BARANAGORE JUTE FACTORY PLC. MAZDOOR SANGH (BMS) ETC.versusBARANAGORE JUTE FACTORY PLC. ETC.

                            [2017] 4 S.C.R. 700


A                BARANAGORE JUTE FACTORY PLC.
                   MAZDOOR SANGH (BMS) ETC.
                             v.
              BARANAGORE JUTE FACTORY PLC. ETC.
                   (Civil Appeal Nos. 4298-4299of2017)
B
                             MARCH 21, 2017
            [KURIAN JOSEPH AND R. BANUMATHI, JJ.]
           Contempt of Courts Act, 1971 - Violation of Courts order -
    Restitutive measure - Company s land acquired by NHAI - In view
C   of conflicting claims regarding compensation, Single Judge directed
    NHAI to deposit entire amount of compensation in Court vide order
    dated 23.02.2011 - Entire amount deposited by NHAI after
    deducting an amount of Rs.10,55,60,331/- by way of TDS -
    Company concerned filed its income-tax return, claimed and received
D   refund of entire amount covered by TDS, after deducting tax - Said
    amount utilised in connection with the affairs of company -
    Appellants filed contempt petition alleging violation of order dated
    23.02.2011- Single Judge opining that there was deliberate violation
    of said order, directed respondents (who were managing affairs of
    the company) not to operate the bank accounts of company without
E   securing the amount of Rs.10,55,60,3311- - Division Bench without
    interfering with the Rule issued to respondents under contempt
    proceedings, vacated the order restricting operation of bank
    accounts - Held: Order dated 23.02.2011 regarding the deposit in
    court was passed to secure the entire compensation fmm NHAI -
    The Court was concerned about appropriately protecting the money
F
    received from NHAI towards compensation - Since NHAI was bound
    to deduct TDS, an amount of Rs.10,55,60,3311- was paid to the
    Income Tax Department - Undoubtedly, the said amount formed
    part of compensation - Merely because it goes through Income-Tax
    Department, the same does not cease to be part of compensation -
G   Therefore, the respondents should not have appropriated the refund
    received from the Income Tax Department and ought to have sought
    orders from the Court while handling the same -Appropriation made
    by respondents of the refund amount was in violation of order dated
    23.02.2011 - Division Bench wrong in holding otherwise - As a
H   restitutive measure, direction given by Supreme Court.
                                . 700
 BARANAGOREJUTEFACTORYPLC.MAZDOORSANGH(BMS)v.                          701
          BARANAGORE JUTE FACTORY PLC.

      Allowing the appeals, the Court                                  A
      HELD: 1.1 The order dated 23.02.2011 regarding the
deposit in court was passed to secure the entire compensation
from the National Highway Authority of India (NHAI). The court
was concerned about the money to be received from the NHAI
towards the compensation and appropriately protecting the same         B
from being used by the company. Even the respondents herein
had" ... no objection to money being protected ... ". The court had,
in fact, declined the request made by the respondents ... "to
receive the compensation and to keep the same in fixed deposit
subject to further orders of the court". The Official Liquidator
was of the view that ... "the money should be deposited with the       C
Registrar, Original Side". [Para 18] [710-G-H; 711-A]
        1.2 It is fairly clear that the Single Judge had in mind the
 entire compensation paid by the NHAI in respect of the land
 acquired by them. Since the NHAI was bound to deduct TDS, an
 amount of Rs.10,55,60,331/- was paid to the Income-Tax D
 Department. There can be no doubt whatsoever that the said
 amount formed part of the compensation. Merely ~ecat1se it goes
 through the Income-Tax Department, the same does not cease
 to be part of compensation. Even the respondents had submitted
 before the court at the time of passing the order dated 23.02.2011 E
 that the compensation amount needed to be protected and they
_were willing to protect it subject to the order of the court.
 Therefore, the respondents, while handling of the compensation
 amount, had to seek orders from the court; going by the way
 they understood the proceedings. [Para 19] [711-D-E]
                                                                      F
        1.3 In this background, the respondents should not have
 appropriated the refund they received from the Income-Tax
 Department. There is nothing wrong in claiming the refund. The
 problem is in utilising the refund received. The refund they
  received was actually the compensation in respect of the land
 acquired from the company and it was that amount which the court G
 wanted to protect by its order dated 23.02.2011. Hence, prima
 facie, the appropriation made by the respondents of the refund
  amount they received from the Income-Tax Department was in
 violation of the order dated 23.02.2011. It appears, for that reason
  only, even the Division Bench declined to disturb the Rule in the H
702           SUPREME COURT REPORTS                      [2017) 4 S.C.R.


