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BRITANNIA ENGINEERING COMPANY LIMITED (MOKAMEH UNIT) AND THE ARTHUR BUTLER AND COMPANY (MUZAFFARPORE) LIMITED (ACQUISITION AND TRANSFER OF UNDERTAKING) ACT 1978

Ministry of Law and Justice

Act nº 41 of 1978


  • Chapter I
  • Chapter II
  • Chapter III
  • Chapter IV
  • Chapter V
  • Chapter VI
  • Chapter VII
  • Schedules
  • Act nº 41 of 1978

Preamble

THE BRITANNIA ENGINEERING COMPANY LIMITED (MOKAMEH UNIT) AND THE ARTHUR BUTLER AND COMPANY (MUZAFFARPORE) LIMITED (ACQUISITION AND TRANSFER OF UNDERTAKING) ACT 1978

[Act, No. 41 of 1978]

[8th December, 1978]

PREAMBLE

An act to provide for the acquisition and transfer of the right, title and interest of the undertakings of Britannia engineering company in relation to the Mokameh unit owned by it and the right, title and interest of Arthur Butler and Company in relation to the undertakings owned by it, with a view to ensuring the continued manufacture of railway wagons as other goods essential to the needs of the country in general and the railways in particular, and for matters connected therewith or incidental thereto.

WHEREAS Britannia engineering company at the Mokameh unit and Arthur Butler and company were engaged in the manufacture of railway wagons and other goods;

And WHEREAS as a result of the closure of the wagon and other undertakings owned by the companies aforesaid there was a substantial fall in the manufacture of railway wagons and other goods;

And WHEREAS for the purpose of bringing the closed works of the companies aforesaid into operation the management of the Mokameh unit of Britannia of Arthur Butler and Company were taken over by the Central Government under the Industries (Development and Regulation) Act, 1951 (65 of 1951);

And WHEREAS it is necessary to acquire the said wagon and other undertakings to ensure the continued manufacturer of railway wagons and other goods which are essential to the needs of the country in general, and the railways in particular

BE it enacted by Parliament in the twenty-ninth Year of the republic of India as follows:-

Chapter I

Section 1. Short title and commencement

(1) This Act may be called the Britannia engineering company Limited (Mokameh Unit) and the Arthur Butler and Company (Muzaffarpore) Limited (Acquisition and transfer of Undertakings) Act 1978.

(2) The provisions of sections 27 and 28 shall come into force at once and the remaining provisions if this Act shall be deemed to have come into force on the 1st day of April 1978.

Section 2. Definitions

In this act, unless the context otherwise requires.-

(a) "appointed day" means the 1st day of April 1978;

(b) "Arthur Butler and Company" means Messrs.Arthur Butler and Company (Muzaffarpore) Limited a company with in the meaning of the companies act 1956 (1 of 1956) and having its registered office at 40, stand road Calcutta in the state of west Bengal;

(c) "Britannia engineering company" means Messrs.Britannia engineering company Limited a company within the meaning of the companies Act 1956 (1 of 1956) and having is registered office at 3 Netaji Subhash Road, Calcutta in the state of west Bengal;

(d) "Commissioner" means the Commissioner of Payments appointed under section 15;

(e) "Government" company" means a company within the meaning of section 617 of the companies Act, 1956 (1 of 1956) and referred to in section 5 of this act;

(f) "Mokameh unit" means the wagon and other undertakings owned by Britannia engineering company at Mokameh in the State of Bihar;

(g) "notification" means a notification published in the Official Gazette;

(h) "prescribed" means prescribed by rules made under this Act;

(i) "specified date" in relation to any provision of this act, means such date as the Central Government may, by notification specify for the purpose of that provision and different dates may be specified for different provisions of this Act;

(j) "Wagon and other undertaking" means the undertaking which is engaged in the manufacture of railway wagons and other goods;

(k) words and expressions used herein and not defined but defined in the companies act, 1956 (1 of 1956) have the meanings, respectively assigned to them in that Act.

Chapter II

Section 3. Vesting the Central Government of Mokameh unit and undertakings of Arthur Butler and Company

On the appointed day,-

(i) the Mokameh unit and the right, title and interest of Britannia engineering company in relation to the Mokameh unit and

(ii) the undertaking owned by Arthur Butler and Company and the right, title and interest of Arthur Butler and Company in relation to the said undertakings,

shall by virtue of this Act, stand transferred to, and shall vest, in the Central Government.

