Summarize the following court judgment. Appeal No. 830 of 1993. From the Judgment and Order dated 6.4.87 of the Allahabad High Court in Civil Misc. W.P. No. 20544 of 1986. section Markandeya for the Appellant 152 Pankaj Kalra for the Respondents. The Judgment of the Court was delivered by B.P. JEEVAN REDDY	 J. The appeal is directed against the judgment and order of a Division Bench of the Allahabad High Court allowing Writ Petition 20544 of 1986 with certain directions. The first respondent Gem Cap (India) Pvt. Ltd. is a private limited company. Second respondment is its Managing Director. At the request of the respondents	 the appellant	 U.P. Financial Corporation	 sanctioned a loan of Rs. 29.70 lakhs. The terms and conditions of loan and the manner of repayment of the loan are contained in the agreement and hypothecation deeds executed in 1981. Suffice it to note that loan was repayable in certain specified instalments alongwith interest. A sum of Rs. 26	 29	 578 was released to the respondents. The first respondent went into production in December 1982. Within a few months i.e.	 in March 1983 its operations ceased. By an order dated February 21	 1984 the first respondent unit was declared a sick unit. The respondents did not make any repayment as stipulated in the agreement and hypothecation deeds whereupon the Corporation took steps to take over the unit under Section 29 of the for recovering an amount of Rs. 38.57 lakhs due to it by that date vide notice dated July 10	 1984. Then started a series of Writ Petitions by the respondents	 all designed to stall the appellant from taking over and/or recovering the amount due to it. It is not necessary to trace the course of the several writ petitions except the one from which the present appeal arises. Writ Petition 20544 of 1986 was filed questioning the taking over of the first respondent unit by the appellant Corporation under Section 29 of the Act and for a direction to the appellant to reschedule the repayment of debt in accordance with the earlier orders of the High Court. The writ petition has been allowed with the following directions : "(1) Having regard to the discussion made above we direct the U.P. Financial Corporation : (1) to consider expeditiously the resolution dated 29.1.1986aimed at the rehabilitation of the industrial concern in question in the light of the feasibility report of the U.P. Industrial Consultants Ltd. the Financial aid 153 forthcoming from the Bank of Baroda and other financial institutions and the reports of the managing director of the corporation dated 18.12.85 and 29.1.1986; (2) to restore back possession of the unit to the petition No. 1 forthwith. The notice dated 11.6.1986 issued by the Corporation under Section 29 of the State Financial Corporation Act	 1951 shall	 however	 remain alive it being open to the Corporation to proceed further in pursuance thereof in case the rehabilitation deal is given a fair trial but does not bear fruit. The petition is allowed accordingly with no order	 however	 as to costs." With great respect to the Learned Judges who allowed the writ petition we feel constrained to say this : a reading of the judgment shows that they have not kept in mind the well recognised limitations of their jurisdiction under Article 226 of the Constitution. The judgment reads as If they were setting as an Appellate Authority over the appellate Corporation. Not a single provision of law is said to have been violated. The exclusive concern of the court appears to be to revive and resurrect the respondent Company	 with the aid of public funds	 without giving any thought to the interest of public financial institutions. The approach is : "the Corporafion is supposed to act in the best interest of the industrial concern with the object primarily to promote and advance the industrial activity without	 of course	 undue involvement or risk of its financial commitment 'section . It needs no emphasis to say that the Corporation is conceived '.Regional Development Bank with the principal object to accelerate the industrial growth in the State by providing financial assistance mainly to small and smaller of the medium scale industries. The approach has to be business like in conformity with the declared policy of the State Govt. If the unit is potentially viable or such as maY be capable of being rehabilitated	 it would deserve being administered proper treatment and not lead to its liquidation. " Here was a company which drew substantial public funds and became sick within three months of its going into production. One of the main reasons for its sickness appears to be the inter necine fight between the two groups controlling the Company. The 154 unit was closed. It was not paying a single pie in repayment of the loan neither the principal nor the interest. Already a huge amount was due to the appellant. There was no prospect of its recovery. And yet other financial corporations were being asked by the court	 four years after its closure	 to sink more money into the sick unit. Though a passing reference is made to the financial risk of appellant. this concern was not translated into appropriate directions. The Corporation was not allowed to sell the unit when it wanted to in 1984 85. Now	 it is difficult to sell it	 because it has been lying closed for about 8 years and more. The machinery must have become junk. While the Company could not be revived	 the appellant corporation now stands to lose more than a crore of rupees all public money in this one instance. To continue the factual narration against the judgment of the Allahabad High Court aforesaid (dated April 6	 1987) the appellant filed this appeal and on May 8	 1987 this Court