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ALUMINIUM CORPORATION OF INDIA LIMITED (ACQUISTION AND TRANSFER OF ALUMINIUM UNDERTAKING) ACT, 1984
43 of 1984
[2nd June, 1984]
An Act to provide for the acquisition and transfer of the right, title and interest of the Aluminium Corporation of India Limited in relation to its undertaking as Jaykay Nagar, near Asansol (West Bengal) for the purpose of ensuring the continuity of production of aluminium and aluminium fabricated products which are essential to the needs of the community and thereby to give effect to the policy of the State towards securing the principles specified in clause (b) of Article 39 of the Constitution, WHEREAS the undertaking of the Aluminium Corporation of India Limited, a company within the meaning of the Companies Act, 1956at Jaykay Nagar, near Asansol (West Bengal) was engaged in the production of aluminium and aluminium fabricated products falling under the First Schedule to the Industries (Development and Regulation) Act, 1951; AND WHEREAS a result of deterioration of operating efficiency, grave financial improprieties, failure to maintain harmonious industrial relations and other reasons, the Company had to resort to the closure of the said undertaking in 1973; AND WHEREAS efforts were made from 1975 onwards by the Central Government and the Government of West Bengal to secure the revival of the said undertaking with a view to the rehabilitation of the workmen adversely affected by the closure of the undertaking and also for augmenting the supply of aluminium and aluminium fabricated products and the efforts did not succeed as the entire capital of the Company had been eroded by outstanding liabilities and the management was unwilling to invest any funds; AND WHEREAS with a view to re-starting the said undertaking the management of the said undertaking was taken over by the Central Government on the 1st day of May, 1978 under the provisions of the Industries (Development and Regulation) Act, 1951; AND WHEREAS owing to the condition of the plant and machinery and other equipment and the grave deterioration which had already taken place in the operating efficiency thereof, the undertaking has not been able, in spite of financial and other assistance provided by the Central Government and the Government of West Bengal, to become viable or generate the funds needed for the proper utilisation of its capacity; AND WHEREAS further investment of substantial sums of money is needed for the rehabilitation and replacement of the capital equipment and in view of the serious adverse financial condition of the Company and the state of the undertaking, the Company is not in a position to secure the funds necessary for such investment; AND WHEREAS it is necessary to make such investment for securing proper utilisation of available facilities for production of aluminium and aluminium fabricated products which are essential to the needs of the community, particularly in the industrial and power sectors; AND WHEREAS such investment is also necessary for securing the continued employment of the workmen employed in the said undertaking; AND WHEREAS it is necessary in the public interest to acquire the said undertaking to enable the Central Government to have such investment made and to ensure that the interests of the general public are served by the continuance of the said undertaking of the production of aluminium and aluminium fabricated products; AND WHEREAS such acquisition is for giving effect to the policy of the State towards securing the principles specified in clause (b) of article 39 of the Constitution; BE it enacted by Parliament in the Thirty-fifth Year of the Republic of India as follows:-
CHAPTER 01: PRELIMINARY
SECTION 01: SHORT TITLE
This Act may be called The Aluminium Corporation of India Limited (Acquisition and Transfer of Aluminium Undertaking) Act, 1984.
SECTION 02: DEFINITIONS
In this Act, unless the context otherwise requires,-
(a) "Aluminium undertaking", in relation to the Company, means the under- taking of the Company located at Jaykay Nagar, near Asansol (West Bengal), being the industrial undertaking referred to in the order of the Government of India in the Ministry of Industry (Department of Industrial Development) No. S.O. 293 (E)/18AA/IDRA/78, dated the 1st day of May, 1978;
(b) "appointed day" means the date of commencement of this Act;
(c) "Bharat Aluminium Company" means the Bharat Aluminium Company Limited, a Government company within the meaning of the Companies Act, 1956-, and having its registered office at New Delhi;
(d) "Commissioner" means the Commissioner of Payments appointed under section 14-;
(e) "company" means the Aluminium Corporation of India Limited, being a company within the meaning of the Companies Act, 1956-, and having its registered office at 7, Council House Street, Calcutta;
(f) "notification" means a notification published in the Official Gazette;
(g) "prescribed" means prescribed by rules made under this Act;
(h) "specified date", in relation to any provision of this Act, means such date as the Central Government may, by notification, specify for the purposes of that provision and different dates may be specified for different provisions of this Act;
(i) words and expressions used herein and not defined, but defined in the Companies Act, 1956-, shall have the meanings, respectively, assigned to them in that Act.