A     contempt proceedings issued against respondents. However, the
      Division Bench was wholly wrong in entering a finding that there
      was no violation of the order dated 23.02.2011 in utilising the
      refund. [Para 20] (711-F-H; 712-A)
            1.4 The Division Bench, in the impugned order, failed to
B     recapitulate the background of the order dated 23.02.2011 and
      its own earlier orders with regard to the refusal for withdrawal by
      the respondents of the compensation deposited in court. Even if
      there be pressing needs, there could not have been any utilisation
      of the compensation amount without leave of the court. [Para 21)
      (712-B-C]
c
            1.5 The respondents have been managing the affairs of the
      company for a few years despite the futile attempts made by them
      to withdraw the compensation lying in deposit in court. The Court
      has a duty, going a step further, to issue appropriate directions
      for remedying or rectifying the things done in violation of the
D     orders. In that regard, the Court may even take restitutive
      measures at any stage of the proceedings.[Paras 23, 24)
      [713-B-C]
            Delhi Development Authority v. Skipper Construction
            Co. (P) Ltd. and Anr. (1996) 4 SCC 622 : (1996] 2
 E          Suppl. SCR 295 - relied on.
            Sudhir Vasudeva, Chairman and Managing Director,
            Oil and Natural Gas Corporation Limited and Ors. v.
            M George Ravishekaran and Ors. (2014) 3 SCC 373 :
            [2014] 4 SCR 27 - referred to.
 F
                             Case Law Reference
      (2014) 4 SCR 27                referred to            Para 17
      [1996] 2 Suppl. SCR 295        relied on              Para 24
 G          CNIL APPELLATE JURISDICTION: Civil Appeal Nos. 4298-
      4299 of2017
            From the Judgment and Order dated 24.07.2015 of the High Court
      of Calcutta inA.P.O.T. No. 277 of2015 andA.P.O.T. No. 285 of2015
                                    WITH
 H          C. A. Nos. 4302-4305 and 4306-4308 of2017.
BARANAGORE JUTE FACTORY PLC. MAZDOOR SANGH (BMS) v.                              703
         BARANAGORE JUTE FACTORY PLC.

       Krishnan Venugopal, R. Basant, Sanjeev Sen, Sbyam Divan, Amit A
S. Chadha, Sr. Advs.,AshokKumar Jain, Pankaj Jain,Ankit Kohli, Satish
Vig, Sunil Fernandes, Arnav Vidyarthi, Rameshwar Prasad Goyal, Dev
R., Siddharth Dave, Ms. Kalyani Lal, Ms. Pallavi Langar, R. K. Mohit
Gupta, Dr. Kailash Chand, Niraj Sharma, R. C. Kohli, Ms. Ruchi Kohli,
Advs. for the appearing parties.
                                                                                 B
      The Judgment of the Court was delivered by
      KURIAN, J. I. Leave granted.

      2. The appellants are the petitioners/applicants before the learned
<.; in_gle Judge in an application filed by them for taking appropriate action   c
aga111,t the respondents herein for violating the order dated 23.02.2011.
According to the appellants, the entire money paid by the National
Highway Authority of India ('NHAI' for short) on account of acquisition
of the company's land, should have been deposited with the High Court,
in the true spirit of the order dated 23.02.2011. To the extent relevant,
for the purpose of the present case, it may be noted that of the total D
amount due to the company, the NHAI issued a cheque for an amount
ofRs.94.16 crores approximately in favour of the Registrar of the High
Court after deducting an amount of Rs. l 0,55,60,331/- by way of tax
deducted at source ('TDS' for short). Thereafter, the company filed its
income-tax return for the assessment year 2013-2014 and claimed and E
received refund of the entire amount covered by the TDS, after deducting
the tax. According to the respondents, the amount was utilised for various
purposes in connection with the affairs of the company. It is the stand of
the respondents that the direction to deposit the amount with the High
Court was given to the NHAI, and in having claimed, received and utilised
the refund received from the Income-Tax Department, there is no violation F
of the order dated 23.02.2011.
      3. Learned Single Judge was primafacie of the opinion that there
was deliberate violation of the order dated 23.02.2011, and therefore,
issued Rule to the respondents, returnable in six weeks, vide order dated
26.06.2015. There was also a direction that the respondents shall not            G
operate the bank accounts of the company without securing the afore-
mentioned amount ofRs.10,55,60,331/-.
      4. Aggrieved, the respondents took up the matter in appeal before
the Division Bench leading to the impugned order.
                                                                                 H
704            SUPREME COURT REPORTS                             [2017) 4 S.C.R.


