Bimal Chandra Basak, J. - (1.) This appeal arises out of an order passed by the learned judge taking company matters dismissing an application of the appellants herein making the following prayers : "(a) An order of injunction be issued restraining the Official Liquidator, High Court, his servants and agents from selling, transferring and/ or encumbering the demised premises situate at Kaikhali, Dum Dum, comprising of the holdings under Dag Nos. 80/81, 83, 84/85 and 87 more fully described in the Schedule to the deed of lease dated June 23, 1966, being annexure "A" to the affidavit. (b) The sale notice in the above matter be recalled and/or cancelled and/or set aside and all proceedings taken thereunder be permanently stayed ; (c) Leave be granted to the official liquidator to disclaim the said demised premises more fully mentioned in the said deed of lease dated June 23, 1966, in favour of the appellant ; (d) Direction be given to the official liquidator to hand over possession of the demised pre'mises to the appellants ; (e) Stay of the order dated August 7, 1984, or any "order for sale of the purported tenancy right of the company in liquidation in the said demised premises."
(2.) The facts of this case, relevant for the purpose of disposal of the appeal herein, are as follows : The appellants are the owners of the disputed land. On June 23, 1966, a deed of lease was executed by the appellants in favour of Sakow Industries Pvt. Ltd. (now in liquidation) (hereinafter referred to as "the said company"), whereby the appellants granted in favour of the said company a lease for a term of 21 years commencing from June 1, 1966, and ending on May 31, 1987, at a monthly rent payable on the 10th day of every month. The relevant clauses of the said lease are as follows : "2(a). To use the demised premises for the construction and running of a factory and business of the lessee. 2(f). The lessee shall be entitled to assign their interest in the demised premises for the stipulated period to such person or persons as it thinks fit but the lessees shall in all cases be itself liable for the rent to the lessors provided that such assignments will be made only if the lessee cannot run its business profitably and that such assignment shall not be for a period exceeding the 28th day of February, 1987. 2(g). The lessee with the consent of the lessors in writing may sublease the demised premises or any portion thereof and such consent shall hot be unnecessarily withheld provided however that notwithstanding such sub-lease, the lessee shall itself remain liable for the rent and for observance and performance of the covenant to be performed on the part of the lessee. 4(k). To yield and deliver quiet and peaceful and vacant possession of the demised premises at the condition or sooner determination of the said term. The lessors may, however, take the buildings, structures executions to be made by the lessee on the demised land at a valuation to be agreed between the lessors and the lessee and failing such agreement the lessee shall be at liberty to remove and take away those buildings, structures and executions errected by it within three months from the date of expiration or sooner determination of the said term but in that event the lessee shall be liable to pay rent for the said period of three months provided, however, if any damage is caused to the demised land or the surface thereof in removing these buildings structures, etc., as aforesaid, the lessee will repair and make good the same at its own costs as to put the demised premises in its original condition. 4(b). If the rent hereby reserved or any part thereof shall be unpaid for 30 days after becoming payable whether formerly demanded or not or if any covenant on the lessee's part herein contained shall not be performed or observed or if a winding-up order is passed against the lessee or the lessee shall make a scheme of composition with creditors for a lesser sum than 16 annas in the rupee and in any such case, it shall be lawful for the lessors at any time hereinafter to re-enter upon the demised premises or any part thereof in the name of the whole and thereupon this demise shall absolutely determine but without prejudice to the right of action of the lessors in respect of any previous breach of the lessees covenants herein contained. 4(d). If the lessee shall duly perform the covenants and conditions on the part of the lessee to be observed and performed and shall be desirous of continuing in occupation of the said premises hereby demised after the expiration of the said term of twenty-one years hereby granted it shall at least three months before the expiration thereof signify such desire by a notice in writing to the lessors. The lessors shall at or before the expiration of the said term execute at the cost of the lessee a new and effectual lease of the said premises hereby demised for a term of ten years to commence from and after the expiration of the term hereby granted with and subject to the same covenants and provisions as are now herein contained except the present covenant for renewal and except that the rent payable during such period shall be Rs. 315 per month for the first five years and Rs. 330 for the next five years of tenancy such monthly rent to be paid on or before the tenth day of each month then current without any deduction or abatement whatsoever."
(3.) The admitted position is that this lease is not covered by the provisions of the West Bengal Premises Tenancy Act, 1956 (hereinafter referred to as "the Tenancy Act").;