Case ID: 1685

Judgment:
Appeals Nos. 909 to 923 of 1963. Appeals from the judgment and orders dated July 26	 and August 1	 1962	 of the Calcutta High Court in Appeals from Original Orders Nos. 288 and 274 276	 278	 280	 279	 281	 273	 272	 271	 270	 269	 282 and 292 of 1961. H.N. Sanyal	 Solicitor General	 S.J. Banaji	 Prasanta Kumar Ghose and K.L. Hathi	 for the appellants. B. Sen	 Salil Kumar Datta and Sukumar Ghose	 for the respondents Nos. 1 to 5. November 22	 1963. The Judgment of the Court was delivered by GAJENDRAGADKAR	 J. This is a group of 15 appeals which raise a common question about the validity of the orders passed by the appellant Life Insurance Corporation of India terminating the services of its employees who are the respondents in these appeals. The facts which give rise to the present disputes between the parties in all the 15 cases are substantially similar	 and so	 it would be enough if we state the relevant facts in one of these cases. One of the respondents is Sunil Kumar Mukherjee. He was in the insurance line since June	 1941 and had been confirmed in his service by the Metropolitan Insurance Co. Ltd. in March	 1950. Since about 1953	 he had been working as Inspector of the said Company	 and since March 18	 1955	 he was holding the appointment as Inspector at Barrackpore. The appellant which took over the controlled business of the Metropolitan Insurance Co. Ltd.	 terminated the services of Mukherjee by an order passed on the 16th October	 1958. The respondent then moved the Calcutta High Court under article 226 of the Constitution and prayed for a writ of certiorari or other appropriate writ or order quashing the said impugned 531 order of discharge passed against him. Sinha J. who heard the writ petition allowed the petition and directed that a writ in the nature of certiorari quashing and/or setting aside the impugned order be issued. A further writ in the nature of mandamus was also issued directing the respondents to the writ petition not to give effect to the said impugned order. To the petition filed by the respondent	 he had impleaded eight respondents	 the principal amongst them being the appellant Corporation and the Union of India. Aggrieved by the decision of Sinha J. the appellants preferred an appeal under the Letters Patent before a Division Bench of the said High Court. Bose C.J. and Debabrata Mokerjee J. who heard the Letters Patent appeal substantially agreed with the view taken by Sinha J. and confirmed the order passed by him. The appellants then applied for and obtained a certificate of fitness from the said High Court and it is with the said certificate that they have come to this Court in appeal. On similar facts	 the appellants have brought to this Court the other fourteen appeals	 and a common question which has been raised by the learned Solicitor General on behalf of the appellants is that the High Court was in error in holding that the orders of discharge passed respectively against the respondents in these appeals were invalid. Before dealing with the points raised by the appellants in the present appeals	 it would be convenient to set out the relevant orders passed in respect of the appointment and discharge of the respondent Mr.Mukherjee. When Mr. Mukherjee was appointed a whole time Inspector by the Metropolitan Insurance Co. Ltd. on the 18th or 19th March	 1955	 the terms and conditions of his employment were communicated to him by a document which contained 14 clauses (Annexure A to the W.P.). Clause 13 of this document provided that the appointment was subject to termination without notice in case he was found guilty of fraud	 misappropriation	 breach of discipline	 insubordination	 acting detrimental to the interests of the company	 disloyalty or gross neglect 532 of duty: provided	 however	 that he would be entitled to 30 days ' notice if his services were terminated for any other reason. It is thus clear that under the terms and conditions of Mr. Mukherjee 's original appointment with the Insurance Co.	 he was liable to be dismissed for misconduct and was entitled to receive 30 days ' notice if his services were terminated for reasons other than misconduct. When the Life Insurance Corpn. took over the business of the Metropolitan Insurance Co. Ltd.	 an order was issued in favour of Mr. Mukherjee on the 14th February	 1958. By this order it was stated that in terms of Government Order No. 53(1) I.S.N. (1) 57 dated 30th December	 1957	 he was required to work as a Field Officer. It was also added that he would continue to be attached to Barrackpore Branch Office until further orders. This order was issued by the Divisional Manager. Thus	 it appears that after this order was given to Mr. Mukherjee	 he began to work as a Field Cfficer by virtue of his appointment under the relevant Government Order. One of the points which we have to consider in the present appeal is : what is the effect of this order of appointment? On the 16th October	 1958	 the impugned order terminating Mr. Mukherjee 's services was passed. This