1 A.O. NO. 1076 OF 2009 hvn IN THE HIGH COURT OF JUDICAUTRE AT BOMBAY CIVIL APPELALTE JURISDICTION APPEAL FROM ORDER NO. 1076 OF 2009 WITH APPEAL FROM ORDER NO. 99 OF 2010 Sunil Mantri Realty Ltd. ... Appellant Versus Maharashtra State Textile Corporation Ltd. ... Respondent Mr.N.V. Walawalkar, Senior Counsel i/b Mr. Amit Boarkar, Advocate for appellant in A.O. No 1076 of 2009. Mr. Y.S. Jahagirdar, Senior counsel i/by Mr. V.V. Purwant, Advocate for the appellant in A.O. No. 99 of 2010. Mr. Vijay Thorat, Senior Counsel with Mr. Akshay Naik & Ravi Kadam i/by M/s. Divekar & Co. for respondent no. 1 in both matters. CORAM : SMT.R.P. SONDURBALDOTA, J. DATED : APRIL 13, 2011 P.C. 1. This is a common order on the above two appeals that arise out of identical orders of the trial Court rejecting the application for identical interim reliefs in suits for specific performance. The interim orders sought were to restrain respondent no. 1 from transferring the suit properties and/or creating any third party interest therein. 2. The respondent, a public sector undertaking of Government of Maharashtra, proposed to develop an integrated textile complex 2 A.O. NO. 1076 OF 2009 comprising of garment park (textile complex) on the lands belonging to the mills taken over at Kolhapur and Solapur. On 2nd February, 2009, it published a tender notice in newspapers. In response to the tender notice, the appellant submitted its tender on 24th February, 2009. On the same day, bid evaluation meeting was held. The bids were opened on 26th February, 2009. The appellant­company was declared as the highest bidder for both the projects. Appeal from Order No. 1076 of 2009 relates to the project at Kolhapur and Appeal From Order No. 99 of 2010 relates to the project at Solapur. The appellant's bid for Kolhapur project was for Rs.16.25 Croers and for Solapur project was for Rs.10.50 Crores. The appellant had deposited earnest money of Rs. 50 lacs. for each project. In the respective letter of acceptance, the respondent had imposed two conditions for acceptance of the tender. The first condition was of payment of 25% of the development fees for the project after adjustment of earnest money and furnishing of bank guarantee as Performance security for the amounts of Rs. “ ” 20,62,50,000/­ and 5,25,00,000/­ respectively by the date as specified separately for each project. The bank guarantee was to remain valid for a period of 30 months from the date of it. The appellant did not comply with any of the conditions. The reasons set out for non compliance is two fold. Firstly that there was no demarcation done 3 A.O. NO. 1076 OF 2009 of the land and secondly that the land had not yet been converted from occupier Class II to Occupier Class I category. For conversion substantial amount was required to be paid by way of "najarana". It appears that the respondent had voluntarily extended time for deposit of 25% of the project costs in compliance of the first condition of acceptance. Despite extension, the appellant failed to make the payment. 3. The appellant claims to have paid some further amounts to the respondent. This payment was,however, not towards satisfaction of the first condition for acceptance but consisted of charges for measurements and demarcation of the land. Since the appellant had not complied with any of the conditions of acceptance, the respondent cancelled the bid and has proceeded to issue fresh tender notices. 4. The appellant contends that with acceptance of it's tender, a concluded contract came into existence of which it can seek specific performance. The respondent on the other hand contends that there is no concluded contract between the parties. The letter of acceptance was a mere offer by respondent to the appellant with a condition attached thereto. Prima facie, it cannot be said that there is 4 A.O. NO. 1076 OF 2009 any concluded contract in favour of the appellant. The very fact that the letter imposed two conditions upon the appellant for acceptance of it's bids, though the appellant had emerged as the highest bidder, it amounted to only a counter offer. The acceptance would get completed only on fulfillment of conditions imposed in the letter of acceptance. 5. I have perused the impugned orders rejecting the applications for interim relief. The learned trial Judge in a detailed order, considered every aspect of the matter including the argument of concluded contract in favour of the appellant. The impugned judgment and order does not require any interference at the hands of the court. Hence, Appeal from Order is dismissed in limine. 6. The learned Advocate for the appellant requests for continuation of the interim order directing parties to maintain status quo for the reasonable period. Considering the facts and circumstances of the case, request is rejected. (SMT.R.P. SONDURBALDOTA,J.)