INDIAN COPPER CORPORATION (ACQUISITION OF UNDERTAKING) ACT 1972

THE INDIAN COPPER CORPORATION (ACQUISITION OF UNDERTAKING) ACT,1972

ACT No. 58 OF 1972

21stSeptember, 1972

An Act to provide for the acquisition of the undertaking of theIndian Copper Corporation Limited for the purpose of enabling the Central Governmentto conserve and exploit, in a scientific and rational manner, to the maximumadvantage of the nation, the copper deposits in the Singhbhumbelt in the State of Bihar, to utilise the copperdeposits in such manner as to subserve the commongood, in the context of the requirements of copper in the country, and formatter connected therewith or incidental thereto

BE it enacted by Parliament inthe Twenty–third Year of the Republicof India as follows: –

CHAPTER I

PRELIMINARY

1.Short title: This Act may be called theIndian Copper Corporation (Acquisition of Undertaking) Act, 1972.

2.Declaration as to the policy of the State:It is hereby declared that thisAct is for giving effect to the policy of the State towards securing theprinciples specified in clause (b) of article 39 of the Constitution.

Explanation: In thissection, "State" has the same meaning as in article 12 of theConstitution.

3.Definitions: In this Act, unless the context otherwise requires, –

(a) "appointedday" means the date of commencement of this Act;

(b) "company"means the Indian Copper Corporation Limited, being a company incorporated in England and having its principal place ofbusiness, in India,at Gillander House, Netaji SubhashRoad, Calcutta–1;

(c) "HindustanCopper" means the Hindustan Copper Limited, being a Government company asdefined in section 617 of the Companies Act, 1956, (1 of 1956) and having itsregistered office at Khetri Nagar in the State ofRajasthan;

(d) "undertakingof the company" means the undertaking of the company in India.

CHAPTER II

ACQUISITION OF THE UNDERTAKING OF THE INDIAN COPPER CORPORATIONLIMITED

4.Undertaking of the company to vest inCentral Government: On the appointed day, the undertaking of the company shall, byvirtue of this Act, stand transferred to, and vested in, the CentralGovernment.

5.General effect of vestingunder section 4: (1) The undertaking of the company shall be deemed to include allassets, rights leaseholds (including mining leases, if any); powers,authorities and privileges; and all property, movable and immovable, includinglands, buildings, works, mines, workshops, projects, smelters, refineries,stores, instruments, machinery, locomotives, automobiles and other vehicles:mined or extracted copper and other ores, concentrates and metals, in processor in stock or in transit; cash balances, cash on hand, reserve fund,investments and book debts; and all other rights and interest arising out ofsuch property as were immediately before the appointed day in the ownership,possession, power or control of the company in relation to its undertaking inIndia; and all books of account registers, maps, plans, sections, drawing,records of survey and all other documents of whatever nature relating thereto;and shall also be deemed to include all borrowings, liabilities and obligationsof whatever kind then subsisting of the company in relation to its undertakingin India.

(2) All property included asaforesaid in the undertaking of the company which has vested in the CentralGovernment under section 4 shall, by force of such vesting, be freed anddischarged from any trusts, obligations, mortgages, charges, liens and other incumbrances affecting it, and any attachment, injunctionor any decree or order of any court restricting the use of such property in anymanner shall be deemed to have been withdrawn.

(3) Subject to the otherprovisions contained in this Act, all contracts and working arrangements whichare subsisting immediately before the appointed day and affecting the companyshall, in so far as they relate to the undertaking of the company, cease tohave effect or be enforceable against the company or any person who was surety,or had guaranteed the performance thereof, and shall be of as full force andeffect against or in favour of the Central Governmentand enforceable as fully and effectually as if instead of the company, theCentral Government had been named therein or had been a party thereto.

(4) Subject to the otherprovisions contained in this Act, any proceeding or cause of action pending orexisting immediately before the appointed day by or against the company inrelation to its undertaking in India may, as from such commencement, becontinued and enforced by or against the Central Government as it might havebeen enforced by or against the company if this Act had not been passed andshall cease to be enforceable by or against the company, its surety orguarantor.

6.Power of Central governmentto direct vesting of the undertaking in Hindustan Copper: (1) Notwithstanding anythingcontained in sections 4 and 5, the Central Government may, by order in writing,direct that the undertaking of the company together with all its properties,assets liabilities and obligations specified in sub–section (1) ofsection 5 shall, instead of continuing to vest in the Central Government, vestin Hindustan Copper either on the date of publication of the direction or onsuch earlier or later date (not being a date earlier than the appointed day) asmay be specified in that direction.

(2) Where an order vesting theundertaking of the company in Hindustan Copper is made under sub–section(1), all the rights, liabilities and obligations of the Central Government inrelation to the undertaking of the company shall, on and from the date of suchvesting, be deemed to have become the rights, liabilities and obligations,respectively of Hindustan Copper.

