MADHYA PRADESH STATE ROAD TRANSPORT  CORPORATION versus MANOJ KUMAR & ANR.
[2016] 4 S.C.R. 225, Supreme Court of India, 2016
Outcome: Disposed off
Segment: Ratio
[2016] 4 S.C.R. 225 
MADHYA PRADESH STATE ROAD TRANSPORT 
CORPORATION 
v. 
MANOJ KUMAR & ANR. 
(Civil Appeal No. 443 7 of2009) 
AUGUST 29, 2016 
[A.K. SIKRI AND R.K. AGRAWAL, JJ.) 
Service /aw - Voluntary retirement Scheme(VRS) - VRS Sche111e 
for employees of the State Road 'fransport Corporation - One of 
the conditions of the VRS Scheme that once the application form 
for opting VRS is sub111i1ted, it would not be open to applicant to 
V.1ithdraw the same - Sche111e opened on July OJ, 2005 till August 
OJ, 2005 - However, in October, 2006 validity of the Sche111e was 
extended till July 3J, 2007 -
Re~pondents-employees sub111itted 
applications for voluntary retirement within the span of original 
period fixed under the scheme - Howeve1; request for withdrawal 
made after August OJ, 2005. C(fter expiry of scheme - Request for 
withdrawal not entertained and applications for VRS accepted -
Challenge to - Held: VRS Sche111e is contractual in nature and 
provisions of the Contract Act would apply - VRS Sche111e floated 
by employer would be treated as invitation to offer and application 
submitted by the e111ployees pursua/11 thereto is an offer which does 
not amount to resignation in praesenti and the offer can be 
withdrawn during the validity period - Even when there is a clause 
in the Sche111e that offer once given cannot be withdrawn at all, 
exception to this principle is that in such cases offer is to be 
withdrm1'11 during the validity period of the Scheme and not
thereafter 
even when if it is not accepted during the period of the Sche111e -
On facts, employees could withdraw their offer before the date on 
which the initial scheme expired-August OJ, 2005 and withdrawal 
thereafter was not permissible - There was a big gap/hiatus between 
August OJ, 2005 and October 12, 2006 - There was no VRS Scheme 
in operation fro111 August 02, 2005 to October 11, 2006. 
Disposing of the appeals, the Court 
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HELD: 1.1 In cases where the Scheme is contractual in 
nature (and not statutory in character), provisions of the Contract 
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(2016] 4 S.C.R. 
Act would apply. The VRS Scheme floated by the employer would 
be treated as invitation to offer and the application submitted by 
the employees pursuant thereto is an offer which does not amount 
to resignation in praesenti and the offer can be withdrawn during 
the validity period. This would be the position even when there 
is a clause in the Scheme that offer once given cannot be 
withdrawn at all. However, exception to this principle is that in 
such cases offer is to be withdrawn during the validity period of 
the Scheme and not thereafter even when if it is not accepted 
during the period of the Scheme. Such schemes are funded 
schemes and time is given to every employee to opt for voluntary 
retirement. Because these are funded schemes, the Management 
is required to create a fund. The creation of this fund depends 
upon a number of applications; the cost of the Scheme; liability 
which this Scheme would impose on the employer and such other 
variable factors. In this situation, if the employees are allowed to 
withdraw from the Scheme at any time even after its closure, it 
would not be possible to work out the Scheme as all calculations 
of the employer would fail. [Para 20) [245-G-H; 246-A, B-D] 
1.2 The Corporation had floated the Scheme because of 
the reason that it has virtually stopped transport business and 
the purpose of the Scheme was to benefit itself by shrinking the 
strength of the
employees as with no transport business need for 
such employees is not there. The Scheme provided that once 
the option is given, the same cannot be withdrawn. It is clear that 
notwithstanding this clanse, the employees had a right to withdraw 
the offer during the validity period but not thereafter. This legal 
principle is even taken note of by the High Court as well in the 
impugned judgment. The High Court has, however, held that 
though the Scheme was valid up to August 01, 2005, but validity 
was extended up to July 31, 2007, the employees could withdraw 
their offers before July 31, 2007. Further, as in all these cases 
where the offer was withdrawn before July 31, 2007, the High 
Court has dismissed the appeals of the Corporation herein. [Para 
21) [246-D-G) 
1.3 The Scheme in the first instance was floated on July 01, 
2005. It clearly mentioned that those interested to opt for the 
Scheme would give their options by August 01, 2005 and not
MADHYA PRADESH STATE ROAD TRANSPORT 
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CORPORATION v. MANOJ KUMAR 
thereafter. It was categorically provided that application for option 
presented after August 01, 2005 shall not be considered. Para 
4(iii) also provided that the option once given by the employee 
shall not be permitted to be changed or taken back. Sub para 
(viii) of para 4 provided for settlement of dues of the employee 
on acceptance of such an Scheme. This Scheme came to an end 
on August 01, 2005. There was no extension of the Scheme during 
its currency or even immediately thereafter. More than one year 
thereafter, i.e. on October 12, 2006, the appellant Corporation 
gave another opportunity to those who had not submitted the 
applications earlier, to submit the options by October 28, 2006. 
The order dated October 12, 2006, in the first blush, it may give 
an impression that the initial date of August 01, 2005 stands 
extended till October 28, 2006. However, a little closer scrutiny 
and analysis of the factual background narrated demonstrates that 
it is not a case of extension of the original Scheme. Reason is 
simple and can be found in the fact that there was a big gap/hiatus 
between August 01, 2005 and October 12, 2006. Earlier Scheme 
had come to an end on August 01, 2005, naturally no employees 
submitted or could submit applications after Augnst 01, 2005 
under the Scheme. There was no VRS Scheme in operation from 
August 02, 2005 to October 11, 2006. It is only on October 12, 
2006,
another opportunity was given to the rest of the employees 
to submit their applications and the period during which such an 
application for voluntary retirement could be submitted was from 
Oc_tober 12, 2006 to October 28, 2006. This small window was 
opened for a period of 17 days for those employees who had not 
submitted their applications and they were afforded another 
chance. At the same time, the main reason was to attract more 
such employees to opt for VRS as the Corporation had decided 
to close down its operations and wanted its employees to take an 
honorable exit with 'golden lu111dsl1<1ke'. Therefore, there is an 
acquity and sharpness in the submissions of the Corporation that 
it cannot be treated as extension of the earlier Scheme. In fact, 
instead of promulgating the VRS Scheme all over again, easy way 
was found by making amendment in a particular clause stating 
that application presented after October 28, 2006 shall not be 
considered. Another significant feature which has to be kept in 
mind is that between August Ol, 2005 and October 12, 2006, 
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SUPREME COURT REPORTS 
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applications of many employees had been accepted and many out 
of them had even been offered their terminal dues. Thus, there 
are two distinct groups of employees who had submitted their 
applications for VRS. First group was the one which exercised 
its option between July 01, 2005 to August 01, 2005. Second set 
of employees are those who submitted their options when another 
chance was given to them, i.e. from October 12, 2006 to October 
28, 2006. In view thereof, insofar as first set of employees are 
concerned, they could withdraw their option, before it was 
accepted, by August 01, 2005 and not thereafter. Likewise, those 
who submitted their options in the second phase could withdraw 
the same before October 28, 2006. A chart was submitted giving 
the status of the applications that were submitted by various 
employees/respondents in these appeals. This chart indicates that 
some of the employees belonging to the first group had withdrawn 
their offer before August 01, 2005. They had right to do so. 