Section 4. General effect if vesting

(1) The Mokameh unit, and the undertakings of Arthur Butler and Company referred to in section 3, shall be deemed to include all assets, rights, lease-holds powers authorities and privileges and all property movable and immovable including lands, buildings workshops, stores instruments machinery and equipment cash balances, cash in hand reserve funds investments and boll debts pertaining of Arthur butler and company and all tights and interests in, or arising out of such property as were immediately before the appointed day in the ownership possession, power or control-

(a) of Britannia engineering company in relation to the Mokameh unit or

(b) of Arthur Butler and Company in relation to the undertakings owned by it,

whether within or outside India and all books of account registers and other documents of whatever nature relating thereto.

(2) All properties as aforesaid which have vested in the Central Government under section 3 shall be force of such vesting be freed and discharged from any trust, obligation mortgage charge lien and all other encumbrances affecting it, and any attachment, injunction or decree or order of any court or other authority, restricting the use of such whole or any part of such properties shall be deemed to have been withdrawn.

(3) Every mortgagee of any property which has vested under this Act in the Central Government and every person holding any charge, lien or other interest in or in relation to any such property shall give, within such time and in such manner as may be prescribed an intimation to the Commissioner of such mortgage, charge or other interest.

(4) for the removal of doubts it is hereby declared that the mortgagee of any property referred to in sub-section(3) or any other person holding and charge lien or other interest in, or in relation to any such property shall be entitled to claim, in accordance with his rights and interests, payments of the mortgagee money or other dues in whole or in part out of amounts specified in the first Schedule and also out of the monies determined under section 8 but no such mortgage charge lien or other interest shall be enforceable against any property which has vested in the Central Government or the Government Company as the case may be.

(5) If, on the appointed day, any suit appeal or other proceeding of whatever nature instituted or preferred by or against Britannia engineering company in relation to the Mokameh unit or by a against Arthur Butler and Company in relation to any undertaking owned by it, is pending the same shall not abate be discontinued or be in any way as the case may be undertakings of Arthur Butler and Company or of anything contained in this act, but the suit, appeal or other proceeding may be continued prosecuted or enforced by it against the Central Government or the Government Company as the case may be.

Section 5. Power of Central Government to direct vesting of Mokameh unit and the undertakings of Arthur Butler and Company in a Government Company

(1) Notwithstanding anything contained in section 3 the Central Government may, if it is satisfied that a Government Company (whether in existence at the commencement of this Act or incorporated there after) is willing to comply, or has complied, with such terms and conditions as that Government may think fit to impose, direct by notification, and the right, title and interest of Britannia engineering company in relation to the Mokameh unit and the right title and interest of Arthur Butler and Company in relation to the undertakings owned but by it, which have vested in the Central Government under section 3 shall instead of continuing to vest in the Central Government, vest in the Government Company either on the date of the notification or on such earlier or later date (not being a date earlier than the appointed day) as may be specified in the notification.

(2) where the right title and interest in relation to the Mokameh unit and in relation to the other undertakings referred to in section 3, vest in a Government Company under sub-section 91) the Government Company shall, on and from the date of such vesting be deemed to have Butler the owned of the Mokameh unit and of the undertakings of Arthur Butler and Company and shall the rights and liabilities of the Central Government in relation to the Mokameh unit and the undertakings of Arthur Butler to have been the rights and liabilities, respectively of the Government Company.

Section 6. Britannia engineering company and Arthur Butler and Company to be liable for certain prior liabilities

(1) every liability of Britannia engineering company in relation to the Mokameh unit or of Arthur Butler company in relation to the undertakings owned by it, introspect of any period prior to the appointed day shall be the liability of Britannia Engineering Company, of Arthur Butler and Company as the case may be, and shall be enforceable against such company and not against Central Government or the Government Company.

(2) for the removal of doubts it is hereby declared that,-

(a) save as otherwise expressly provided in this section or in any other section of this act,-

(i) no liability of Britannia engineering company in relation to the Mokameh unit and

(ii) no liability of Arthur Butler and Company in relation to the undertakings owned by it,

in respect of any period prior to the appointed day shall be enforceable against the Central Government or the Government Company as the case may be;

(b) no award decree or order of any court tribunal or other authority in relation to the Mokameh unit or in relation to the undertakings owned by Arthur Butler and Company passed after the appointed day in respect of any matter claim or dispute which arose before that day shall be enforceable against Central Government or the Government Company, as the case may be;

(c) no liability incurred before the appointed day by-

(i) Britannia engineering company in relation to the Mokameh unit or

(ii) Arthur Butler and Company in relation to the undertakings owned by it,

for the contravention of any provision of law for the time being in force shall be enforceable against the Central Government or the Government Company as the may be.

