209 90 CWPNO16469OF2009 1 1 IN THE HIGH COURT OF PUNJAB AND HARYANA AT CHANDIGARH CWP NO 16469OF 2009 Dateofdecision l 03 2010 ShyamSunder Prop Mls TC FillingStation vd HoclHPC PetrolPump Ambala Hisar Road VillageAjrawarSub Tehsil Ismailabad District Kurukshetra Haryana 1 Petitioner C Versus 0 C Union of Indiaand others I 0 CORAM 1 HONBLE MRJSTICE KKANNAN Z Presentl Dr Balram GuptaSr Advocate f with Mr RGupta Advocatefor the petitioner I Mr KarminderSinghAdvocate 06 for respondentNOJO r Mr Atul Nehra Advocate for respondentNos and 3 7 Z None for respondent NoA nm IVlVW 1 lNhether reportersof Iocalpapers maybe allowed to see the Yes 2 To be referredto the reporters or not7Yes 3 Whether thejudgment shouldbe reportedin thedigest2 Yes W11t11114 KKannan J 1 The petitioner through this writ petitionthe notice of cancellation of the dealershipto operatethe retail outlet of the respondentNo2ePetroleum Companyand a demand bythe Companyto handoverthe premisesor to settling accounts and sale The cancellationof the dealership agreementhad been on the groundthat the outlet had been offered on temporarybasis subjectto after 15 daysof notice and that the lAA Pooja 2014.04.21 11:48 True Copy of the Original PHHC, Chandigarh Sahil Soni 2016.03.21 12:27 I attest to the accuracy and integrity of this document 210 0 CWP NO 16469OF 2009 2 1 9 notice was given the same and requiring the deliveryof the premiseS 2 The feels thatadvertisementissuedbythe No on 2052002 invitingpersons who were exclusive owners or comowners of the propertywas to enter into a contract for transfer of plotof Iand by way of salellease for a periodof minimum30 1 yearswith renewal optionto the second respondentand thereforehe had C offeredhis propertyon Iease under the beliefthat he would also be granted 0 Iongperiodof dealershipfor the outlet Lease deed was C I executedfor a periodof 30 years on 242003 undersuch a belief and by C5 Ietter dated 258005 the dealership was oHeredto the petitionerDuring I the subsistenceof the periodof dealershipthe second respondentwas Z purported to be guidedby a policyof Governmentof Indiathroughthe Ministryof ParliamentNaturalGas which envisaged a schemeof operating e of retailoutlets to providecommercial freedomto the publicsector Oil 08 MarketingCompaniesOMCsland OwnedCompany Operated CO COCOI entities The policyalso envisagedphasing out of the e Z COCO retail outletswithina periodof one year and offering and handing Om over such outletsto pending Ietterof intenteholdersle policystatement had been issued on 062006 and the cancellation of the dealership scheme of the petitionerwas purpoiledto have been initiatedby the changein a policy 3 The attemptof the petitionerby this writ petitionwas to show that the second respondent which was fullyowned GovernmentCompany was an of State and all its activitiesshall be tested bythe parameters of fairness answering to the Constitutionalmandateof Anicle 14 The policyconsideration of the year 2006 oughtnot to alter existing contracts which had been formulated even earlier and the premature cancellation of the contract of dealership and a demand for resumption of e IlveJ Pooja 2014.04.21 11:48 True Copy of the Original PHHC, Chandigarh Sahil Soni 2016.03.21 12:27 I attest to the accuracy and integrity of this document 211 09 0 CWP NO16469OF 2009 3 t7 A theproperty was and The is beingclaimed bythe petitioner to havebeen awardedon a basis thoughthe arrangement itself was for an initialperiodof two years bytheassurance by the third respondentwho was the Chief RegionalManagerof the second respondentcompany Actingon the allegedpromisethe petitioner purports to have made substantialinvestmentsrunningto several Iacsof 1 rupees and the petitionerpurportsto have promotedsale of petroleum L1 productsto rural consumers on creditbasis worth Iacs of rupeeshe 0 prematureterminationof such an of the dealershlp was 0 I grosslyunjustand the respondents were barredby promissoty estoppel C9 from the dealership and recallingthe propertyto be handed I over to the respondentThe optionfor renewal of Iease was allegedto Z have been providedfor on a fundamentalpremisethat at the timewhen the m advertisementhad been issuedfor sale or Iease of the propenytherehad I been no specitlcreferencethat it was intendedto be taken bysale or Iease 08 with no concomitant assurance to givea of petroleum outlets 00 and that it was intended that the second respondentcouid retain a 3 Z complete Iiberty to grantthe even to a thirdpaMy Qe 4 To ascertain whether the advertisementsuggestedany inference by the person who was invitedthroughsuch processto make offer for sale or Iease that he would also be assured of a grantof dealership in relationto the propertyregardmust be had onlyto thetextof advertisementitself The advertisementreads as followlm from absoluteand exclusive owners or coeowners or patties havinginterestin the Iand if theyhave alreadyenteredinto registeredagreementfor sale beforethe dateof release of his advettisementfor transfer of plot of Iand by way of Salel Lease minimum 30 years with renewal optionslto Mls HindustanPetroleum CorporationLimited to set up a RETAIL IAAJ Pooja 2014.04.21 11:48 True Copy of the Original PHHC, Chandigarh Sahil Soni 2016.03.21 12:27 I attest to the