order said that in terms of section 5 of the Categorisation circular of the 2nd December	 1957	 Mr. Mukherjee 's case was examined by the Special Committee appointed by the Board of the Corporation to review the cases of Ex Branch Secretaries etc.	 and it was added that in accordance with the recommendations of the Committee which had been accepted by the Corporation	 it had been decided to terminate his services with immediate effect. Mr. Mukherjee was also told that he would be paid his emoluments up to the current month and one month 's salary in lieu of notice. It is the validity of this order which has been successfully challenged by Mr. Mukherjee before the Calcutta	 High Court	 and the learned Solicitor General contends that the High Court was in error in upholding Mr. Mukherjee 's plea. 533 The history of the nationalisation of the Life Insurance business in this country is well known. On the 19th January	 1956	 the Life Insurance (Emergency Provisions) Ordinance (No. 1 of 1956) was promulgated by the President for the purpose of taking over	 in the public interest	 the management of the life insurance business	 pending nationalisation of such business. In due course	 Act No. 9 of 1956 was passed which took the place of the original Ordinance and it came into effect on the 21st March	 1956. This Act was followed by Act 31 of 1956 (hereinafter called 'the Act ') which was published on the 1st of July	 1956. The appointed date under s.3 of this Act was the 1st of September	1956. Section 7 of the Act provides that on the appointed day there shall be transferred to and vested in the Corporation all the assets and liabilities appertaining to the controlled business of all insurers. That is how the Life Insurance Corporation took over all the assets and liabilities appertaining to the controlled business of all the insurers in this country. As a result of this taking over	 section II proceeded to make a provision for the transfer of service of existing employees of insurers to the Corporation. For the purpose of these appeals	 it is necessary to set out sec. 11 (1) & (2). These sub sections read as under: "(1) Every whole time employee of an insurer whose controlled business has been transferred to and vested in the Corporation and who was employed by the insurer wholly or mainly in connection with his controlled business immediately before the appointed day shall	 on and from the appointed day	 become an employee of the Corporation	 and shall hold his office therein by the same tenure	 at the same remuneration and upon the same terms and conditions and with the same rights and privileges as to pension and gratuity and other matters as he would have held the same on the appointed day 534 if this Act had not been passed	 and shall continue to do so unless and until his em ployment in the Corporation is terminated or until his remuneration	 terms and conditions are duly altered by the Corporation: Provided that nothing contained in this sub section shall apply to any such employee who has	 by notice in writing given to the Central Government prior to the appointed day	 intimated his intention of not becoming an employee of the Corporation. (2) Where the Central Government is satisfied that for the purpose of securing uniformity in the scales of remuneration and the other terms and conditions of service applicable to employees of insurers whose controlled business has been transferred to		 and vested in	 the Corporation	 it is necessary so to do	 or that	 in the interests of the Corporation and its policy holders	 a reduction in the remuneration payable	 or a revision of the other terms arid conditions of service applicable	 to employees or any class of them is called for	 the Central Government may	 notwithstanding any thing contained in sub section (1)	 or in the 	 or in any other law for the time being in force	 or in any award	 settlement or agreement for the time being in force	 alter (whether by way of reduction or otherwise) the remuneration and the other terms & conditions of service to such extent and in such manner as it thinks fit	 and if the alteration is not acceptable to any employee	 the Corporation may terminate his employment by giving him compensation equivalent to three months ' remuneration unless the contract of service with such employee provides for a shorter notice of termination. " 535 Then follow an explanation and sub sections (3) and (4) which are not relevant for our purpose. It would thus be seen that under section 11(1)	 persons who were employed by an insurer wholly or mainly in	 connection with his controlled business before the appointed day	 became the employees of the Corpora 	 tion as from the appointed day. After they thus became the employees of the Corporation	 they held their offices by the same tenure	 at the same remuneration and upon the same terms and conditions and with the same rights and privileges. In other words	 on the taking over of the controlled business by the Corporation	 the employees of the insurers to whom section 