while issuing notice on the SLP directed stay of operation of the judgment of the High court. After the respondents filed a counter affidavit this Court made the following order on September 18	 1987 : "Stay made absolute with the direction that there shall be no sale of the industrial unit. Hearing expedited. To be heard alongwith Civil Appeal No. 568 of 1987. " The S.L.P. could not be heard finally though it was posted for hearing on certain dates. On November 13	 1991	 the counsel for the respondents made an offer which is recorded in the order of that date. It reads "This matter is adjourned for 11.12.91. Mr. Shanti Bhushan	 Sr. Adv.	 suggests that in view of the lapse of time of more than 5 years the position has changed and the Corporation should now consider the feasibility of taking over the assets in liquidation of the dues by making an assessment and consider relieving the directors from their personal responsibilities to the corporation and the other creditors. " The subsequent order dated December 12	 1991	 however	 shows that the appellant corporation refused to bite the bait. The amount due to it had risen to over a crore of rupees by now. Whereupon	 this Court passed 155 the following order : "The appellant in consultation with the other creditors is permitted to put up the industrial undertaking of the firstrespondent for sale. It may do so either by public auction or by inviting tenders or by an combination of both. It may proceed to do so within a period of two months from today. While permitting the appellant to take steps for the sale	 we make it clear that before accepting the offers	 the appellant should obtain prior permission of this Court. List this matter after 10 weeks	 i.e.	 in the first week of March	 92. " It is clear as to why the unit could not be sold . On March 13	 1992	 this Court passed the following further order: "We have heard learned counsel on both sides. Apart from the merits of the issues raised	 it appears to us that the present impasse is to nobody 's advantage. The dispute has to be resolved in some meaningful way. We accordingly direct the respondent Company and Sri K.P. Chaturvedi	 who claims to be in charge of the affairs of the Company	 to confirm in writing to the petitioner Cor poration within three weeks from today that they unconditionally agree to settle the claims of the. Financial Corporation at a figure which would represent the principal amount said to be Rs. 26.30 lacs and interest thereon from the inception at 13.5% per year with half yearly rests calculated upto 25.7.1986. If such an offer is made	 the Financial Corporation will assess the merit and acceptability of that offer and take within six weeks thereafter	 an appropriate decision including the manner in which and the period over which the payment should be completed	 and if the Financial Corporation agrees to grant time for payment	 the rate of interest for the deferred period. The decision taken by the Corporation will be placed before this Court. 156 If	 however	 any offer	 as indicated above	 is not communicated by the company or Sri Chaturvedi within a period of three weeks from today	 then the Financial Corporation shall be at liberty to initiate	 with notice to the respondents	 steps for the sale by public auction of the subjectmatter of the security in its favour and to treat and hold the proceeds of sale as substituted security in the place of the subject matter of the security	 subject to the final result of this S.L.P. Call this matter in the 3rd week of May	 1992. " Pursuant to the said order the second respondent	 Managing Director of the first respondent Company merely wrote a letter addressed to the appellant Corporation	 to the following effect : "We	 herewith	 attach a photo copy of the captioned order which is self explicit. We	 however	 unconditionally agree to abide with the directions given to us by the Hon 'ble Supreme Court. Further	 as the Corporation is aware that the Unit (Company) as well as The Registered Office of the Company	 both are in possession of the Corporation	 we shall feel obliged if you kindly communicate your views to us at the below given address. " It is evident that the letter written by the second respondent is not in terms of the order to this Court dated March 13	 1992. No figure is mentioned nor is it mentioned as to how and in what manner the said huge debt is sought to be repaid by the respondents. Evidently	 the appellant corporation could not pay any heed to such a letter. When the matter came before this Court the second respondent appeared in person stating that he has discharged his advocate and that he will argue the matter himself. The matter again came up before us on 19.2.1993 when we heard the appellant 's counsel and the second respondent in person. We allowed the appeal stating that the reasons would follow. There are the reasons for the order. It is true that the appellant Corporation is an instrumentality of the 157 State created under the State Finance Corporation Act	 1951. The said Act was made by the Parliament with a view to promote industrialisation of the States by encouraging small and medium industries by giving financial assistance in the shape of loans and advances	 repayable within a period not exceeding 20 years from the date of loan. We agree that the Corporation is not like an ordinary money lender or a Bank which lends money. It is a lender with a purpose the purpose being promoting the small and medium industries. At the same time	 it is necessary to keep certain basic facts in view. The relationship between the Corporation and the borrower is that of creditor and debtor. The corporation is not supposed to give loans once and go