Acceptance of their offer after the withdrawal would be of no 
consequence. However, those employees who withdrew their 
offers after August 01, 2005 could not do so and, therefore, the 
Corporation was within its right to accept their offers. Likewise, 
those employees belonging to the second category who had 
withdrawn their offers before October 28, 2006 were entitled to 
withdraw their offers as
those were not accepted by that date. 
However, the withdrawal after October 28, 2006 when Scheme was 
closed would be of no consequence. [Para 23] (247-A-H; 248-A-E) 
1.4 When the said test is applied to the facts of this case, it 
is found that insofar as those employees who fall in the first 
category are concerned, they had withdrawn their offer af.ter 
August 01, 2005, except respondent No.1 in the CA No. 8372 of 
2016. Therefore, from this batch, only he is entitled for 
reinstatement with back wages, as he has also filed an undertaking, 
in terms of this Court's order dated May 12, 2016, to the effect 
that he is not gainfully employed during the relevant period. 
Likewise, employees falling in the second category had withdrawn 
their offer after October 28, 2006, except both the respondents 
in the Civil Appeal No. 8366 of 2016. However, these respondents 
failed to comply with this Court's order dated May 12, 2016. They 
are, therefore, entitled for reinstatement without back wages. 
[Para 24] [248-F-G]
MADHYA PRADESH STATE ROAD TRANSPORT 
CORPORATION v. MANOJ KUMAR 
1.5 In the case of all other respondents, their application 
for withdrawal post the tenure of the Scheme would be of no 
consequence. The direction of the High Court reinstating these 
respondents/employees is, therefore, found to be contrary to law 
and is set aside. (Para 25] [249-A-B) 
Bank of India & Ors. v. O.P. Sll'arnakar etc. 2002 (5) 
Suppl. SCR 438:(2003) 2 SCC 721; State Bank of 
Patiala v. Ramesh Chander Kanoji & Ors. 2004 (2) SCR 
615:(2004) 2 SCC 651; Food Corporation of India and 
others v. Ramesh Kumar 2007 (8 ) SCR 940 :(2007) 8 
SCC 141; Nell' India Assurance Company Limited v. 
Raghuvir Singh Narang and another 2010 (4 ) SCR 
299:(2010) 5 SCC 335; State Bank of Patiala v. Jagga 
Singh (2004) 2 SCC 201; Food C017Joratio11 of 111dia 
& Ors. v. Ramesh Kumar 2007 (8 ) SCR 940: (2007) 8 
SCC 141; Nell' India Assurance Company Ltd. v. 
Raghuvir Singh Narang & Anr. 2010 (4) SCR 
299:(2010) 5 sec 335 - referred to. 
Case Law Reference 
2002 (5) Suppl. SCR 438 
referred to 
Paras 
20Q4 (2) SCR 615 
referred to 
Para9 
20Q7, (8) SCR 940 
referred to 
Para 12 
20~~ (4) SCR 299 
referred to 
Para 12 
(2004) 2 sec 201 
referred to 
Para 17 
2007 (8) SCR 940 
referred to 
Para 18 
2010 (4) SCR 299 
referred to 
Para 19 
CIVIL APPELLATE JURISDICTION : Civil Appeal No. 4437 
of2009. 
From the Judgment and Order dated 27.07.2007 of the High Court 
of Judicature at Jabalpur, Madhya Pradesh in Writ Appeal No.
1269 of 
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WITH 
C.A.Nos.4438,4439,4440,4441,4442,4443,4444,4445,4446 
of 2009 
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C.A. Nos. 8363, 8364, 8365, 8366, 8367, 8368, 8370, 8371, 8372, 
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8373, 8374, 8375, 8376, 8377 and 8378of2016. 
Ms. Jayashree Wad, Ashish Wad, Ms. Paromita Majumdar, Ms. 
Jaya Khanna, M/s. J. S. Wad & Co., Advs. for the Appellant. 
Mishra Saurabh, Su nil Singh P., Prashant Kumar, Mrs. K. Sarada 
Devi, Ms. Pratibha Jain, B. S. Banthia, Ashok Mathur, K. N. 
Madhusoodhanan, T. G. Narayanan Nair, S. K. Sabharwal, Rameshwar 
Prasad Goyal, Ms. Manjeet Kirpal, B. S. RajeshAgrajit, Ms. Jyoti Rana, 
Shyamal K., V. K. Jha, Sanjai Kumar Pathak, Rakesh Kumar, Samdarsh 
Sanjay, Biswajeet Singh, R~jan K. Chourasia, Ad vs. for the Respondents. 
The Judgment of the Court was delivered by 
A.K. SIKRI, J. I. Leave granted in the special leave petitions. 
2. The appellant Madhya Pradesh State Road Transport 
Corporation (for short, the 'Corporation') is a public sector undertaking 
of the State of Madhya Pradesh and undertakes the work of carrying 
passengers from one place to another within and outside the State of 
Madhya Pradesh. As the appellant Corporation was running into losses, 
the State Government obtained permission from the Department of Road 
Transport & Highways of the Ministry of Shipping, Road Transport & 
Highways, Government of India for winding up of the appellant 
Corporation. This permission was given by the Government of India on 
March 23, 2005 with the following directions: 
"The State Government shall
ensure and be fully responsible for 
ensuring compliance of any existing/future orders passed by 
various court including Tribunal in any/all matters relating to 
MPSRTC. The State Government is also advised to safe guard 
the interest of employees of MPSRTC." 