11 (1) applied became the employees of the Corporation	 but their employment continued to be on the same terms and conditions as before. This state of affairs was to continue until the employment of the employee was brought to an end or until his remuneration	 terms and conditions were duly altered by the Corporation. The scheme of section 11(1) is thus clear. With the transfer of the controlled 'business from the insurer to the Corporation	 the employees of the former became the employees of the latter	 but they were governed by the same terms and conditions until they were altered by the latter. The proviso to section II (1) shows that if any employee had	 by notice in writing	 conveyed to the Central Government prior to the appointed day his intention not to become an employee of the Corporation	 his case was outside section 11 (1) In other words	 such an employee would not become the employee of the Corporation and his case would have to be dealt with apart from section II (1) & (2). Section 11 (2) as it originally stood was substantially modified in 1957	 and the plain effect of the provisions contained in the said sub section as modified	 is that the Central Government. is given the power to alter (whether by way of reduction or otherwise) the remuneration and the other terms and conditions of service to such extent and in such manner as it thinks fit. It is significant that this power can 536 be exercised by the Central Government notwithstanding anything contained in sub section (1) or in the 	 or in any other law	 or in any award	 settlement or agreement for the time being in force. It was thought that for a proper functioning of the Corporation it was essential to confer upon the Central Government an over riding power to change the terms and conditions of employees who were wholly or mainly employed by the insurers prior to the appointed day. Having conferred such wide power on the Central Government	 section 11 (2) further provides that if the alteration made by the Central Government in the terms and conditions of his service is not acceptable to any employee	 the Corporation may terminate his employment by giving him compensation equivalent to three months ' remuneration unless the contract of service with such employee provides for a shorter notice of termination. It is thus clear that in regard to cases which fall under section 11 (2) if as a result of the alteration made by the Central Government any employee does not want to work with the Corporation	 he is given the option to leave its employment on payment of compensation provided by the last part of section 11 (2). Thus	 the scheme of the two sub sections of section II is clear. The employees of the insurers whose controlled business has been taken over	 become the employees of the Corporation	 then their terms and conditions of service continue until they are altered by the Central Government	 and if the alteration made by the Central Government is not acceptable to them	 they are entitled to leave the employment of the Corporation on payment of compensation as provided by section 11(2). After the Corporation took over the controlled business of insurers under the Act	 two circulars were issued by the Managing Director	 the first on the 30th September	 1957 and the second on the 2nd December	 1957. These circulars need not detain us at this stage	 because	 by themselves	 they were without any authority in law. However	 we would have occasion to refer to the second circular later on. 537 On the 30th December	 1957	 an order was issued by the Central Government in exercise of the powers conferred on it by section 11(2) of the Act. This order was issued on blue paper and has been described by the High Court as the 'blue order '. We will refer to this order as 'the order ' in the course of this judgment. This order was issued because the Central Government was satisfied that for the purpose of securing uniformity	 in the scales of remuneration and the other terms and conditions of service applicable to certain classes of employees of insurers	 it	 was necessary to clarify the position by making specific and clear provisions in that behalf. The object of the order was to secure the interests of the Corporation and its policy holders by making a reduction in the remuneration payable to the employees governed by the order	 and effecting a revision of the other terms and conditions applicable to them. This order was confined in its operation to the officers of the insurers who were known as 'Field Officers '	 and so	 the order was named as the Life Insurance Corporation Field Officers ' (Alteration of Remuneration and other Terms and Conditions of Service) Order	 1957. It consists of 12 clauses. Clause 2 defines	 inter alia	 a Field Officer. In 1962	 the designation 'Field Officer ' was changed into a "Development Officer"	 though curiously enough the title of the Order still refers to the Field Officer and does not incorporate a consequential amendment in the said designation. The definition of the "Development