out of business. It has also to recover them so that it can give fresh loans to others. The Corporation no doubt has to act within the four corners of the Act and in furtherance of the object underlying the Act. But this factor cannot be carried to the extent of obligating the Corporation to revive and resurrect every sick industry irrespective of the cost involved. Promoting industrialisation at the cost of public funds does not serve the public interest; it merely amounts to transferring public money to private account. The fairness required of the Corporation cannot be carried to the extent of disabling it from recovering what is due to it. While not insisting upon the borrower to honour the commitments undertaken by him	 the Corporation alone cannot be shackled hand and foot in the name of fairness. Fairness is not a one way street	 mote particularly it? matters like the present one. The above narration of facts shows that the respondents have no intention of repaying any part of the debt. They are merely putting forward one or other ploy to keep the Corporation at bay. Approaching the Courts through successive writ petitions is but a part of this game. Another circumstance. These Corporation are not sitting on King Solomon 's mines. They too borrow monies from Government or other 'financial corporation. They too have to pay interest thereon. The fairness required of it must be tempered nay	 determined	 in the light of all these circumstances. Indeed	 in a matter between the Corporation and its debtor	 a writ court has no say except in two situation : (1) there is a statutory violation on the part of the Corporation or (21) Where the Corporation acts unfairly i.e.	 unreasonably. While the former does not present any difficulty	 the latter needs a little reiteration of its precise meaning. What does acting unfairly or unreasonably mean? Does it mean that the High Court exercising its jurisdiction under Article 226 of the Constitution can sit as an Appellate Authority over the acts and deeds of the corporation and seek 158 to correct them ? Surely	 it cannot be. That is not the function of the High Court under Article 226. Doctrine of fairness	 evolved in administrative law was not supposed to convert the writ courts into appellate authorities over administrative authorities. The constraints self imposed undoubtedly of writ jurisdiction still remain. Ignoring them would lead to confusion and uncertainty. The jurisdiction may become rudderless. The obligation to act fairly on the part of the administrative authorities was evolved to ensure the Rule of Law and to prevent failure of justice. This doctrine is complementary to the principles of natural justice which the Quasi Judicial Authorities are bound to observe. It is true that the distinction between a quasi judicial and the administrative action has become thin	 as pointed out by this Court as far back as 1970 in A.K. Kraipak & Ors. vs Union of India & Ors.	 AIR 1970 S.C. 150. Even so the extent of judicial scrutiny/judicial review in the case of administrative action cannot be larger than in the case of quasi judicial action. If the High Court cannot sit as an appellate authority over the decisions and orders of quasi judicial authorities it follows equally that it cannot do so in the case of administrative authorities. In the matter of administrative action	 it is well known	 more than one choice is available to the administrative authorities; they have a certain amount of discretion available to them. They have "a right to choose between more than one possible course of action upon which there is room for reasonable people to hold differing opinions as to which is to be preferred ' (Lord Diplock in Secretary of State for Education vs Tameside Metropolitan Borough Counsel	 ; at 1064). The Court cannot substitute its judgment for the judgment of administrative authorities in such cases. Only when the action of the administrative authority is so unfair or unreasonable that no reasonable person would have taken that action	 can the Court intervene. To quote the classic passage from the judgment of Lord Greene MR in Associated Provincial Picture Houses Ltd. vs Wednesbury Corporation	 (1948) 1 KB at 229. "It is true the discretion must be exercised reasonably. Now what does than mean ? Lawyers familiar with the phraseology commonly used in relation to exercise of statutory discretions often use the word "unreasonable" in a rather comprehensive sense. It has frequently been used and is frequently used as a general description of the 159 things that must not be done. For instance	 a person entrusted with the discretion must	 so to speak	 direct himself properly in law. He must call his own attention to the matters which he is bound to consider. He must exclude from his consideration matters which are irrelevant to what he has to consider. If he does not obey those rules	 he may truly be said	 and often is said	 to be acting 'unreasonably '. Similarly	 there may be something so absurd that no sensible person could ever dream that it lay within the powers of the authority. ' While this is not the occasion to examine the content and contours of the doctrine of fairness	 it is enough to reiterate for the purpose of this case that the power of the High Court while reviewing the administrative action is not that of an appellate court. The judgment under appeal precisely does that and for that reason is liable to be and is herewith set aside. On behalf of the appellant reliance has been placed upon the decision of this court in Mahesh Chandra vs Regional Manager	 U.P. Financial Corporation & Ors.	 (1992) 2 J.T. 326. We have perused the decision. That was a case where the debtor was anxious to pay off the debt and had been taking several steps to discharge his obligation. On the facts of that particular 'case it was found that the corporation was acting reasonably. In that context certain observations were made. The decision also deals with the procedure to be adopted by the Corporation while selling the units taken over under Section 29. That aspect is not relevant in this case. We are	 therefore	 of the opinion that the said decision is of no help to the appellant herein. The appeal is accordingly allowed. The respondents shall pay the .costs of the appellant assessed at Rs. 10	000 consolidated. T.N.A. Appeal allowed.