CHAPTER 02: ACQUISITION AND TRANSFER OF ALUMINIUM UNDERTAKING OF THE COMPANY
[a] Aluminium undertaking at Jaynagar and Aluminium Corporation of India which vested in Central Govt. u/ s. 3 now shall vest in Bharat Aluminium Co. Ltd. w.e.f. 2-6-1984 - Gaz. of Ind., 26-6-1984, Pt. II, S. 3(1), Ext., p. 2.
SECTION 03: TRANSFER TO, AND VESTING IN, THE CENTRAL GOVERNMENT OF THE ALUMINIUM UNDERTAKING OF THE COMPANY
On the appointed day, the Aluminium undertaking of the Company and the right, title and interest of the Company in relation to that undertaking, shall, by virtue of this Act, stand transferred to, and shall vest in, the Central Government.
SECTION 04: GENERAL EFFECT OF VESTING
(1) The Aluminium undertaking of the Company shall be deemed to include all properties and assets (including lands, quarries, mines, buildings, offices, factories, workshops, stores, plants, machinery and equipment, installations, instruments, laboratories, office furniture, stationery and equipment, vehicles, staff quarters, workers' colonies together with amenities and installations pertaining thereto, cash balances, cash on hand, reserve funds, investments, book debts, rights, leaseholds, powers, authorities and privileges) pertaining to the undertaking and all other rights and interests in, or arising out of, such properties and assets as were immediately before the appointed day in the ownership, possession, power or control of the Company and all books of account, registers and all other documents of whatever nature relating thereto.
(2) All properties and assets as aforesaid which have vested in the Central Government under section 3-shall, by force of such vesting, be freed and discharged from any trust, obligation, mortgage, charge, lien and all other incumbrances affecting them, and any attachment, injunction, decree or order of any Court or other authority , restricting the use of such properties or assets in any manner or appointing any receiver of the whole or any part of such properties or assets 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, lien or other interest.
(4) For the removal of doubts, it is hereby declared that the mortgagee of any property referred to in sub-section (3) or any other person holding any charge, lien or other interest in, or in relation to, any such property shall be entitled to claim, in accordance with his rights and interests, payment of the mortgage money or other dues in whole or in part, out of the amounts referred to in sections 7- and8-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 relation to the Aluminium undertaking 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 purposes of the said undertaking, and, on and from the date of vesting of such undertaking under section 6-in the Bharat Aluminium Company, 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 it and shall hold such licence or other instrument for the remainder of the period for which the Company would have held it under the terms thereof.
(6) If, on the appointed day, any suit, appeal or other proceeding of whatever nature in relation to any property or assets which has vested in 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 Aluminium undertaking or of anything contained in this Act, but the suit, appeal or other proceeding may be continued, prosecuted or enforced by or against the Central Government or where the Aluminium undertaking is directed under section 6-, to vest in the Bharat Aluminium Company by or against that company.
SECTION 05: CENTRAL GOVERNMENT OR THE BHARAT ALUMINIUM COMPANY NOT TO BE LIABLE FOR PRIOR LIABILITIES
(1) Every liability of the Company in relation to the Aluminium undertaking in respect of any period prior to the appointed day shall be the liability of the Company and shall be enforceable against it and not against the Central Government or where the Aluminium undertaking is directed under section 6-, to vest in the Bharat Aluminium Company, against that company.
(2) 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 the Aluminium undertaking in respect of any period prior to the appointed day, shall be enforceable against the Central Government or where the Aluminium undertaking is directed under section 6-to vest in the Bharat Aluminium Company, against that company;
(b) no award, decree or order of any court, tribunal or other authority in relation to the Aluminium undertaking; passed 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 Aluminium undertaking is directed under section 6-to vest in the Bharat Aluminium Company, against that company;
(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 enforceable against the Central Government or where the Aluminium undertaking is directed under section 6-to vest in the Bharat Aluminium Company, against that company.
SECTION 06: VESTING OF THE ALUMINIUM UNDERTAKING IN BHARAT ALUMINIUM COMPANY
(1) Notwithstanding anything contained in sections 3-and4-, in Central Government shall, as soon as may be, after the appointed day, direct, by notification, that the Aluminium undertaking and the right, title and interest of the Company in relation to that undertaking which have vested in the Central Government under section 3-shall, instead of continuing to vest in the Central Government vest in the Bharat Aluminium Company either on the date of notification or on such earlier or later date (not being a date earlier that the appointed day, as may be specified in the notification.
(2) Where the right, title and interest of the Company in relation to the Aluminium undertaking vest in the Bharat Aluminium Company under sub- section (1), the Bharat Aluminium Company shall, on and from the date of such vesting, be deemed to have become the owner in relation to the Aluminium undertaking, and all the rights and liabilities of the Central Government in relation to the Aluminium undertaking shall, on and from the date of such vesting, be deemed to have become the rights and liabilities, respectively, of the Bharat Aluminium Company.