Officer" shows that it takes in a person however he was designated before the appointed day if he was wholly or mainly engaged in the development of new life insurance business for the insurer by supervising	 either directly or through one or more intermediaries	 the work of persons procuring or soliciting new life insurance business	 and who was remunerated by a regular monthly salary	 and who has become an employee of the Corporation under section 11 of the Act. This definition excludes certain categories of employees to which it is not necessary to refer. It is thus clear that the Order was intended to prescribe the terms and conditions of service in respect of Development Officers who had become employees of the Corporation under section 11 (1) of the Act. Clause 3 of the Order prescribes the duties of the Development Officer. Clause 4 prohibits the Development Officers from engaging themselves in certain activities. Clause 5 provides for the scales of pay and allowances . Clause 6 deals with the matter of leave and retirement	 and provides that in the matter of leave and retirement	 Development Officers shall be governed by the Life Insurance Corporation (Staff) Regulations	 1960	 as amended from time to time. ' Clause 7 provides for increments	 and clause 8 deals with new business bonus	 while clause 9 refers to promotion of Development Officers. Clause 10 is relevant for our purpose and must be set out in full: "10. Penalties and termination of service: (a) In case of unsatisfactory performance of duties by a Development Officer or if a Development Officer shows negligence in his work or is guilty of misconduct or is otherwise incapable of discharging his duties satisfactorily	 his remuneration may be reduced or his services may be terminated	 after giving him an opportunity of showing cause against the action proposed to be taken in regard to him and after conducting such enquiry as the Corporation thinks fit. (b) The services of any Development Officer may	 with the prior approval of the Chairman of the Corporation	 be terminated without assigning any reason after giving the Development Officer three months ' notice thereof in writing. " Clause 11 prescribes that the actual pay and allowances admissible to any Development Officer under the scale of pay specified in paragraph 5 shall be determined in accordance with such principles as may be laid down by the Corporation by regulations made in this behalf under sec. 49 of the Act. The last clause lays down that if a doubt arises as to the interpretation of any of the provisions of the Order	 the matter will be decided by the Central Government. 539 It is thus clear that in regard to the Field Officers subsequently designated as Development Officers who became the employees of the Corporation after the appointed day the Order provides a self contained with the material terms and conditions of service of the said Officers. In regard to the scales of pay and. allowances which have been prescribed by clause 5	 clause 11 contemplates that the actual pay and allowances admissible to any Development Officer will have to be determined in accordance with the principles which the relevant regulation would in that behalf lay down	 and so	 in the matter of scales of pay and allowances clause 5 read with clause 11 has to be co related with the relevant regulation which had to be subsequently framed. In regard to the other terms and conditions of service	 however	 the Order makes specific and clear provisions. That being so	 there can be no doubt that in regard to the Officers to whom the Order applies	 if any action is intended to be taken for the termination of their services	 it has to be taken under clause 10(a) or (b). Clause 10 (a) deals with two alternatives; it empowers the appropriate authority to reduce the remuneration of the Development Officer or to terminate his services; in either case	 an opportunity of showing cause against the action proposed to be taken has to be given to him	 and an enquiry has to be conducted in the manner which the Corporation may think fit. If the Development Officer shows negligence in his work	 or is guilty of misconduct	 or is otherwise incapable of discharging his duties satisfactorily	 the Corporation may reduce his remuneration or may terminate his service ; but that can be done only after complying with the conditions prescribed by clause 10(a). Clause 10(b) empowers the Corporation to terminate the services of the Development Officer without assigning any reason and without holding any enquiry or giving him an opportunity to show cause	 provided	 of course	 the order terminating his services is passed with the prior approval of the Chairman of the Corporation. is power can be exercised without complying 540 with clause 10(a) and is independent of it. Thus	 in the matter of penalties and termination of service	 two alternative powers are conferred on the authority and they are contained in the sub clauses (a) and (b) of clause 10. As envisaged by clause 11 of the Order	 Regulations