Case: General Motors India Private Limited Vs. State of Maharashtra and Ors

Vinay Joshi, J. 1. Rule. By consent of learned Counsel appearing for the respective parties Rule is made returnable forthwith and matter is taken up for final disposal. 2. Challenge in this petition is to the order dated 18.01.2021, passed by the Labour Minister, Maharashtra State, Mumbai in terms of Section 25O of the Industrial Disputes Act, 1947 (hereinafter referred to as the I.D. Act for short), as well as further order dated 19.03.2021, passed by the same Authority in terms of Section 25O (5) of the I.D. Act. In other words, the petitioner, a Private Limited Company has applied to the Government for closure of its Industrial Undertaking, which application was rejected by the first impugned order dated 18.01.2021, whilst a review petition moved by the petitioner Company was also disposed by the same Authority in terms of Section 25 O[5] of the I.D. Act. 3. The facts in brief are such that the Petitioner is a Private Limited Company incorporated under the Companies Act, 1956. The petitioner Company is engaged in manufacturing, assembling and sale of automotive vehicles, spares parts and related products. The petitioner Company was established as a joint venture between General Motors Corporation, a U.S. based Company and Hindustan Motors Limited, an Indian Company. This joint venture was primarily indulging into the business of sale of cars in India under Opel Brand. The joint venture has started manufacturing unit in India in the year 1996 by installing a plant at Halol in Gujarat State. Later on the petitioner Company has acquired all the shares from the Indian based Hindustan Motors Limited, and as such the Company became wholly owned subsidiary of General Motors Company. 4. Perceiving the growth of automobile business in India, the petitioner Company has started second unit at Talegaon, Maharashtra State in the year 2008. At Talegaon plaint (industrial undertaking), the manufacturing and assembling of automobile vehicles, spare parts and related parts has commenced. The company has generated significant employment at both plants i.e. Halol and Talegaon plant, which included skilled, semi skilled and unskilled workmen. It is the contention of the petitioner Company that despite huge investments and use of best managerial skill, the company suffered significant loss. The companys accumulated losses as on 31.03.2020 were to the tune of Rs. 8480.53 Crores. The management thought that it is not feasible to carry on the automobile business by running the industrial undertaking. 5. Due to continuous loss and other circumstances, the company has filed a closure application on 20.11.2020, stating various reasons. The said application was moved to the appropriate Government in terms of Section 25O of the I.D. Act, stating clearly the reasons for the intended closure of the industrial undertaking. Consequential the closure application was heard by the competent Authority. Representatives of the petitioner Company as well as respondent Labour Union participated in the said hearing. The company inter alia, with other reasons regarding huge loss, has also pleaded that they have offered a lucrative voluntary separation scheme for the workmen, however, the Union never responded. 6. The company has already closed its Halol plant in September 2017, after obtaining permission from the authority. The manufacturing activities at the industrial undertaking were noticed to be discontinued from December 24, 2020. The company has entered into term sheet in January 2020 with Great Wall Motors Limited, China, for transfer of the industrial undertaking. Precisely the management has submitted the major factor for closure is of accumulation of huge losses. After hearing both the sides, the competent Authority found that the reasons put forth for closure are inadequate. Though there are huge losses, however, the company has capacity to recover from the situation by use of managerial skill. It was noticed that there are total 1578 permanent labours and around 2000 contract labours attached to the company solely dependent on the industrial undertaking. Having regard to various factors, the authority namely the Minister of Labour, Maharashtra State vide the impugned order dated 18.01.2021 rejected the closure application in terms of Section 25 O[2] of the I.D. Act. 7. Being aggrieved and dissatisfied by the rejection of closure application, the petitioner Company has sought review of the rejection order by restoring to the provisions of Section 25 O[5] of the I.D. Act. In said review application, the petitioner sought to set aside the impugned order rejecting their closure application, and in the alternative claimed to refer the matter to appropriate Industrial Tribunal for adjudication. 8. During pendency of the review application, this Writ Petition was filed. During passage of time, the review petition was disposed of by the Labour Minister vide order dated 19.03.2021, which is also impugned in the present petition by way of amendment. The review petition was heard by the Labour Minister and ultimately vide order dated 19.03.2021, the issue was referred to the Industrial Tribunal in terms of Section 25-O[5] of the I.D. Act. 9. It is contended that though the petitioner Company has canvassed sufficient reasons about continuous losses, the Authorities failed to consider the pressing need for closure while rejecting the application for closure the industrial undertaking. It is canvassed that the company cannot be forced to run an industrial undertaking in loss. It is the domain of the management to take a decision about running of the industrial undertaking. The order indicates that the Labour Union has resisted the closure application as well as the review application by pointing out that though initially there were loss, however, gradually the same have come down during preceding 2-3 years. It is pointed out that the petitioner Company has already entered into sale transaction of the industrial undertaking with Great Wall Motors Limited, China. According to the Union, the terms and conditions of the tern sheet entered into with the prospective buyer were suppressed. The company intended to sell the entire industrial undertaking and for said reason feigned as continuous loss while applying for closure. It is canvassed that no arrangement for transfer of workers has been made, therefore, the Authority was right in rejecting the closure application. 