accuracy and integrity of this document 212 C 0 CWP NO 16469OF 2009 4 OUTLET at the Iocations This advertisementnowheresuggeststhat there was any promisefor givingthe also to the person who was offering the property Oll sale or Iease The IearnedSr CounselDr BalramGuptwouldonlysubmit that the way a documentcame aboutwould itselfshow A L Bypointing out that afterthe advertisementIeasewas executed in favour 0 of the petitionersbrother on 2t02003 and C0 the was offeredto I the petitionerin about two years time on 25082005 Iearnedcounsel C5 submits that a Iargeextent of property 2500 square meters I could never have been oHeredfor such a Iongperiodof 30 years for Z r modestescalationof rents reaching up to R98561 per monthfor the Iast quinquennialperiod The Iearnedcounsel contends that it would have 08 on his partor of any person to surrendersuch a Iarge ClO extentwithoutdefiniteassurance thatthe couldbe grantedonly sm Z to owner or coeowners The fact that WaS also givenwithina ll shorttimewas furtherconfirmationof the fact thatthe adveriisedIeaseof Iandand of outlet were all partof the same transactionone Iinkedto the other 5 The contention in my view is completely divorcedfrom the recitalsof the respectivedocuments The recitalsin the advertisement have alreadybeen extracted and theydo not show anywherethat the invitationwas from people interestedfor of petroleumproductsOn the other hand the invitationwas for offer of sale Secondly the owner of the propertyhimselfwas not the dealer The owner was the petitionersbrotherand the dealership had been offeredto the Pooja 2014.04.21 11:48 True Copy of the Original PHHC, Chandigarh Sahil Soni 2016.03.21 12:27 I attest to the accuracy and integrity of this document 213 r 0 CWP NO 16469OF 2009 5 0 petitioner not for a Iongperiodof 30 years On the other hand Clauses2 and 3 in documentofferingthedealership clearlyreveal thatit was merely and theexpressions in thedocumentare here e we hetobyappointyou as a dealer to operatethe said outlet solelyon temporary basis subjectto terminationby either pattygivingto the other 15 1 daysnotice in that behalf C 3 The Retail Outlet business will be conductedby JIOU 0 purelyon temporary basiswithout any claimor entitlementfor C regulardealership Il C5 The initialPeriodof the documentitselfwas restrictedto one yearthrough I Clause No 6 and thetenor of the documentrefers onlyto the transaction Z as Ieave and Iicense and permissionfor runningof the outlet as on m 1Z temporaryarrangementIn the face of such recitals it shall be naTveand I untenablefor the petitioner to contend that there was an assurance for 08 permanent OO 6 INhen notice had been issued the dealershipit 7 Z couldbe attackedonlyif therewas any breachof contractThe Ietterdated 292009 providedfor 15 daysnoticefor terminationof the that made referenceto the memo Ietterdated2582005 byadveMing the petitioner as adhocdealer The subsequent Ietterdated 02062009 directs the handing over of the retail outlet and the third Ietterdated 1062009 has advisedto petitioner hand over the petrolpumpafterthe notice period on 2062009 There is no scope for inteiferencein a purelycontractual mattersbyaffording to the petition a remedythrough any writ 7 The pleaof estoppelhas no meaning in a case wherethe transaction clearlyspellsout the respectiverightsand duties betweenthe partiesThe petitioner cannot Iayclaim to a Iargerightto hold on to possessionthan what IS secured throughspecificpromiseas INuJ Pooja 2014.04.21 11:48 True Copy of the Original PHHC, Chandigarh Sahil Soni 2016.03.21 12:27 I attest to the accuracy and integrity of this document 214 4 1 16469OF 2009 6 43 6 certainedunder the contractThe conduct of the second respondent as a publicbodycould be amenableto the writ of the HighCoun but when the actions of the second are drivenby contractual promisesand are definitein nature there is nothingarbitrary about the cancellationof the contract There is nothing availablefor intervention 8 The Iearnedcounselappearing for the petitioner states thata a policyconsideration of 2006 cannot be applied rightsof parties are governedbycontract and there Is a modeprescribed 0 for thecontract and that mode was set in motion the petitioner 0 I can haveno reliefthrough a writ petitionpleadingfor status Ill 0 dealershillT he statement of policyis onlyincidentalto our consideration I and it has to be set in its proper to examine if need be Z whether the second respondents conduct was reasonable or not The statementof a policyconsiderationfor vacatingpremises fromthe handsof I a dealer is an additionalgroundto test the reasonablenessof 08 the demand of the second respondent houghnot a necessarytest for examining the reasonableact 7 Z 9 The writ petitionis whollywithoutmerit and dismissedwith m costs assessed at Rsl O0001The Iearnedcounsel for the petitioner states that he wouldbe putto hardshipif he is directedto remove himselffrom the properlyThe petitioner shall have one month periodto remove himself from the propertywith all the Oxtureswhichhe is entitledto remove under the contractualterms IK KANNANI JUDGE 030032010 naresl 27470 Pooja 2014.04.21 11:48 True Copy of the Original PHHC, Chandigarh Sahil Soni 2016.03.21 12:27 I attest to the accuracy and integrity of this document