were framed in 1958 by the Life Insurance Corporation under section 49 of the Act read with clause 11 of the Order. These Regulations contain five Clauses; the first gives the title of the Regulations; the 2nd defines the "Categorisation Order" which is the same as the blue Order	 as well as the "Corporation" and the "Field Officer". Regulation 3 deals with the conveyance allowance. Regulation 4 provides for the manner of fixing the pay of the Development Officer. Regulation 4 (1) lays down that the basic pay in the scale of pay prescribed for Field Officers by the Order shall be so fixed that the said pay together with the dearness allowance and conveyance allowance is not less than the total monthly remuneration to which the Officer was entitled before the 31st August	 1956. Regulation 4(2) provides that where the work of the Field Officer has been either below or above the adequate standard	 the Corporation may fix his basic pay at such stage in the scale as it may think fit. Regulation 4(3) prescribes that in judging a Field Officer 's work	 the Corporation shall observe the principles contained in the circular issued by the Managing Director on the 2nd December	 1957. Regulation 5 provides for the computation of total monthly remuneration which was paid to the Officer on the 31st August	 1956. It will be noticed that clause 4(3) of the Regulations makes the circular issued by the Managing Director on the 2nd December	 1957 a part of the regulation by treating it as its annexure and referring to its provisions for the purpose of determining the remuneration payable to the Development Officer. That is how the said circular which	 when it was issued	 had no legal authority	 has now become valid as a part of the Regulations issued by the Corporation under section 49 of the Act read with clause 11 of the Order. 541 This circular contains five paragraphs. The object of the material provisions of this circular is to determine the quality of the work which the Development Officer puts in which would afford a basis for fixing his remuneration. Paragraph 4 of this circular deals with the problem of fitting in the respective Development Officers in the pay scales provided by clause 5 of the Order. It consists of eight clauses (a) to (h). In the present appeals	 we are concerned with the last of these clauses. Paragraph 4	 clause (h) reads thus: "If the actual performance is less than 50of the revised quota	 the cases of such Field Officers will be referred to a Committee to be specially appointed in each Zone. The Committee will go through the past records of such Field Officers and decide whether they could be continued as Field Officers either as Probationers or on substantially reduced remunerations. In the case of those who cannot be continued as Field Officers	 the Committee will examine whether any of them could be absorbed in administration and where this is possible	 the Committee will fix the remuneration in accordance with the rules to be prescribed. Where the Committee decides that the poor performance of a Field Officer was not due to circumstances beyond his control or that he has made no efforts and not shown inclination or willingness to work	 ' the services of such Field Officers will be terminated. " It is clear that paragraph 4(h) deals with the cases of persons whose actual performance is less than 50 % of the revised quota	 and as such	 who are re : garded as ineligible for fitting in the employment of the Corporation. Their cases are required to be referred to the Committee specially appointed in each Zone	 and on examining the record of these Officers	 if the Committee comes to the conclusion that some of them cannot be continued as Field Officers it may enquire whether any of them could be absorbed 542 in administration	 and if yes	 their remuneration may be suitably fixed: if the Committee thought that the poor performance was not due to circumstances beyond his control	 or that he made no efforts or showed no inclination or willingness to work	 the services of such Field Officer will be terminated. Paragraph 5 deals with the question of ex Branch Secretaries and Supervisory Officers	 and it provides that if their work is found to be unsatisfactory	 the Committee may recommend termination of the services of the officers concerned. In other cases	 the Committee will make recommendations as to whether they should continue such Inspectors as Field Officers and if yes	 on what remuneration; or whether their services could be utilised in any other capacity in the Corporation	 and if yes	 on what remuneration? The learned Solicitor General has contended that when the Corporation took over the controlled business of insurers in this country on the appointed day	 it was found that a large number of employees in the category of Field Officers were either incompetent or unwilling to work efficiently	 and so	 it was thought desirable	 in the interests of the Corporation itself and in the interests of the policy holders	 to terminate their services. That is why a