3. Considering the closure of the Corporation, the Managing 
Director, vide S.No. 1452 (Karmik-2)Stha-B/2005, Order No. 28, 
introduced a Scheme called as Voluntary Retirement from Service (for 
short, 'YRS') for the employees of the Corporation. The said Scheme 
was to come into force from JulyOI, 2005. The relevant clauses, forthe 
purpose of the instant appeals, are as under: 
"4. Scheme: (i) All the candidates-employees, shall be permitted 
to give their option under this Scheme upto 1.8.2005 in Form (ka),
MADHYA PRADESH STATE ROAD TRANSPORT 
CORPORATION v. MANOJ KUMAR [A. K. SIKRI, J.] 
along with in Form Kha. Nomination Form shall also have to be 
filled up. The Management shall have this right, that they may on 
the basis of the reasons to be given in writing, but without intimating 
any reason to the applicant, may accept the Voluntary Retirement 
from Service or reject, against which no provision of any appeal, 
relief shall be vested. 
(ii) In the following matters, on receipt of the option of Voluntary 
Retirement from Service, on the basis of merits, decision shall be 
taken for consideration: 
(ka) Whether against the employee concerned of the Corporation, 
Administrative action is either pending or is 'anudhyat '. 
(Kha) Where, in any criminal court, any proceeding is pending, 
or in any Court, is in process before hand. 
(ga) Employee, who in the nonnal course has given the resignation 
letter from the service of the Corporation, or has given. 
(gha) Employee, who againstthe Corporation has initiated judicial 
action, or is going on, and till such action is not rejected or finished 
by the Court. 
(kha) Application for option presented after dated 1.8.2005. 
(iii) Under the Scheme, the option once given by the 
employee, shall not be permissible to be changed or taken 
back. 
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(iv) The Management, by accepting once, the Voluntary 
Retirement from Service of which employee has intimated to the 
employee, in this respect, then he shall not be entitled to 
employment
on contract, or otherwise in service of the State 
Government, or in the Service of the Corporation, or in its attached 
Company, active Companies, i.e. the employee in this scheme, in 
the Public Service, as defined, shall not be entitled to ask for 
employment. 
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As per clause 4(1) of the said Scheme, the option was to be given 
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till 1.8.2005. In other words one month time was given to decide 
either to opt for YRS Scheme or not to opt. 
Clause 4(ii) of the order clearly provided that "under the Scheme, 
the option once given by the employee, shall not be permissible to 
be changed or taken back." 
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4. It becomes manifest from the provisions of the aforesaid 
Scheme, it provided certain conditions and also a specific form in which 
the application/option for YRS under the Scheme was to be made. 
Further, one of the conditions in the YRS Scheme was that once the 
application fonn for opting YRS is submitted, it would not be open to the 
applicant to withdraw the same. This Scheme was declared open on 
July 01, 2005 and was to last till August 01, 2005. It may also be stated 
at this stage that though in this YRS Scheme there was no indication 
that the last date for submission of the application can be extended, on 
October 12, 2006, an order was passed amending certain provisions of 
the original Scheme which was promulgated vide Order No. 28 dated 
July 0 I, 2005. Essentially, there was only one amendment, namely, 
extending the last date of submission of the application upto October 28, 
2006. Other provisions/ conditions of the original Scheme had to remain 
unaltered. With this amendment, those employees who had not opted 
under the Scheme by the earlier stipulated date, i.e. August 01, 2005, 
were provided another opporiunity to give their option for YRS. As 
would be noticed hereinafter, one of the arguments is as to whether a 
new Scheme was promulgated or it was an extension of the earlier 
Scheme. This aspect becomes significant because of the reason that as 
per the original Scheme last date for
making application was August 01, 
2005 and the Scheme came to an end on that date. The 'extension' 
given is much thereafter, i.e. on October 12, 2006. Thus, there was no 
Scheme in operation from August 02, 2005 to October 11, 2006. As this 
argument needs serious consideration and wi II have to be necessarily 
addressed at the appropriate place, we would like to reproduce hereunder 
the Order dated October 12, 2006 by which the time was extended till 
October 28, 2006. The same reads as under: 
"SI.No. 1919/Kannik/Ek/Swi.Se.Ni/06 
Dated 12.10.2006 
ORDER 
Subject: Order No. 28 (Voluntary Retirement from Service Scheme 
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2005)- in connection with. 
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For giving option in the order No. 28 issued by the Managing 
Director, of Part Ka, Kha, in para 4(ii), (kna) the last date has 
been given as 01.08.2005. After consideration and after consent 
by the State Government, this paragraph is amended as hereunder:
MADHYA PRADESH STATE ROAD TRANSPORT 
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CORPORATION v. MANOJ KUMAR [A. K. SIKRI. J.] 
"(kna) Application for option presented after dated 28.10.06". 
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2. The rest of the provisions/conditions issued vide order No. 28 
of the Managing Director, with regard to Voluntary Retirement 
from Service 2005, shall remain as before. 
3. Those employees, by whom option under this Scheme has not 
been presented in the past and now want to present their option, 
under this Scheme, then they can present the option, about V.R.S. 
under the conditions of Managing Director Order No. 28. 
Sd/-
Managing Director" 
5. The respondents/employees in all these appeals had submitted 
their applications for voluntary retirement within the span of original 
period fixed under the Scheme, i.e. between July 01, 2005 and August 
01, 2005. Other common factor in all these appeals is that before their 
applications could be accepted, they had sought withdrawal of their option. 
However, requests for withdrawal of the options were made after August 
01, 205, i.e. after the expiry of the original Scheme. However, their 
requests for withdrawal were not entertained and on the contrary 
applications for YRS submitted by these employees were accepted. In 
order to make it abundantly clear, we clarify that this happened after 
these respondents had submitted their affidavits withdrawing their options 
under the YRS Scheme. These respondents were, accordingly, relieved 
from the organisation on the afternoon
of July 31, 2005. 
6. These respondents challenged the aforesaid action by contending 
that once they had withdrawn their application for YRS, there was no 
question of going ahead with the option ofVRS and accepting the same. 
Therefore, the action of the Corporation was unwarranted and contrary 
to law. All these employees approached the High Court of Madhya 
Pradesh and filed respective writ petitions challenging the aforesaid action 
of the Corporation. 
7. While contesting these writ petitions, plea taken by the 
Corporation was that as per the specific provision contained in the YRS 
Scheme itself, there was a clear prohibitory clause putting an embargo 
on the rights, if any, of these employees from withdrawing their 
applications and, therefore, move on the part of these respondents to 
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[2016) 4 S.C.R. 
withdraw their option to take voluntary retirement was inconsequential 
and the Corporation was empowered to go ahead by accepting the 
applications for YRS. 