A            5. The Division Bench, in the impugned order, took the view that
      the learned Single Judge should not have 12assed an order affecting the
      operation of bank accounts, and therefore, to that extent, the order of
      the learned Single Judge was vacated. And thus aggrieved, the appellants
      are before this Court.
B          6. It may specifically be noted that the Division Bench has not
   interfered with the Rule issued to the respondents in the proceedings
   initiated under The Contempt of Courts Act, 1971 (hereinafter referred
   to as 'the Act') for the alleged violation of the order dated 23.02.2011.
   The Division Bench only vacated the order regarding operation of the
   bank accounts of the company without securing the amount of rupees
 C ten crores and odd. To quote from the impugned order:
                "The order under appeal cannot, in our view, be sustained to
            the extent that the appellants have been restrained from operating
            their bank accounts without setting apart ten crores and odd. The
            two appeals and the connected stay applications are disposed of."
 D                                                        (Emphasis supplied)
             7. Still further, the Division Bench also clarified that:
                 "Having regard to the urgency and considering the fact that
             the contempt proceedings and the company applications are
 E           pending before the learned Single Bench, we have not issued any
             direction for affidavits."
         8. Thus, the limited question before us is whether the Division
   Bench was justified in interfering with the order passed by the learned
   Single Judge for securing the amount received by the respondents by
 F way of refund from the Income-Tax Department.
              9. In order to appreciate the above question, it is necessary to
      refer to the background under which the relevant orders have been passed
      by the learned Single Judge.
          10. The most relevant amongst the orders is the one dated
 G 23.02.2011 passed by the learned Single Judge, which is one alleged to
   have been violated by the respondents. The text of the order reads as
   follows:
             "The Court: Mr. S.N. Mitra, learned senior Advocate appearing
             for the Baranagore Jute Factory PLC Mazdoor Sangh (BMS),
 H
BARANAGORE JUTE FACTORY PLC. MAZDOOR SANGH (BMS) v.                       705
     BARANAGOREJUTEFACTORYPLC. [KURIAN,J.]

    the applicant in CA 906 of2010 submitted that a portion of the A
    vacant land of the company in liquidation has been acquired by
    the National Highway Authority of India and on account of
    compensation huge amounts are likely to be paid to the company
    in liquidation. He submitted that considering the conflicting claims
    made by various persons who are either in management or who B
    are seeking to take over management in liquidation the money
    likely to come may not be safe. Therefore, he submitted that the
    money should be adequately protected.
       Mr. Sen, learned Senior Advocate appearing for Chaitan
    Chowdhury and Ridh Karan Rakeeha submitted that the                   C
    submission made by Mr. S.N. Mitra is a reasonable one.
          Mr. Anindya Kumar Mitra, learned Senior Advocate appearing
      for Damodar Prasad Bhattar. Sunil Toshniwal. S.Jha & Ors,
  . . submitted that there is no objection to the money being protected
      but he submitted that his clients are presently running the
      management of the company in liquidation and therefore his clients D
      should be permitted to receive the compensation and to keep the · ·
      same in fixed deposit subject to further order of Court.
       Mr. Subhranshu Ganguly, learned Advocate representing
    Yashdeep Trexim Pvt. Ltd. supported the submission of Mr. S.N.
    Mitra.                                                                E
        Ms. Manju Agarwal, learned Advocate, appearing for some
    of the creditors of the company in liquidation also supported the
    contention of Mr. S.N. Mitra.
       Mr. D.K. Singh, learned Advocate appearing for the Official
                                                                          F
    Liquidator submitted that pursuant to earlier orders passed by the
    Apex Court it is. only proper that the money should be deposited
    with the Registrar, Original Side.
       Mr. Niloy Sengupta, learned Advocate appearing forKrishna
    Kumar Kapadia, who, according to him, holds controlling block of G
    shares in the company submitted that the submission of Mr. S.N.
    Mitra should be accepted.
      Considering the submissions made by the learned Advocates
    appearing for the parties I am of the opinioi;i that the submission
    made on behalf of the .Official Liquidator is also in conformity
                                                                          H
706           SUPREME COURT REPORTS                           l2017] 4 S.C.R.