well devised scheme was framed by the circular and adopted in the Regulations laying down principles for determining the effi ciency of the work done by the said Officers. He urges that by the application of ' the principle laid down by paragraph 4 (h) of the circular	 it was competent to the Corporation to terminate the services of the respondents	 and that is what in fact has been done in each of the cases before us. In support ot this plea	 he has relied on the fact that paragraph 4 (h) empowers the Corporation to terminate the services of incompetent officers and paragraph 5 also gives the same power in respect of ex Branch Secretaries and Supervisory Officers. The argument is that where cases are dealt with under the provisions of paragraph 4 (h) or paragraph 5 of the circular	 there can be no question of applying the provisions of clause 10 of the Order. 543 it is common ground that before terminating the services of the respective respondents in the group of appeals before us	 no enquiry has been held and no opportunity has been given to the said officers as required by clause 10(a) of the Order. It is also common ground that the impugned termination of their services has not been effected under clause 10(b) of the Order. The respondents ' contention is that the termination of their services can be brought about only under clause 10(a) or 10(b) of the Order	 and since it has not been so brought about	 the impugned orders are invalid. On the other hand	 the learned Solicitor General contends that the power to terminate services conferred by paragraph 4 (h) of the circular is independent of clause 10 of the Order	 and the same can be	 and has been	 validly exercised in the present cases. In considering the validity of these rival contentions	 it is necessary to bear in mind the true legal position about the character of the relevant statutory provisions. It is plain that the provisions contained in section 11(2) of the Act are paramount and would override any contrary provisions contained in. the Order or the Regulations. Subject to the provisions of section 11(2)	 the provisions of ' the Order will prevail	 because the Order has been issued by the Central Government by virtue of the powers conferred on it by section 11(2) itself The provisions of the Order in law partake of the character of the rules framed under section 48 of the Act. Thus next to the provisions of section 11(2) of the Act will stand the provisions of the Order. Then we have the Regulations issued by the Corporation under section 49(1) of the Act. But it must be borne in mind that the power of the Corporation to make Regulations is burdened with the condition that these regulations must not be inconsistent with the Act and the rules framed thereunder	 so that if any of the provisions contained in the Regulations made by the Corporation under section 49 are found to be inconsistent either with section 11( 2) or with the Order made by the Central Government under section 11(2)	 they would be 544 invalid. It is in the light of this legal position that the problem posed before us in the present appeals must be decided. We have already noticed that as soon as the Field Officers or the Development Officers became the employees of the Corporation on the appointed day under section 11 (1)	 they initially carried with them their original terms and conditions of service	 and this state of affairs continued until the Order was issued on the 30th December	 1957. As we	 have already seen	 the provisions of this Order provide for the terms and conditions of service in matters covered by the Order. In regard to remuneration	 the Order did not completely resolve the problem	 but it left the determination of the scale of pay and allowances payable to each employee in the light of the Regulations which would be framed by the Corporation in pursuance of the authority conferred on it by clause 11 of the Order; but in regard to the termination of services of the employees	 clause 10 has made a specific provision	 and wherever the Corporation wants to terminate the services of any Development Officer	 clause 10 has to be complied with. It is true that paragraph 4(b) of the circular purports to say that in cases falling under the last part of the said paragraph	 the services of the Field Officers will be terminated. If the said portion of paragraph 4 (h) is interpreted to mean that it confers on the Corporation an authority to terminate the services of the Development Officer independently of clause 10 of the Order	 it would be inconsistent with the said clause and would	 therefore	 be invalid. We are	 however	 satisfied that the said portion of para 4 (h) really means that in cases falling under it	 the services of the officers concerned would be liable to be terminated	 and that means that the termination of the services of the said officers must be effected in the manner prescribed by clause 10 of the Order. That is how paragraph 4(h) and clause 10 can be reasonably reconciled. What we have said about para 4(h) is equally true about paragraph 5 of the circular. 