8. The learned Single Judge of the High Court dismissed these 
writ petitions accepting the plea of the Corporation. It was held that the 
applications for withdrawal ofYRS could only be moved within the validity 
period of the Scheme and in those cases where applications for withdrawal 
was submitted after August 0 I, 2005, this could not be done by the 
concerned employees. Writ appeals came to be filed before the Division 
Bench of the High Court by the aggrieved employees. The Division 
Bench, vide the impugned judgment, decided all these appeals together 
and allowed them holding that it is always permissible for an employee 
to withdraw the option under YRS before it is accepted. The High 
Court has proceeded on the basis that such a YRS Scheme calling for 
options is an invitation to offer. Application submitted by an employee 
opting under this Scheme qua voluntary retirement amounts to an officer 
and only on the acceptance of such an offer by the employee, a deal 
gets concluded and such an offer can, therefore, always be withdrawn 
before it is accepted. For this proposition, the High Court referred to 
and relied upon judgments of this Court in Bank of Imlia & Ors. v. O.P. 
Swarnakar etc. 1 and cone I uded as under: 
"14. From the
aforesaid enunciation of law, there is no scintilla of 
doubt that an offer made by an employee ipso facto would not 
amount to resignation in praesenti and the offer can be withdrawn 
during the validity period. Learned Single Judge, as is perceivable, 
has dismissed some of the writ petitions and required some of the 
writ petitioners to seek redressal under the industrial law as the 
scheme was valid upto 1.8.2005. At th is juncture, it is appropriate 
to mention that the conclusion arrived at by the learned Single 
Judge in this regard cannot be found fault with as the scheme in 
question, at the time of delivery of judgment, was valid upto 
1.8.2005. Presently, the scheme is val id upto 31. 7 .2007. The 
said fact is not disputed by Mr. ShobhitAditya, learned Counsel 
for the Corporation. As the validity period of the Scheme has 
been extended, the said validity would relate back to the date of 
inception of the Scheme and it cannot be said thatjural relationship 
between the employees and the employer has come to an end. 
1 (2003) 2secn1
MADHYA PRADESH STATE ROAD TRANSPORT 
CORPORATION v. MANOJ KUMAR [A. K. SIKRI, J.] 
Therefore, the employees were entitled in law to withdraw their 
option for voluntary retirement within the validity period and as 
the validity period has been extended and they have withdrawn 
their option they should be deemed to be in service. Be it noted 
that none of the appellants has accepted any kind of benefit under 
the voluntary retirement scheme. Some of them are continuing in 
service. The employees who are continuing in service should be 
allowed to continue till thejural relationship between the employees 
and the employer comes to an end as per law. The appellants 
who are not in service should be reinstated in service and they 
shall reap all the consequential benefits." 
9. It becomes manifest from the reading of the three Judge Bench 
judgment of this Court in O.P. Swamakar that such a YRS Scheme is 
held to be contractual in nature. The Court, thus, held that provisions of 
the Indian Contract Act, 1872 would apply, which provisions categorically 
lay down that an offer made by a person can be withdrawn by him 
before its acceptance. However, an endeavour was made by the learned 
senior counsel appearing for the Corporation to argue that the judgment 
in O.P. Swarnakar should not have been followed by the High Court in 
view of the specific clause in the Scheme to the effect that an application 
once given cannot be withdrawn. He submitted that the High Court, in 
the
process, ignored the mandate oflaw laid down by this Court in State 
Bank of Patiala v. Romesll Chander Kanoji & Ors.~ wherein this 
Court held as under: 
"9. We do not find any merit in the above argument. It is important 
to bear in mind that the Schemes in question are basically funded 
schemes. Under such Schemes, time is given to every employee 
to opt for voluntary retirement and similarly time is given to the 
management to work out the Scheme. Clause (5) of SBPYRS 
gave fifteen days' time to the employees to opt for the Scheme 
and under clause (8) a period of two months is given to the 
management to work out the Scheme. Since the said Schemes 
are funded schemes, the management is required to create a fund. 
The creation of the fund would depend upon the number of 
applications; the cost of the Scheme; liability which the Scheme 
would impose on the Bank and such other variable factors. If the 
employees are allowed to withdraw from the Scheme at any time 
after its closure, it would not be possible to work out the Scheme 
2 (2004) 2 sec 651 
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as all calculations· of the management would fail. In the case of 
Bank of India v. O.P. Swarnakar [(2003) 2 SCC 721 : 2003 
SCC (L&S) 200] SBIVRS is held to be an invitation to offer. 
Following the said judgment, we hold that SBPVRS is an invitation 
to offer and not an offer. Clause (5) of the said SBPVRS inter 
alia states that the Scheme will remain open during the period 
15-2-200 I to 1-3-200 I whereas Rule 8 thereof provides for mode 
ofacceptance by the management. It is in the light of Rules 5 and 
8 that one has to read clause (9)(i) which provides for general 
conditions and under which it is provided that application once 
made cannot be withdrawn. In Chifly on Contracts (28th Edn., 
p. 125), the learned author states that: 
"an offer may be withdrawn at any time before it is accepted. 
That this rule applies even though the offeror has promised to 
keep the offer open for a specified time, for such a promise is 
unsupported by consideration." 
Therefore, clause (5) ofSBPVRS gives locus poenitentiae to the 
employee to withdraw by 1-3-200 I after which the mode of 
acceptance contemplated by clause (8) of SBPVRS would apply 
and the Bank will proceed to vet the applications. As stated above, 
the Bank needs time to ascertain its liability; it is required to find 
out the cost of creation of a separate fund which in turn depends 
on the number of applications and ifthe employees are permitted
to withdraw after the date of closure it would be impossible for 
the Bank to implement the Scheme. Therefore, clause (5) gives 
time to the employee to withdraw by 1-3-2001 and the Bank is 
given time of two months thereafter to complete the designated 
mode of acceptance (see Ha!sbw:v 5· Laws of En[;land, 4th Edn., 
p. 133). Reading clauses (5), (8) and (9)(i), it is clear that 
employees are precluded from withdrawing from SBPVRS after 
the closure of the Scheme on 1-3-200 I." 
IO. On that basis, it was argued that it was not open to the 
respondents to withdraw their application after August 01, 2005, which 
was the last date stipulated in the application and thereby disturb the 
equilibrium and the very creation of the Fund that was created depending 
upon the number of applications; the cost of the Scheme; liability which 
the Scheme would impose and other variable factors etc. It was also 
argued that the judgment in O.P. Swarnakar related to batch of matters 
ofnationalised banks where the facts and questions were different. The
MADHYA PRADESH STATE ROAD TRANSPORT 
CORPORATION v. MANOJ KUMAR [A. K. SIKRI, J.] 
significant distinguishing factor was that there was no closure of any of 
the nationalised banks, which was the prime motive for introducing the 
VRS Scheme by the Corporation. 
