B.C. Mitra, J. - (1.) The Petitioner, a Government Company, within the meaning of Sec. 617 of the Companies Act, 1956, seeks appropriate Writs and orders for cancellation and/or withdrawal of an order of reference dated September 12, 1968, made by the respondent No. 3, (State of West Bengal) under sub -section (2) of Sec. 33C of The Industrial Disputes Act, 1947 (hereinafter referred to as the Act). The company known as Rivers Steam Navigation Company Limited (hereinafter referred to as a transferer) owned a large number of vessels, steamers, tugs, flats etc. and used to operate a River Transport Service from West Bengal to Assam via rivers in Eastern Pakistan. During and after the conflict with Pakistan in September 1965 this transport service had to be closed and a large number of vessels of the transferor were seized by the Government of Pakistan. An application for winding up of the transferor was following by an application by the transferor for sanction of a scheme of arrangement or compromise under the Companies Act, 1956.
(2.) On May 3, 1967, this Court in its company jurisdiction sanctioned a scheme of arrangement or compromise by and between the transferor and its creditors on an application made by the transferor under Ss. 391 and 394 of the Companies Act, 1956. This scheme of arrangement provided inter alia is as follows: - (i) All the properties and assets of the transferor be transferred to and vest in the petitioner. (ii) The liabilities of the transferor in favour of the State Bank of India and the Government of India shall be transferred to and become the liability of the petitioner. The amount, due to the Chartered Bank was reduced to Rs. 60,00,000/ - and the same was to be paid by the petitioner. (iii) All other, creditors of the transferor shall be paid their dues in certain specified instalments mentioned in the scheme. (iv) Upon the approval of the scheme by this Court the transferor shall be closed and upon payment to all the creditors the transferor shall be dissolved upon an order to be obtained from this Court. (v) The Government of India agree to pay the amount due to the secured and unsecured creditors of the transferor. (vi) The Government of India to provide necessary funds to the petitioner to pay the amount provided in the scheme for settlement of the amount due to the Chartered Bank.
(3.) Before proceeding any further I should refer to a settlement of disputes between the employer and the employees arrived at on August 25, 1965. Briefly speaking the settlement reduced the retirement ago to 56 years for clerical staff and the staff temporarily retired under the agreement was to be given in addition full provident fund benefit, and the normal gratuity and ex -gratia payment of 2 1/2 months' pay. The next clause in the settlement was that both clerical and non -clerical employees were to be allowed to retire voluntarily on attaining the age of 45 years and up to 56 years and in such case the ex -gratia a payment of 2 1/2 months' pay would be extended to them for a maximum period of 10 years only. The next clause in the settlement provided that there would be no retrenchment in respect of electrical staff at Calcutta Ghats for 5 years from the date of the agreement up to December 31, 1969. The last clause of the agreement was to the effect that it would be valid from August 25, 1965, to December 31, 1969.;