545 in regard to the fixation of remuneration	 however	 the position is that clause 5 of the Order fixes the scales of pay and allowances and leaves it to the regulations to lay down the principles in the light of which each individual case should be judged. It was	 therefore	 perfectly competent to the Corporation to adopt the circular issued by the Managing Director	 and in consequence	 lay down the principles which should be followed in fitting individual officers into the scheme prescribed by clause 5 of the Order. But it is necessary to emphasise that the scope and purpose of fitting the officers obviously is to treat the officers as continuing to remain in the category of Development Officers and prescribe their remunerations accordingly. The total amount of remuneration would undoubtedly be determined in the light of the principles prescribed by the circular	 but under the guise of fitting in a particular officer in the light of the said principles it would not be open to the Corporation to demote the officer from the grade of Development Officer to a lower grade	 that would be beyond the competence of the regulations. All that the Regulations can purport to do is to lay down principles for fixing the actual pay and allowances admissible to the Development Officers. That is the direction contained in clause II of the Order and it is within the limits of the said direction that the principles can be validly laid down by the Regulations. After the remuneration is determined in the light of the principles laid down by the Regulations	 if any officer is not inclined to accept the said altered remuneration	 occasion may arise for the Corporation to exercise its power under section 11(2) of the Act and pay him compensation as therein contemplated. That	 however	 is a matter with which we are not concerned in the present appeals. What we are concerned with in the present appeals is the validity of the orders terminating the services of the officers on the ground that they are found to be incompetent. If the officers were found to be incompetent in the light of the pro visions of paragraph 4(h) of the circular	 their services could no doubt be terminated	 but such termination of services must 1/SCI/64 35 546 conform to the requirements of clause 10(a) or (b) of the Order. As we have already seen	 it is common ground that the impugned orders terminating the services of the respective respondents have not been passed in accordance either with clause 10(a) or 10(b)	 and so	 they must be held to be invalid. It is true that in the present proceedings the respondents had claimed relief under article 311(2) of the Constitution and had in their writ petitions challenged the validity of the Order and the Regulations. That	 however	 does not dis entitle the respondents from claiming the same relief on the alternative basis that though the Order and the Regulations may be valid	 the impugned orders whereby their services have been terminated are invalid for the reason that they do not comply with clause 10 of the Order. Therefore	 we are satisfied that the learned Solicitor General is not justified in contending that the impugned orders can be sustained under paragraph 4(b) of the Circular which has been adopted by the Regulations as annexure thereto. There is one more point which has yet to be examined. In regard to the case of Haridas Roy who is the respondent in C.A.No. 917 of 1963	 the learned Solicitor General has contended that the order terminating his services is valid either under para 4(h) of the circular or under section 11(2) of the Act. Haridas Roy was originally employed by the Hindustan Co operative Insurance Society Ltd.	 before the appointed day as an Inspector of Agents. After the Corporation took over the controlled business of the said Insurance Co.	 he was appointed as a Field Officer under the Order	 and the order of his appointment was communicated to him on the 15th February	 1958. It appears that on the 9th August	 1958	 he was told that his case had been considered by the Zonal Committee and it had been decided to absorb him in the office as an Assistant on the emoluments mentioned in the order. Haridas Roy declined to accept this assignment and stated that he wanted to continue as a Field Officer as before. Thereupon	 547 his services were terminated by an order dated the 18th September	 1958. In this letter	 Roy was told that his case had been carefully considered by the Zonal Committee and he was offered ex gratia to be absorbed on the administrative side as an Assistant; since he refused to accept that assignment	 his services were terminated on payment of one month 's salary in lieu of notice less deductions	 if any. This letter also told Roy that there were no extenuating circumstances in his case and his work was found to be of very poor quality. It would be noticed that the Corporation presumably examined the performance of Roy in the light of the principles laid down by the relevant provisions in the circular