(3) Hindustan Copper shall, inthe management and administration of the undertaking of the company, act inaccordance with such directions, if any, as may be issued by the CentralGovernment in this behalf.

(4) Hindustan Copper may alsoapply to the Central Government at any time for instructions as to the mannerin which the management of the undertaking of the company or in relation to anymatter arising in the course of such management shall be conducted.

7.Duty to deliver possession ofproperty acquired and documents relating thereto: (1) Where any property has vested in the CentralGovernment or Hindustan Copper under this Act, every person in whose possessionor custody or under whose control the property may be, shall deliver theproperty to the Central Government or Hindustan Copper, as the case may be,forthwith.

(2) Any person who, on theappointed day, has in his possession or under his control, any book s documentsor other papers relating to the undertaking of the company, which have vestedin the Central Government or Hindustan Copper under this Act and which belongto the company or would have so belonged if the undertaking of the company hadnot vested in the Central Government or Hindustan Copper, shall be liable toaccount for the said books, documents and papers to the Central Government orHindustan Copper, as the case may be, and shall deliver them up to the CentralGovernment or Hindustan Copper.

(3) The Central Government orHindustan Copper may take, or cause to be taken, all necessary steps forsecuring possession of all properties which have vested in that Government orHindustan Copper under this

8.Duty to furnish particulars: The company shall, within onemonth from the appointed day or such further period as the Central Governmentmay allow in this behalf, furnish, in respect of the undertaking of thecompany, as on the appointed day, a complete inventory of –

(i) allthe properties and assets;

(ii) allthe liabilities and obligations; and

(iii) all agreements enteredinto by the company and in force on that day (including agreements, whetherexpress or implied, relating to leave, pension, gratuity and other terms ofservice of any officer or other employee of the company), under which, byvirtue of this Act, the Central Government or Hindustan Copper has, or willhave, or may have, liabilities obligations,

and for this purpose, the CentralGovernment or Hindustan Copper shall afford the company all reasonablefacilities.

9.Transfer of service ofexisting employees: (1) Every officer or other employee employed, immediately beforethe appointed day, in connection with the affairs of the undertaking of thecompany, shall, as from that day, become an officer or other employee of theCentral Government and shall, as from the date of publication of the directionmade under sub–section (1) of section 6 or the date specified therein,become an officer or other employee of Hindustan Copper and shall hold hisofficer by the same tenure, at the same remuneration and upon the same termsand conditions and with the same rights and privileges as to pension, gratuityand other matters as he would have held under the company, if this Act had notbeen passed, and shall continue to do so, unless and until his employment inthe Central Government or, as the case may be, in Hindustan Copper, isterminated or until his remuneration, terms and conditions are duly altered bythe Central Government or Hindustan Copper :

Provided that nothing containedin this sub–section shall apply to any officer or other employee, whohas, by notice in writing given to the Central Government within thirty daysfrom the appointed day, intimated his intention of not becoming an officer orother employee of the Central Government or Hindustan Copper.

(2) Notwithstanding anythingcontained in the Industrial Disputes Act, 1947, (14 of 1947) or in any otherlaw for the time being in force, the transfer of the services of any officer orother employee of the company to the Central Government or Hindustan Copper byreason of the provisions of this Act shall not entitle any such officer o otheremployee to any compensation under that Act or other law, and no such claimshall be entertained by any court, tribunal or other authority.

10.Provident superannuation,welfare and other: (1) Where the company has established a provident, superannuation,welfare or any other fund for the benefit of its officer or other employees andconstituted a trust in respect thereof, the moneys relatable to the officers orothers employees, whose services have become transferred, by or under this Act,to the Central Government or Hindustan Copper, shall, out of the moneys standingon the appointed day, to the credit of such provident, superannuation, welfareor other fund, stand transferred to, and vested in, the Central Government orHindustan Copper, as the case may be, free from any such trust.

(2) The moneys which stand transferredunder sub–section (1) to the Central Government or Hindustan Coppershall be dealt with by that Government or Hindustan Copper, as the case may be,in such manner as may be prescribed by rules made under this Act.

CHAPTER III

PAYMENT OF AMOUNT

11.Amount to b paid fortransfer and vesting of the undertaking of company: (1) The company shall be givenby the Central Government, in cash, an amount of rupees seven and a half crores, for vesting in it, under section 4, of theundertaking of the company.

(2) The amount payable undersub–section (1) shall carry simple interest at the rate of four percentper annum from the appointed day.