11. Second argument, in the alternative, was that even if the 
judgment in O.P. Sw(lr11ftk(lr is to be applied, it was specifically held in 
that case that option of voluntary retirement can be withdrawn by the 
last date on which the application is to be submitted. In the instant case, 
these options were withdrawn after the stipulated date. It was pointed 
out that the High Court did not accept this plea on the ground that since 
the last date was extended from August 01, 2005 to October 28, 2006 
and the applications for withdrawal were not submitted from the said 
date, the withdrawal applications would be treated as having been 
submitted before the expiry date mentioned in the Scheme. The learned 
senior counsel for the Corporation argued with ardor that this was an 
erroneous approach on the part of the High Court inasmuch as the original 
VRS Scheme promulgated vide order No. 28 dated July 0 I, 2005 never 
mentioned any clause for extension of the Scheme and once these 
employees opted under the said Scheme they were very well informed 
that the last date is August 01, 2005. It was also submitted that the 
amendment was carried out for specific purpose, namely, to give 
opportunity to those who had not yet
opted under the Scheme and, 
therefore, such an extension in the date could not enure to the benefit of 
those who had already opted and for whom the last date was August 0 I, 
2005. 
12. Learned counsel who appeared for the respondents in these 
appeals submitted that the position in law was crystal clear as stated in 
O.P. Swarnakar and even in Romes/1 Ch"nder Kmwji, relied upon by 
the Corporation, and made a fervent plea to this court to accept the 
approach adopted by the High Court in the impugned judgment. They 
also pointed out that Romesh Ch"nder Kmwji, in fact, specifically 
referred to and relied upon 0.P. Sw"rn"k"r, which was a three Judge 
Bench judgment. It was also argued that even thereafter the principle 
of O.P. Swarn"kar has been applied by this Court consistently and 
followingjudgments are cited in support: 
(i) Food Corporation of India mu/ others v. R"mesh Kumar' 
(ii) New India Assurance Company Limited v. Raglmvir Singh 
Narang mu/ mwther'. 
' (2007) s sec 141 
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13. To begin with, we deem it appropriate to consolidate, with 
required astuteness, various legal principles touching upon the issue at 
hand, which are sparged in various judgments, and then apply those 
principles to the facts in these cases. Though much case law has 
emerged, reference to few judgments, which take into consideration the 
earlier cases as well, would suffice. Since the High Court has referred 
to the judgment in the case of O.P. Swarnakar, we deem it apt to initiate 
the discussion with that judgment, which is also earliest of the four 
judgments we are going to refer to. 
14. Jn O.P. Swarnakar, which was a judgment rendered by a 
three Judge Bench of this Court, various nationalised banks were the 
appellants and batch of matters pertaining to these banks were decided. 
The State Bank of India, constituted under the State Bank of India Act, 
1955 and other banks taken over under the Banking Companies 
(Acquisition and Transfer of Undertakings) Act, 1970 adopted in the 
year 2000 separately but similar schemes known as the "Employees 
Voluntary Retirement Scheme". The question involved in those appeals 
was whether an employee opting for voluntary retirement under the said 
Schemes was precluded from withdrawing that offer. The Scheme 
adopted by the State Bank of India differed from the Scheme of the 
other nationalised banks inasmuch as that scheme permitted withdrawal 
of the
applications for voluntary retirement by February 15, 2001. The 
said Scheme was applicable in relation to employees who on the date of 
application had completed 15 years of service or 40 years of age. The 
period during which the said Scheme was to remain operative varied 
from bank to bank .. However, in case of the Punjab National Bank, the 
said Scheme was to remain in operation from November 1, 2000 to 
November 30, 2000. Para I 0.5 of the said Scheme barred an employee 
from withdrawing the request made for voluntary retirement after once 
exercising the option. Other sub-paras of para I 0 provided that a request 
for voluntary retirement would not take effect unless accepted by the 
competent authority who would have absolute discretion to accept or 
reject that request. The said Scheme prescribed a particular procedure 
for making an application for seeking voluntary retirement. A large 
number of employees submitted their applications, out of whom a small 
number of employees withdrew their offer. Despite withdrawal of their 
offer, the same was accepted. In some cases, offers, despite withdrawal 
thereof, were accepted after the expiry of the operation period of the 
Scheme. Writ petitions were filed in various High Courts to challenge
MADHYA PRADESH STATE ROAD TRANSPORT 
CORPORATION v. MANOJ KUMAR [A. K. SIKRI, J.] 
the acceptance of the employees' applications by the banks despite their 
withdrawal. Before the Punjab & Haryana High Court, the validity of 
the said Scheme also was challenged. Some writ petitioners sought 
issuance of a writ of mandamus to the respective banks to pay unto 
them their lawful dues strictly in terms of the Scheme. The High Court 
held that: (i) the said Scheme was not a valid piece of subordinate 
legislation as Sections 19(1) and 19(4) of the Banking Companies 
(Acquisition and Transfer of Undertakings) Act, 1970 had not been 
complied with, (ii) even assuming the said Scheme to be valid, it was 
open to an employee to withdraw his option before the same had been 
accepted and effectively enforced, and (iii) since the Scheme was invalid, 
no relief could be granted in the writ petitions seeking any benefits under 
the Scheme. The Bombay High Court and other High Courts held that 
clause l 0.5 of the said Scheme was not operative as the employees had 
an indefeasible right to withdraw their offer before the same was 
accepted. The Uttarakhand High Court dismissed a writ petition as not 
maintainable on the ground that the petitioner had bound himself by the 
terms not to withdraw the application for voluntary retirement. 
15. Eschewing the discussion on other aspects which are not 
relevant for these cases, insofar as issue at hand is concerned, the Court 
held that the
Scheme was floated with a purpose of downsizing all 
employees. Such a Scheme, although may incidentally be beneficial 
also to the employees, but was primarily beneficial to the banks. The 
ultimate aim and object of floating such a Scheme was for the purpose 
of effective functioning of the banks so as to enable them to compete 
with private banks. On the other hand, the Court also remarked that 
though bank employees do not enjoy the 'status· as in the case of 
Government employees, nevertheless, they do enjoy security of their 
employment inasmuch as these nationalised banks were 'States 'within 
the meaning of Article 12 of the Constitution. The banks, therefore, 
cannot take recourse to 'hire and fire' for terminating the services of 
the employees. They are required to act fairly and strictly in terms of 
the norms laid down therefor. Their actions in this behalf must satisfy 
the test of Articles 14 and 21. Proceeding therefrom, the Court took the 
view that a contract of employment is also a subject matter of contract 
and insofar as the question whether the YRS Scheme was an offer/ 
proposal or merely an invitation to offer is essentially a question of fact. 
The Court further discussed the law relating to 'offer' and 'acceptance ' 
with the observations that it could not be stated in simplistic form. In the 
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context of the VRS, however, the Court applied this law of contract by 
deducing the following conclusions: 
B 
(i) The banks treated the application from the employees as an offer 
which could be accepted or rejected. 