CHAPTER 03: PAYMENT OF AMOUNTS
SECTION 07: PAYMENT OF AMOUNTS
For the transfer to, and vesting in, the Central Government, under section 3-, of the Aluminium undertaking and the right, title and interest of the Company in relation to that undertaking, there shall be given by the Central Government to the Company, in cash, and in the manner specified in Chapter VI, an amount of rupees four crores and twenty-four lakhs.
SECTION 08: PAYMENT OF FURTHER AMOUNTS
(1) For the deprivation of the Company of the management of the Aluminium undertaking, there shall be given by the Central Government to the Company, in cash, an amount calculated at the rate of rupees two thousand five hundred per mensem for the period commencing on the date on which the management of the Aluminium undertaking was taken over in pursuance of the orders made by the Central Government under the provisions of the Industries (Development and Regulation) Act, 1951-and ending on the appointed day.
(2) The amount specified in section 7-and the amount calculated in accordance with the provisions of sub-section (1) shall carry simple interest at the rate of four per cent per annum for the period commencing on the appointed day and ending on the date on which payment of such amount is made by the Central Government to the Commissioner.
(3) The amounts determined in accordance with the provisions of sub-sections (1) and (2) shall be given by the Central Government to the Company in addition to the amount specified in section 7-.
(4) For the removal of doubts, it is hereby declared that the liabilities of the Company in relation to the Aluminium undertaking which has vested in the Central Government under section 3-shall be discharged from the amount 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 04: MANAGEMENT, ETC., OF THE ALUMINIUM UNDERTAKING
SECTION 09: MANAGEMENT, ETC., OF THE ALUMINIUM UNDERTAKING
The general superintendence, direction, control and management of the affairs and business of the Aluminium undertaking shall, where a direction has been issued by the Central Government under section 6-, vest in the Bharat Aluminium Company and thereupon the Bharat Aluminium Company shall be entitled to exercise to the exclusion of all other persons, all such powers and do all such things as the Company is authorised to exercise and do in relation to such undertaking.
SECTION 10: POWER OF CENTRAL GOVERNMENT TO ISSUE DIRECTIONS
The Central Government may issue such directions as it may deem desirable in the circumstances of the case to the Bharat Aluminium Company and the Bharat Aluminium Company may also, if it so desires, apply to the Central Government at any time for instructions as to the manner in which the management of the Aluminium undertaking shall be conducted by it or in relation to any other matter arising in the course of such management.
SECTION 11: DUTY OF PERSONS TO ACCOUNT FOR ASSETS, ETC., IN THEIR POSSESSION
(1) Any person who has, on the appointed day in his possession or under his control, any assets, books, documents or other papers relating to the Aluminium undertaking which has vested in the Central Government or the Bharat Aluminium Company under this Act shall be liable to account for the said assets, books, documents and other papers to the Central Government or the Bharat Aluminium Company and shall deliver them up to the Central Government or the Bharat Aluminium Company or to such person or persons as the Central Government or the Bharat Aluminium Company may specify in this behalf.
(2) The Central Government or the Bharat Aluminium Company may take or cause to be taken all necessary steps for securing possession of the Aluminium undertaking which has vested in the Central Government or the Bharat Aluminium Company under this Act.
(3) The Company shall, within such period as the Central Government may allow in this behalf, furnish to that Government a complete inventory of all its properties and assets, as on the appointed day, pertaining to the Aluminium undertaking which has vested in the Central Government under section 3-, and for this purposes the Central Government or the Bharat Aluminium Company shall afford to the Company all reasonable facilities.
CHAPTER 05: PROVISIONS RELATING TO CERTAIN EMPLOYEES OF THE COMPANY
SECTION 12: CONTINUANCE OF EMPLOYEES
(1) Every person who has been, immediately, before the appointed day, employed in the
Aluminium undertaking shall become,-
(a) on and from the appointed day, an employee of the Central Government; and
(b) where the Aluminium undertaking is directed under section 6-, to vest in the Bharat Aluminium Company, an employee of that company on and from the date of such vesting, and shall hold office or service under the Central Government or the Bharat Aluminium Company, as the case may be, with the same rights and privileges as to pension, gratuity and other matters as would have been admissible to him if there had been no such vesting and shall continue to do so unless and until his employment under the Central Government or the Bharat Aluminium Company, as the case may be, is duly terminated or until his remuneration and other conditions of service are duly altered by the Central Government or the Bharat Aluminium Company, as the case may be.
(2) Notwithstanding anything contained in the Industrial Disputes 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 Aluminium undertaking to the Central Government or the Bharat Aluminium Company shall not entitle such officer or other employee to any compensation under this Act or under any other law for th
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