CHAPTER IV

MISCELLANEOUS

12.Penalties:(1) Any person, who –

(a) having in his possession,custody or control any property forming part of the undertaking of the company,wrongfully withholds such property form the Central Government or HindustanCopper; or

(b) wrongfully obtainspossession of any property forming part of the undertaking of the company whichhas vested in the Central Government or Hindustan Copper under this Act; or

(c) wilfullywithholds or fails to furnish to the Central Government or Hindustan Copper, as required by sub–section (2) of section 7, and document which may be inhis possession, custody or control; or

(d) wilfully fails to furnish an inventory as requiredunder section 8; or

(e) whenrequired to furnish such inventory furnishes any particulars therein which arefalse and which he either knows or believes to be false, or does not believe tobe true,

shall be punishable withimprisonment for a term which may extend to two years, or with fine, or withboth:

Provided that the court tryingany offence under clause (a) or clause (b) or clause (c) of this sub–sectionmay, at the time of convicting the accused person, order him to deliver up orrefund, within a time to be fixed by the court, any property or cash wrongfullywithheld or obtained or any document wilfullywithheld or not furnished.

(2) No court shall takecognizance of an offence punishable under this section except with the previoussanction of the Central Government or of an officer authorisedby that Government in this behalf.

13.Offencesby companies: (1) Wherean offence under this Act has been committed by a company, every person who atthe time the offence was committed was in charge of, and was responsible to,the company for the conduct of the business of the company as well as thecompany, shall be deemed to be guilty of the offence and shall be liable to beproceeded against and punished accordingly:

Provided that nothing containedin the sub–section shall render any such person liable to anypunishment, if he proves that the offence was committed without his knowledgeor that he had exercised all due diligence to prevent the commission of suchoffence.

(2) Notwithstanding anythingcontained in sub–section (1), where any offence under this Act has beencommitted by a company and it is proved that the offence has been committedwith the consent or connivance of, or is attributable to, any neglect on thepart of, any director, manager, secretary or other officer of the company, suchdirector, manager, secretary or other officer shall be deemed to be guilty ofthat offence and shall be liable to be proceeded against and punishedaccordingly.

Explanation: For thepurposes of this section, –

(a) "company"means any body corporate and includes a firm or other association ofindividuals; and

(b) "director",in relation to a firm, means a partner in the firm.

14.Receivernot to be appointed in relation to the business of the company: No proceeding for theappointment of a Receiver in respect of the business of the company in so faras it relates to its undertaking in India, shall lie in any courtexcept with the consent of the Central Government.

15.Act to have overridingeffect: The provisions of this Actshall have effect notwithstanding anything inconsistent therewith contained inany law other than this Act or in any instrument having effect by virtue of anylaw other than this Act or in any decree or order of any court, tribunal orother authority.

16.Protectionof action taken in good faith: (1) No suit, prosecution or other legal proceeding shall lieagainst the Central Government or Hindustan Copper or any of its officer orother employees for anything which is in good faith done or intended to be doneunder this Act.

(2) No suit or other legalproceeding shall lie against the Central Government or Hindustan Copper or anyof its officers or other employees for any damage caused or likely to be causedby anything which is in good faith done or intended to be done under this Act.

17.Contracts in bad faith maybe cancelled or varied: (1) If the Central Government is satisfied, after such inquiry asit may think fit, that any contract or agreement entered into at any timewithin twelve months immediately preceding the 10th day of March, 1972, betweenthe company or the managing agents of the company or any other person, in sofar as such contract or agreement relates to the undertaking of the company,has been entered into in bad faith or is detrimental to the interests of theundertaking of the company, it may make an order cancelling or varying (eitherunconditionally or subject to such conditions as it may think fit to impose)such contract or agreement and thereafter the contract or agreement shall haveeffect accordingly :

Provided that no contract oragreement shall be cancelled or varied except after giving to the parties tothe contract or agreement reasonable opportunity of being heard.

(2) Any person aggrieved by anorder under sub–section (1) may make an application to the High Courtwithin the local limits of whose jurisdiction the principal place of businessof the company in Indiais situated, for the variation or reversal of such order and thereupon suchcourt may confirm, modify or reverse such order.

18.Powerto make rules: (1) TheCentral Government may, by notification in the Official Gazette, make rules tocarry out the provisions of this Act.

(2) Every rule made by theCentral Government under this Act shall be laid, as soon as may be after it ismade, before each House of Parliament, while it is in session, for a totalperiod of thirty days which may be comprised in one session or in two or moresuccessive sessions, and if, before the expiry of the session immediatelyfollowing the session or the successive sessions aforesaid, both Houses agreein making any modification in the rule or both Houses agree that the ruleshould not be made, the rule shall thereafter have effect only in such modifiedform or be of no effect, as the case may be; so, however, that any suchmodification or annulment shall be without prejudice to the validity ofanything previously done under that rule.

19.Repealof Act 11 OF 1972: **[*]

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1. Repealed by the Repealingand amending Act, 1978 (38 of 1978) Section 2 and First Schedule.