(ii) Acceptance of such an offer was required to be communicated in 
writing. 
(iii) The decision making process involved application of mind on the 
part of several authorities. 
(iv) The decision making process was to be formed at various levels. 
C 
( v) The process of acceptance of an offer made by an employee was in 
the discretion of the competent authority. 
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(vi) The request of voluntary retirement would not take effect in praesenti 
but in future. 
(vii) The bank reserved its right to alter/rescind the conditions of the 
Scheme. 
Thus, the nationalised banks in terms of the Scheme had secured 
for themselves an unfettered and unguided right to deal with the jural 
relationship between themselves and their employees. It was held that 
the Scheme constituted invitation to an offer and not an offer. As a 
fortiorari, the application submitted by an employee was to be treated as 
offer/proposal of the employee, and when accepted by the bank it would 
constitute a 'promise' within the meaning of Section 2(b) of the Indian 
Contract Act, 1872 and only then the promise becomes an enforceable 
contract. 
On this analogy, the Court held that since employees had 
withdrawn their offer before it was
accepted, they had a right to do so. 
However, the Court found that the case of State Bank of India 
stood slightly on a different footing as it had not amended the VRS 
Scheme and even permitted withdrawal of applications by February 15, 
200 I. Also, the Scheme floated by the State Bank of India contained 
clause (7) which laid down the mode and manner in which application 
for voluntary retirement was to be considered and this clause created an 
enforceable right. The Cou11 noted that in the event the State Bank of 
India failed to adhere to its preferred policy, the same could have been 
subsequently enforced by the Court of law and, therefore, it would amount
MADHYA PRADESH STATE ROAD TRANSPORT 
CORPORATION v. MANOJ KUMAR [A. K. SIKRI, J.] 
to some consideration. On this basis, insofar as appeals of State Bank 
oflndia are concerned, the same were allowed but appeals of nationalised 
banks were dismissed. Following passages from this judgment capture 
the essence of the legal principle laid down: 
"113. The submission of the learned Attorney-General that as 
soon as an offer is made by an employee, the same would amount 
to resignation in praesenti cannot be accepted. The Scheme was 
in force for a fixed period. A decision by the authority was required 
to be taken and till a decision was taken, the jural relationship of 
employer and employee continued and the employees concerned 
would have been entitled to payment ofall salaries and allowances 
etc. Thus it cannot be said to be a case where the offer was 
given in praesenti but the same would be prospective in nature 
keeping in view of(sic) the fact that it was come into force at a 
later date and that too subject to acceptance thereof by the 
employer. We, therefore, are of the opinion that the decisions of 
this Court, as referred to hereinbefore, shall apply to the facts of 
the present case also. 
114. However, it is accepted that a group of employees accepted 
the ex gratia payment. Those who accepted the ex gratia payment 
or any other benefit under the Scheme, in our considered opinion, 
could not have resiled therefrom. 
115. The Scheme is contractual in nature. The
contractual right 
derived by the employees concerned, therefore, could be waived. 
The employees concerned having accepted a part of the benefit 
could not be permitted to approbate and reprobate nor can they 
be permitted to resile from their earlier stand." 
16. Next decision, in the chronology, which we want to refer to is 
the case of Romesll Chander Kmwji. This is also a judgment rendered 
by a three Judge Bench. in which case of O.P. Swanwkar was 
specifically referred to and discussed. The principle laid down in O.P. 
Swamakar was explained and in the process the Court noticed different 
outcomes insofar as State Bank of India is concerned vis-a-vis 
nationalised banks. This distinction was brought out and explained by 
this Court in the following manner: 
"6. It is evident from above that in the case of SBIVRS, where 
there is a specifi-: provision for withdrawal. the employee must 
exercise his option within the time specified; and in case of 
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nationalized banks where there was no provision to withdraw (and 
in fact the Scheme forbade withdrawal), the withdrawal must be 
effected prior to acceptance by the Bank. Therefore, in terms of 
the ratio laid down by this Court, the employee is ensured under 
SBIVRS the right of withdrawal within the specified period." 
The Court thereafter referred to its earlier judgment of this Court 
in State Ba11k of Patiala v. Jagga Si11gh 5 wherein the Court held that 
since State Bank of Patiala was a subsidiary of State Bank of India and 
the Schemes were similar, the decision in O.P. Swarm1kar, so far as it 
related to the State Bank oflndia, would be applicable to State Bank of 
Patiala as well. The counsel appearing for the employees in this case 
sought to distinguish Jagga Singh. However, this contention was repelled 
and in the process observation which was made by the Court need a 
glance. It is, thus, reproduced below: 
"9. We do not find any merit in the above argument. It is impo11ant 
to bear in mind that the Schemes in question are basically funded 
schemes. Under such Schemes, time is given to every employee 
to opt for voluntary retirement and similarly time is given to the 
management to work out the Scheme. Clause (5) of SBPVRS 
gave fifteen days' time to the employees to opt for the Scheme 
and under clause (8) a period of two months is given to the 
management to work out the Scheme. Since the
said Schemes 
are funded schemes, the management is required to create a fund. 
The creation of the fund would depend upon the number of 
applications; the cost of the Scheme; liability which the Scheme 
would impose on the Bank and such other variable factors. If the 
employees are allowed to withdraw from the Scheme at any time 
after its closure, it would not be possible to work out the Scheme 
as all calculations of the management would fail. In the case of 
Bank of India v. O.P. Sll'amakar [(2003) 2 SCC 721 : 2003 
SCC (L&S) 200] SBIVRS is held to be an invitation to offer. 
Following the said judgment, we hold that SBPVRS is an invitation 
to offer and not an offer. Clause (5) of the said SBPVRS inter 
alia states that the Scheme will remain open during the period 
I 5-2-200 I to 1-3-200 I whereas Rule 8 thereof provides for mode 
of acceptance by the management. It is in the light of Rules 5 and 
8 that one has to read clause (9)(i) which provides for general 
' (2004) 2 sec 201
MADHYA PRADESH STATE ROAD TRANSPORT 
CORPORATION v. MANOJ KUMAR [A. K. SIKRI, J.] 
conditions and under which it is provided that application once 
made cannot be withdrawn. In Chitty on Contracts (28th Edn., 
p. 125), the learned author states that 
"an offer may be withdrawn at any time before it is accepted. 
That this rule applies even though the offeror has promised to 
keep the offer open for a specified time, for such a promise is 
unsupported by consideration." 