The respondent Company obtained loan from the appellant Financial Corporation. Soon after obtaining the loan it ceased to	 operate and was declared a sick unit. Consequently	 it did not make any repayment of loan as stipulated in the agreement and the hypothecation deeds. Thereafter	 the appellant Corporation issued notice under section 29 of the for taking over the respondent 's unit for recovery of the amount due Rs.38.57 lakhs. Ile respondent Company filed a writ petition in the Allahabad High Court questioning the appellant 's action. Ile High Court allowed the petition and directed (1) expeditious rehabilitation of the concern and (2) to restore back the 150 possession of the unit to the respondent Company. Against the judgment of the High Court the Financial Corporation riled an appeal in this Court. Allowing the appeal and setting aside the order of the High Court	 this Court	 HELD : 1. It is true that the appellant Corporation which Is an instrumentality of the State created under the is not like an ordinary money lender or a Bank which lends money. It is a lender with a purpose the purpose being promoting the small and medium industries. At the same time	 It is necessary to keep certain basic facts In view. The relationship between the Corporation and the borrower is that of creditor and debtor. the Corporation is not supposed to give loans once and go out of business. It has also to recover them so that it can give fresh loans to others. Corporations too borrow monies from Government or other financial corporations and they too have to pay interest thereon. No doubt it has to act within the four corners of the Act and in furtherance of the object underlying the Act. But this factor cannot be carried to the extent of obligating the Corporation to revive and resurrect every sick industry irrespective of the cost involved. [156H	 157A C	F	] Promoting industrilisation at the cost of public funds does not serve the public interest; it merely amounts to transferring public money to private account. The fairness required of the Corporation cannot be carried to the extent of disabling it from recovering what Is due to it. While not insisting upon the borrower to honour the commitments undertaken by him	 the Corporation alone cannot be shackled band and foot in the name of fairness. Fairness is not a one way street more particularly in matters like the present one. The fairness required of it must be tempered nay	 determined in the light of all these circumstances. In the instant case the respondents have no intention of repaying any part of the debt. They were merely putting forward one or other ploy to keep the Corporation at bay. [157D F] Mahesh Chandra vs Regional Manager	 U.P. Financial Corporation Ors.	 (1992) 2 J.T. 326	 held Inapplicable. In a matter between the corporation and Its debtor	 a writ court has no say except in two situations : (1) there is a statutory violation on the part of the Corporation or (2) where the Corporation acts unfairly i.e. 151 unreasonably. The High Court exercising its jurisdiction under Article 226 of the Constitution cannot sit as an Appellate Authority over the acts and deeds of the Corporation and seek to correct them. Doctrine of fairness. evolved in administrative law was not supposed to convert the writ courts into appellate authorities over administrative authorities. The constraints self imposed undoubtedly of writ jurisdiction still remain. Ignoring them would lead to confusion and uncertainty. The jurisdiction way become rudderless. [157G H	 158A] 2.1. The obligation to act fairly on the part of the administrative authorities was evolved to ensure the Rule of law and to prevent failure of justice. This doctrine is complementary to the principle of natural justice which the Quasi judicial Authorities are bound to observe. It is true that the distinction between a quasi judicial and the administrative action has become thin. But even so the extent of judicial scrutiny/judicial review in the case of administrative action cannot be larger than in the case of quasi judicial action. If the High Court cannot sit as an appellate authority over the decisions and orders of quasi judicial authorities it follows equally that it cannot do so in the case of administrative authorities. The Court cannot substitute its judgment for the judgment of administrative authorities in such cases. Only when the action of the administrative authority is so unfair or unreasonable that no reasonable person would have taken that action	 can the Court intervenes. [158C F] A.K Kraipak & Ors. vs Union of India & Ors. 	 A.I.R. 1970 S.C. 150; Secretary of State for Education vs Talimeside Metropolitan Borough Council	 ; and Associated Provincial Picture Houses Ltd.	 vs Wednesbury Corporation	 ; 	 relied on. While passing the impugned order the High Court has not kept in mind the well recognised limitations of its jurisdiction under Article 226 of the Constitution. While reviewing the administrative action it was not justified in acting as an appellate court. [153D	159C]