10. The learned Senior Counsel appearing on behalf of the petitioner took us through the closure application to impress that it contains figures demonstrating huge increasing losses. The respondent also took us through chart of accumulated loss [page 368-part of closure application], to show that though initially there were losses, the same are decreasing from 2017 onwards. It has been argued on behalf of the petitioner to impress that the reasons for intended closure were genuine and adequate. The employer cannot be compelled to carry on the production in different conditions. To substantiate said contention reliance is placed on decisions in case of (1) Associated Cement Companies Ltd. vrs. Union of India ( 1989 LabIC 1452), (2) Tatanagar Foundry Co. Ltd. vrs. Workmen (AIR 1962 SC 1533 ), (3) Orissa Textile and Steel Ltd. vrs. State of Orissa and others ([2002] 2 SCC 578) and (4) Excel Wear vrs. Union of India ([1978] 4 SCC 224) . Having regard to the question which is posed before us, we are afraid to consider this submission, as they pertains to merits of the closure application. The appropriate Authority has already referred the matter to the Industrial Tribunal, which issue is pending for adjudication. 11. The learned Senior Counsel appearing for the petitioner has primarily challenged the order dated 19.03.2021 passed in review by contending that the appropriate authority i.e. the Minister of Labour has utterly erred in referring the matter to the Tribunal, instead of allowing or rejecting the review. It is his contention that the authority ought to have either rejected or allowed the review. It is the further submission that the authority has no jurisdiction to refer the matter to the Tribunal without allowing or rejecting the review petition. 12. We are unable to accede said submissions. There is no dispute that Section 25 O[5] of the I.D. Act permits the appropriate Government to entertain a review against the order of granting or refusing to grant permission for closure. The Statute has empowered the authority to review its order and also to refer the matter to the Tribunal for adjudication. The argument largely depends upon the interpretation of Section 25 O[5], which reads as follows: Section 25 O[5]-The appropriate Government may either on its own motion or on the application by the employer or any workman, review its order granting or refusing to grant permission, under sub-section [2] or refer the matter to a Tribunal for adjudication. It is a trite law that when the words used in the statute are capable of one construction only, then it would not be open to the Court to adopt any other construction for whatever reasons. In other words, if the statute is unambiguous, then no more can be added or altered. A plain reading of sub-clause [5] of Section 25O postulates that the Government has power on its own motion or on an application made by the employer or workmen to review its order granting or refusing to grant permission. The words are clear enough to convey that the authority can review its own order or refer the matter to the Tribunal for adjudication. Meaning thereby, the statute has given an option to either review its own order or to refer the matter to the Tribunal for adjudication. The plain wording nowhere conveys that the authority before referring the matter to the Tribunal for adjudication must either allow or reject the review. What is not incorporated in the statute cannot be foisted to give a different meaning to the legislative intent. Whether the order of granting or refusing to grant permission is to be reviewed or the other course of referring the matter to the Tribunal is to be adopted depends upon the facts and circumstances of each case. The statute has given clear option to the authority to either review its own order or to refer the matter to the Tribunal. Having regard to the said clear position of law, the submission canvassed by the petitioner that unless review is allowed or rejected, the matter cannot be referred to the Tribunal is totally misplaced. Pertinent to note that when the word or is mentioned which clearly is normally disjunctive, whilst the word and is conjunctive. The specific use of term conveys that it is open to the Authority to adopt either of the course i.e. either to review its order or to refer the matter to the Tribunal. 13. Having regard to the said position, the submission in this regard is totally unacceptable. There is no quarrel on the point that the authority has power to refer the matter to the Tribunal for adjudication, which it had done.

Decision reasoning: 0[ds]12. We are unable to accede said submissions. There is no dispute that Section 25 O[5] of the I.D. Act permits the appropriate Government to entertain a review against the order of granting or refusing to grant permission for closure. The Statute has empowered the authority to review its order and also to refer the matter to the Tribunal for adjudication.It is a trite law that when the words used in the statute are capable of one construction only, then it would not be open to the Court to adopt any other construction for whatever reasons. In other words, if the statute is unambiguous, then no more can be added or altered. A plain reading of sub-clause [5] of Section 25O postulates that the Government has power on its own motion or on an application made by the employer or workmen to review its order granting or refusing to grant permission. The words are clear enough to convey that the authority can review its own order or refer the matter to the Tribunal for adjudication. Meaning thereby, the statute has given an option to either review its own order or to refer the matter to the Tribunal for adjudication. The plain wording nowhere conveys that the authority before referring the matter to the Tribunal for adjudication must either allow or reject the review. What is not incorporated in the statute cannot be foisted to give a different meaning to the legislative intent. Whether the order of granting or refusing to grant permission is to be reviewed or the other course of referring the matter to the Tribunal is to be adopted depends upon the facts and circumstances of each case. The statute has given clear option to the authority to either review its own order or to refer the matter to the Tribunal. Having regard to the said clear position of law, the submission canvassed by the petitioner that unless review is allowed or rejected, the matter cannot be referred to the Tribunal is totally misplaced. Pertinent to note that when the word or is mentioned which clearly is normally disjunctive, whilst the word and is conjunctive. The specific use of term conveys that it is open to the Authority to adopt either of the course i.e. either to review its order or to refer the matter to the Tribunal.13. Having regard to the said position, the submission in this regard is totally unacceptable. There is no quarrel on the point that the authority has power to refer the matter to the Tribunal for adjudication, which it had done.