenditure clause 32 ot the bill empowers the central government to make rules to carry out the provisions o! the bill such rules may provide for matters, such as-(a) the time within which and the manner in which ad intimation referred to in sub-clauo;e (3) of clause 4 of the bill 8hall be given; (b) the form and the manner in which and the conditions under which the custodian shali maintain the accounts as provided in clause 13; and (c) the manner in which monies in any provident fund or other fund referred to in clause 15 shall be dealt with 2 the matters in respect of which such rules may be made are matters of procedure and administrative detail and it is not practicable to provide for them in the bill itself the delegation of legislative power is, therefore, of a normal character  a billto t;)rovide for the a;:quisition and transfer, in the public interest, of the undertakings of the bengal chemical and pharmaceutical works limited, and for matters connected therewith or incidental thereto (shri veerendm patil, mini&ter of petroleum, chemicals and fertilisers) 