Therefore, clause (5) ofSBPVRS gives locus poenitentiae to the 
employee to withdraw by 1-3-2001 after which the mode of 
acceptance contemplated by clause (8) ofSBPVRS would apply 
and the Bank will proceed to vet the applications. As stated above, 
the Bank needs time to ascertain its liability; it is required to find 
out the cost of creation of a separate fund which in turn depends 
on the number of applications and ifthe employees are permitted 
to withdraw after the date of closure it would be impossible for 
the. Bank to implement the Scheme. Therefore, clause (5) gives 
time to the employee to withdraw by 1-3-2001 and the Bank is 
given time of two months thereafter to complete the designated 
mode of acceptance (see Halsbwy s Laws of England, 4th Edn., 
p. 133). Reading clauses (5), (8) and (9)(i), it is clear that 
employees are precluded from withdrawing from SBPVRS after 
the closure of the Scheme on 1-3-200 l." 
18. The aforesaid two judgments pertained to nationalised banks 
or State Bank of
India/its subsidiaries. Issue was discussed again in 
respect of a public sector undertaking in the case of Food Corpomtion 
of India & Ors. v. Rllmesll Kumllr". In the said case, clause Vlll (d) 
of the YRS Scheme framed by the Food Corporation oflndia was to the 
following effect: 
"Once an employee submits his application for voluntary retirement 
under this scheme to the competent authority, it shall be treated 
as final and it is not open to the employee to withdraw the same. 
The competent authority within notice period (3 months) shall take 
a decision to accept or reject the request and shall communicate 
the same to the official concerned." 
On facts, it was found that the offer of voluntary retirement given 
by the employee was withdrawn before its acceptance. The Court held 
'' (2007J s sec 141 
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that it could be so done following O.P. Swamakar and Romes/1 Clta11der 
Ka11oji. Paragraph 8 of the said judgment discusses the position as 
under: 
"8. Now adverting to the present Scheme of Food Corporation, 
Para 8 clearly stipulates that the incumbent has no right to revoke 
the same and the Management will decide the same within three 
months. That means the Management still has three months' time 
to consider and decide whether to act upon the offer given by the 
incumbent or not. But if the incumbent revokes his offer before 
the Corporation accepts it then in that case, the revocation of the 
offer is complete and the Corporation cannot act upon that offer. 
In the present case there is one more additional factor which is 
that the Management has to take a decision within three months. 
Therefore, once the revocation is made by the incumbent before 
three months then in that case the Corporation cannot act upon 
the offer of voluntary retirement unless it is accepted prior to its 
withdrawal. In the present case, it is clear that the incumbent had 
given an offer for voluntary retirement on 13-9-2004 and he 
revoked his offer on 27-9-2004 but the same was accepted on 9-
11-2004 i.e. after the revocation of his offer. In view of the law 
laid down by this Court in State Bank of Patiala [(2004) 2 SCC 
651 : 2004 SCC (L&S) 428] the incumbent has already revoked 
his offer before it could be accepted.
Therefore, in this view of 
the matter, the approach of the High Court appears to be correct 
and does not require any interference. The revocation made by 
the incumbent on 27-9-2004 of his offer of retirement cannot be 
acted upon as he has revoked it before the Corporation could act 
upon it. Hence. we are of the opinion, that the view taken by the 
High Court is correct. Consequently, all the three appeals are 
dismissed but without any order as to costs." 
19. In New /11dia Ass11rl111ce Compa11y Ltd. v. Ragl111vir Si11glt 
Nara11g & A11r. 7, this Court again reiterated that such schemes were 
contractual in nature and the provisions of the Indian Contract Act, 1872 
would apply and the offer could be withdrawn any time before its 
acceptance. What is important is that this Court culled out the principles 
laid down in O.P. Swamakar in para 22 of its judgment, which we 
reproduce below: 
1 (20IOJ s sec 335
MADHYA PRADESH STATE ROAD TRANSPORT 
245 
CORPORATION v. MANOJ KUMAR [A. K. SIKRI, J.) 
"22. The effect of the decision in Swarnakar can be summarised 
thus: 
(i) If a contractual scheme provides that the voluntary retirement 
by exercise of option by the employee will come into effect only 
on its acceptance by the employer, it will not create any 
enforceable right in the employee to claim SV retirement. Any 
term in such a scheme that the employee shall not withdraw from 
the option once exercised, will be an agreement without 
consideration and therefore, invalid. Consequently, the employee 
can withdraw the offer (that is option exercised) before its 
acceptance. But ifthe contractual scheme gives the option to an 
employee to voluntarily retire in terms of the scheme and ifthere 
is no condition that it will be effective only on acceptance by the 
employer, the scheme gives an enforceable right to the employee 
to retire, by exercising his option. In such a situation, a provi'sion 
in the contractual scheme that the employee will not be entitled to 
withdraw the option once made, will be valid and binding and 
consequently, an employee will not be entitled to withdraw from 
the option exercised. 
(ii) Where the scheme is statutory in character, its terms will 
prevail over the general principles of contract and the provision of 
the Contract Act. Further. there will be no question of any 
"consideration" for the condition in the scheme that the employee 
will not
withdraw from the option exercised. Subject to any 
challenge to the validity of the scheme itself, the terms of the 
statutory scheme will be binding on the employees concerned, 
and once the option is exercised by an employee to voluntarily 
retire in terms of the retirement package contained in the scheme, 
the employee will not be entitled to withdraw from the exercise of 
the option, ifthere is a bar against such withdrawal. 
20. Reading of the aforesaid judgments wou Id clearly demonstrate 
that in those cases where the Scheme is contractual in nature (and not 
statutory in character as was seen in State Bank of India's case), 
provisions of the Indian Contract Act would apply. The YRS Scheme 
floated by the employer would be treated as invitation to offer and the 
application submitted by the employees pursuant thereto is an offer which 
does not amount to resignation in praesenti and the offer can be withdrawn 
during the validity period. This would be the position even when there is 
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a clause in the Scheme that offer once given cannot be withdrawn at al I. 
However, exception to this principle is that in such cases offer is to be 
withdrawn during the validity period of the Scheme and not thereafter 
even when if it is not accepted during the period of the Scheme. That is 
the clear mandate of Romesh C/uuuler Ka11oji. The rational which is 
given for carving out this exception is contained in para 9 of the said 
judgment, which has already been reproduced above. To put it pithily, 
what is highlighted is that such schemes are funded schemes and time is 
given to every employee to opt for voluntary retirement. Because these 
are funded schemes, the Management is required to create a fund. The 
creation of this fund depends upon a number of applications; the cost of 
the Scheme; liability which this Scheme would impose on the employer 
and such other variable factors. In this situation, ifthe employees are 
allowed to withdraw from the Scheme at any time even after its closure, 
it would not be possible to work out the Scheme as all calculations of the 
employer would fail. 