and held that his case fell under the last part of paragraph 4(h) of the said circular. That only means that having regard to his poor performance Roy became eligible to be dealt with under clause 10 of the Order. It was not open to the Corporation to require Roy to accept an assignment in a lower or different category. What the regulations are authorised to do is merely to determine his salary in the category of Development Officers	 and so	 we do not see how the order terminating his services because he refused to take an assignment as an Assistant can be justified. It would have been open to the Corporation to fix Roy 's salary at the minimum in the grade prescribed by clause 5 of the Order and if he had refused to take it	 an occasion may have arisen for the operation of section 11(2) of the Act. Therefore	 we are satisfied that the case of Roy cannot be distinguished from the cases of other respondents in the present group of appeals. The result is	 the orders passed by the High Court are confirmed	 and the appeals are dismissed with costs. One set of hearing fees. Appeals dismissed.

Summary:
One of the respondents Mr. S.K. Mukherjee was an employee of the Metropolitan Insurance Co. Ltd.	 and had been working as an Inspector when the appellant took over the company There after	 in February 1958	 he was directed to work as a field officer. By the order dated	 October 16	 1958 his services were terminated with immediate effect and he was informed that he would be paid. his emoluments up to the current month and one month 's salary in lieu	 of notice. He was not given. an opportunity to show cause against this termination. His petition before the High Court under article 226 of the Constitution challenging the vatidity of this order was allowed by 'the learned single Judge. After appealing 		to a Division Bench without success the appellant came in appeal 529 to this Court with a certificate granted by the High Court. It was urged on behalf of the appellant that by the application of the principle contained in paragraph 4(h) of the Circular issued by the Managing Director under cl. 4(3) of the Life Insurance Corporation Regulation 1958	 it was competent to the corporation to terminate the services of the respondents. It was contended that where cases are dealt with under paragraphs 4(h) and 5 of the Circular	 there can be no question of the application of cl. 10 of the Life Insurance Corporation Field Officers Order	 1957	 which empowers the appropriate authority to reduce the remuneration of the Development Officer or to terminate his services and in either case	 an opportunity of showing cause against the action proposed to be taken has to be given to him. The contention of the respondents was that the termination of their services can be brought about only under cl. 10(a) or 10(b) of the order	 and since it has not been so brought about	 the impugned orders are invalid. Held: (i) The power of the corporation to make Regulations is burdened with the condition that these Regulations must not be inconsistent with the Act and the rules framed thereunder 	 so that if any of the provisions contained in the Regulations made by the corporation under section 49 of the Act are found to be inconsistent either with section 11(2) or with the order made by the Central Government under section 11(2) of the Act	 they would be invalid. (ii) Paragraph 4(h) means that in cases falling under it	 the services of the officers concerned would be liable to be terminated	 and that means that the termination of the services	 of the said officers must be effected in the manner prescribed by cl. 10 of the Order. That is how paragraph 4(h) of the Circular and cl. 10 of the Order can be reasonably reconciled. This applies equally to paragraph 5 of the Circular. (iii) It was competent to the corporation to adopt the Circular	 and in consequence	 lay down the principles which should be followed in fitting individual officers into the scheme prescribed by cl. 5 of the order. The total amount of remuneration would undoubtedly be determined in the light of the principles prescribed by the Circular	 but under the guise of fitting in a particular officer in the light of the said principles it would not be open to the corporation to demote the officer from the grade of Development Officer to a lower grade; that would be beyond the competence of the Regulations. (iv) Since the orders terminating the services of the respective respondents have not been passed in accordance either with cl. 10(a) or (b)	 they must be held to be invalid. (v) An employee whose performance is poor is liable to be dealt with under cl. 10 of the order. But it is not open to the corporation to require that person to accept an assignment in a lower or different category. What the Regulations are authorised to do is merely to determine his salary in the category of develop 1/SCI/64 34 530 ment officers	 and so	 an order terminating his service on the ground that he refused to take an assignment in a lower category cannot be justified.