Basudeva Panigrahi, J. - (1.) This is an application under Article 227 of the Constitution of India for quashing of the Title Suit No. 2384 of 1995 pending before the Learned Judge, 7th Bench, City Civil Court, Calcutta filed by the opposite parties and also for setting aside the Order No. 3 dated July 17, 1995. The relevant facts leading to the present application are as follows :
(2.) The opposite parties as the plaintiffs instituted the Title Suit No. 2384 of 1995 in the VII Court of Judge, City Civil Court, for declaration and for permanent injunction and inter alia, moved for ad-interim injunction against the applicant restraining it for giving effect to and/ or further effect to their scheme and/or proposal for transferring the employees to any places where there is no registered office and restraining it from interferring with the existing service conditions of the employees of the applicant Company M/s. Hindusthan Lever Ltd. There was unusual slump in the business of the opposite party No. 1, Tata Oil Mills Company Ltd. (In brief TOMCO) since 1990-91. In the subsequent year TOMCO incurred loss of about Rs. 13 crores. During next 6 (six) months the loss increased to over Rs. 16 crores. Therefore, the Board of Directors of TOMCO decided various alternatives including its association with Hindustan Lever Ltd. Accordingly, the Board of Directors TOMCO put up a proposal before the Board of Directors of Hindustan Lever Ltd. and the Directors of both the Companies at their separate meeting accepted the recommendation and approved the scheme of amalgamation.
(3.) The scheme, inter alia, provided for transfer and vesting in Hindustan Lever Ltd, of the undertaking and the business together with the assets and liabilities excluding certain premises. Subsequently, the employees of Hindustan Lever challenged the scheme of amalgamation and ultimately the matter went up to the Hon'ble Supreme Court and the Apex Court by its judgement dated October 24, 1994 dismissed the appeals of the union. While dismissing the appeals the Apex Court held that the Clauses 11.2 and 11.3 safeguarding the terms and conditions of the transferor employees shall prevail. In the said judgement, it is further highlighted that the service conditions of the employees of Hindustan Lever Ltd. shall be applicable to the erstwhile employees of TOMCO. It is the applicant's stand that due to exigency of work, it deployed some of its employees to different stations assigning specific work. The employees having been aggrieved by such order filed a suit before the 7th Court of Judge. City Civil Court for the following reliefs. "a) Declaration that the order of transfer of the employees to clearing and forwarding agent's godown or to any other place where the company's registered office is not existing is illegal, malafide and not binding upon the employees; b) For permanent injunction restraining the defendants from giving effect and /or further effect to their scheme and /or proposal for transferring the employees of defendant No. 1 to any other place ; c) Permanent injunction restraining the defendants from interfering with the existing service conditions of the employees of defendant No. 1; d) Cost of the suit;";