Chapter III

Section 7. Payment of amount

(1) for the transfer to, and vesting, in the Central Government, under section 3,-

(a) of the Mokameh unit and the right title and interest of Britannia engineering company in relation to that unit and

(b) of the undertakings owned by Arthur Butler and Company and the right title and interest of Arthur Butler and Company in relation to those undertakings,

there shall be given by the Central Government to Britannia engineering company and Arthur Butler and Company in cash and in the manner specified in chapter v1, an amount equal to the amount specified, respectively in the first Schedule against Britannia engineering company and Arthur Butler and Company.

(2) For the removal of doubts it is hereby declared that the liabilities of-

(i) Britannia engineering company in relation to the Mokameh unit and

(ii) Arthur Butler and Company in relation to the undertakings owned by it,

shall be met in accordance with the rights and interests of the creditors of the respective company from the amount due, respectively to Britannia engineering company and Arthur and company under sub-section (1).

Section 8. Payment of further amount

(1) for the deprivation of Britannia engineering company of the management of the Mokameh unit and for the deprivation or Arthur Butler and Company of the management if the undertakings owned by it, there shall be given in cash by the Central Government to the respective company in addition to the amount specified in section 7 and amount computed at the rate of ten thousand rupees per annum for the or as the case may be such undertakings was taken over by the Central Government under the Industries (Development and regulation) Act, 1951 (65 of 1951) and ending with the appointed day.

(2) In consideration of the retrospective operation of the provisos of sections 34 and 6 there shall also be given in cash by the Central Government to Britannia engineering company and to Arthur Butler and Company an amount equal to an amount calculated at the rate of ten thousand rupees per annum for the period commencing on the appointed day and ending with the date on which this act receives the assent of the President.

(3) the amount specified in section 7 and the amount computed under sub-sections (1) and (2) shall carry simple interest at the rate of four per cent per annum for the period commencing on the appointed day and ending with the date on which the payment of amount is made by the Central Government to the Commissioner.

(4) the amounts determined in accordance with the provisions of sub-sections (1) (2) and (3) shall be given to Britannia engineering company and to Arthur Butler and Company in addition to the amount specified in the first Schedule.

Chapter IV

Section 9. Management etc., of Mokameh unit undertakings of Arthur Butler and Company

On the appointed day, the general superintendence direction condition and management of the affairs and business of the Mokameh unit and of the undertakings owned by Arthur Butler and Company shall-

(a) where a direction has been made by the Central Government under section 5 vest in the Government Company specified in such direction or

(b) where no such direction been made, vest in such person or body persons as may be appointed by the Central Government in this behalf,

and thereupon the Government Company so specified too the person or body of persons so appointed, as the case may be shall be entitled to exercise all such powers and do shall things as Britannia engineering company is authorised to exercise and do in relation to its Mokameh unit, to as the case may be Arthur Butler and Company is authorised to exercise and do in relation to the undertakings owned by it.

Section 10. Duty to deliver possession of Mokameh unit and under-takings of Arthur Butler and Company

(1) every person in whose possession or custody or control-

(i) the Mokameh unit or

(ii) any undertaking or Arthur Butler and Company or

any part of such unit or undertaking or any machinery instrument or other movable assets forming part of such unit or undertaking may be immediately before the appointed day shall fortieth deliver possession of the Mokameh unit or such undertaking or such part machinery instrument or other asset, as the case may be to the Central Government or the Government Company or to such person or body of persons as the Central Government or the Government Company may specify in this behalf.(Duty to deliver possession of Mokameh unit and undertakings butler and company)

(2) every person, who has on the appointed day in his possession or under his control any assets, books documents or other appears requiting to the Mokameh unit or any undertaking owned by Arthur Butler and ?company which has crested in the Central Government or a Government Company under this act, and which belong to Britannia engineering company or as the case may be Arthur Butler and Company or would have to belonged if the Mokameh unit or as the case may be the under Central Government or the Government Company shall be liable to account for the said assets, books documents and other papers to the Central Government or the Government Company and shall deliver them up to the Central Government or the Government Company or to such person or body or persons as the Central Government or the Government Company may specify in this behalf.

(3) the Central Government may take or cause to be taken all necessary steps for securing possession of the Mokameh unit and the undertakings of Arthur Butler and Company which have vested in it under section 3.