21. In the present case, the Corporation had floated the Scheme 
because of the reason that it has virtually stopped transport business and 
the purpose of the Scheme was to benefit itself by shrinking the strength 
of the employees as with no transport business need for such employees 
is not there. Here also, the
Scheme provided that once the option is 
given, the same cannot be withdrawn. Following the dicta in the aforesaid 
judgments, as noted above, it is clear that notwithstanding this clause, 
the employees had a right to withdraw the offer during the validity period 
but not thereafter. This legal principle is even taken note of by the High 
Court as well in the impugned judgment. 
The High Court has, however, held that though the Scheme was 
valid up to August 01, 2005, but validity was extended up to July 31, 
2007, the employees could withdraw their offers before July 31, 2007. 
Further, as in all these cases where the offer was withdrawn before July 
3 I, 2007, the High Court has dismissed the appeals of the Corporation 
herein. 
22. At this juncture, therefore, other issue that gains importance 
and needs to be decided is: whether validity of the Scheme was extended 
up to July 31, 2007 and the employees could withdraw their offer before 
this date or the date on which the initial scheme expired, i.e. August 01, 
2005 and the withdrawal thereafter was not permissible?
MADHYA PRADESH STATE ROAD TRANSPORT 
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23. To decide this question, let us recapitulate some salient facts. 
Scheme in the first instance was floated on July 01, 2005. lt clearly 
mentioned that those interested to opt for the Scheme would give their 
options by August 01, 2005 and not thereafter. It was categorically 
provided that application for option presented after August 0 I, 2005 shall 
not be considered. Para 4(iii) also provided that the option once given 
by the employee shall not be permitted to be changed or taken back. 
Sub para (viii) of para 4 provided for settlement of dues of the employee 
on acceptance of such an Scheme. This Scheme came to an end on 
August 01, 2005. There was no extension of the Scheme during its 
currency or even immediately thereafter. More than one year thereafter, 
i.e. on October 12, 2006, the appellant Corporation gave another 
opportunity to those who had not submitted the applications earlier, to 
submit the options by October 28, 2006. We have already reproduced, 
in toto, the order dated October 12, 2006. In the first blush, it may give 
an impression that the initial date of August 01, 2005 stands extended till 
October 28, 2006. However, a little closer scrutiny and analysis of the 
factual background narrated above amply demonstrates that it is not a 
case of extension of the original Scheme. Reason is simple and can be 
found in the fact that there was a big gap/hiatus
between August 01, 
2005 and October 12, 2006. Earlier Scheme had come to an end on 
August 0 I, 2005, naturally no employees submitted or could submit 
applications after August 01, 2005 under the Scheme. There was no 
YRS Scheme in operation from August 02, 2005 to October 11, 2006. It 
is only on October 12, 2006, another opportunity was given to the rest of 
the employees to submit their applications and the period during which 
such an application for voluntary retirement could be submitted was 
from October 12, 2006 to October 28, 2006. This small window was 
opened for a period of 17 days for those employees who had not submitted 
their applications and they were afforded another chance. At the same 
time, the main reason was to attract more such employees to opt for 
YRS as the Corporation had decided to close down its operations and 
wanted its employees to take an honorable exit with 'golden handshake'. 
Therefore, there is an acquity and sharpness in the submissions of the 
Corporation that it cannot be treated as extension of the earlier Scheme. 
In fact, instead of promulgating the YRS Scheme all over again, easy 
way was found by making amendment in a particular clause stating that 
application presented after October 28, 2006 shall not be considered. 
~ Another significant feature which has to be kept in mind is that between 
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August 0 I, 2005 and October 12, 2006, applications of many employees 
had been accepted and many out of them had even been offered their 
terminal dues. Thus, we find that there are two distinct groups of 
employees who had submitted their applications for YRS. First group 
was the one which exercised its option between July 0 I, 2005 to August 
01, 2005. Second set of employees are those who submitted their options 
when another chance was given to them, i.e. from October 12, 2006 to 
October 28, 2006. In view thereof, insofar as first set of employees are 
concerned, they could withdraw their option, before it was accepted, by 
August 01, 2005 and not thereafter. Likewise, those who submitted 
their options in the second phase could withdraw the same before October 
28, 2006. A chart was submitted before us giving the status of the 
applications that were submitted by various employees/respondents in 
these appeals. This chart indicates that some of the employees belonging 
to the first group had withdrawn their offer before August 01, 2005. 
They had right to do so. Acceptance of their offer after the withdrawal 
would be of no consequence. However, those employees who withdrew 
their offers after August 01, 2005 could not do so and, therefore, the 
Corporation was within its right to accept their offers. Likewise, those 
employees belonging to the second category who had withdrawn their 
offers
before October 28, 2006 were entitled to withdraw their offers as 
those were not accepted by that date. However, the withdrawal after 
October 28, 2006 when Scheme was closed would be of no consequence. 
24. When we apply the aforesaid test to the facts of this case, we 
find that insofar as those employees who fall in the first category are 
concerned, they had withdrawn their offer after August 0 I, 2005, except 
one Mr. Dinesh Chand Yadav, who is respondent No. I in the Civil Appeal 
arising out of Special Leave Petition (Civil) No. I 4874 of20 I 0. Therefore, 
from this batch, only he is entitled for reinstatement with back wages, as 
he has also filed an undertaking, in terms of this Court's order dated 
May 12, 2016, to the effect that he is not gainfully employed during the 
relevant period. Likewise, employees falling in the second category had 
withdrawn their offer after October 28, 2006, except Mr. Sukhram and 
Mr. Ram Sharan Rathore, both respondents in the Civil Appeal arising 
out Special Leave Petition (Civil) No. I 4594 of 20 I 0. However, these 
respondents failed to comply with this Court's order dated May I 2, 20 I 6. 
They are, therefore, entitled for reinstatement without back wages. 
25. Accordingly, Civil Appeal arising out of Special Leave Petition
MADHYA PRADESH STATE ROAD TRANSPORT 
CORPORATION v. MANOJ KUMAR [A. K. SIKRI, J.] 
(Civil) No. 14874 of2010 qua Mr. Dinesh Chand Yadav and Civil Appeal 
arising out of Special Leave Petition (Civil) No. 14594 of 2010 are 
dismissed. In the case of all other respondents, their application for 
withdrawal post the tenure of the Scheme would be of no consequence. 
The direction of the High Court reinstating these respondents/employees 
is, therefore, found to be contrary to law and is hereby set aside, resulting 
into allowing all other appeals of the Corporation. 
In the facts and circumstances of this case, there shall be no 
order as to costs. 
Nidhi Jain 
Appeals disposed of. 
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