                     \
A          with the submission made by Mr. S.N. Mitra which has largest
           support of the parties appearing before me.
               In that view of the matter, National Highway Authority of
           India is restrained from making any payment on account of
           compensation to the company in liquidation except by way of an
B          account payee cheque to the Registrar, Original Side. The Registrar,
           Original Side upon receipt of such payment shall keep the same in
           a short term fixed deposit subject to further order of Court with
           the SBI Main Branch. Upon receipt of the money, he shall keep
           the parties informed about it.
c              It is clarified that I have referred to the company as a company
           in liquidation because there is already a winding up order passed
           by this Court. Fuller effect of that order is yet to be examined.
           xxxx                           xxxx                    xxxx"
                                                             (Emphasis supplied)

D         11. After the deposit of the amount of around Rs.95 crores, as
   paid by the NHAI, in terms of the said order, several attempts have
   been made by the respondents herein for withdrawal of the said amounts
   purportedly for meeting some of the liabilities of the company. We shall
   refer to only one order passed by this Court on 12.03.2015 wherein this
   Court, at paragraph-4, has taken note of the order passed by the Division
 E Bench of the High Court dated 14.08.2014. To the extent relevant,
   paragraphs-4, 6, and 7 of the order dated_l2.03.2015 passed by this
   Court inCivilAppeal Nos. 2814-2815 of2015, read as follows:
                                          i
           "4. The Division bench whifo affirming the order passed by the
           Company Judge observed as under:-
 F
               "Considering the amount of deposit which the appellants want
               to withdraw, and the company's indebtness to its various
               creditors and the quantum of its liability, coupled with the facts
               that even the workers have not been paid their dues, we do not
               feel it safe to allow a particular group of shareholders. who
 G             are described as interloper by the creditors, to withdraw the
               money deposited with the Registrar, Original Side of this Court
               without deciding the said issue finally particularly when we
               find that the appellant/applicant themselves have filed an
               application being C.A. No. 957 of 2010 praying for permanent
               stay of the company petition No.2 of 1987 which is yet to be
 H
BARAN AGORE JUTE FACTORY PLC. MAZDOOR SANGH (BMS) v.                          707
     BARANAGOREJUTEFACTORYPLC. [KURIAN,J.]

         decided finally. In the aforesaid context, we do not find any        A
         illegality in the impugned order passed by the learned Company
         Court proposing to dispose of all the pending applications
         simultaneously."
      xxxx                            xxxx                        xx xx
     6. It has been brought to our notice that the impugned order B
        dated 14.8.2014 was earlier challenged in SLP (C) No.29330 of
        2014 (@ SLP CC No.16278/2014). The said Special Leave
        Petition was dismissed as withdrawn on 27.10.2014 by passing
        the following order.
             "Mr. Aj it Kumar Sinha, learned senior counsel appearing for C
             the petitioner, seeks permission to withdraw this petition with
             a liberty to move the Company Judge to dispose of the pending
             matters as expeditiously as possible. Therefore, in view of
             the fair submission made by the learned senior counsel, we
             dismiss this special leave petition as withdrawn with a request D
             to the Company Judge to dispose of the pending matters as
             expeditiously as possible preferably within a period of three
             months from today."
      7. In the facts and circumstances of the case, we are of the opinion
          that the Company Judge before whom all applications are             E
          pending should dispose of the same as expeditiously as possible
          within a period of two months from today."
                                                     (Emphasis supplied)
       12. Thus, it may be noted that this Court declined to interfere with
the order passed by the Division Bench of the High Court, which in turn
                                                                              F
refused the prayer for withdrawal of the deposit lying with the Court.
       13. Despite the above background, the respondents received
cheque dated 13.06.2014 by way oflncome-Tax refund to the tune of
Rs.10,21,28,520/- after conceding the tax for Rs.34,31,807/- from the
total TDS of Rs. I 0,55,60,331/-and utilised the same for various purposes G
without any clarification or permission from the company court which
passed the order dated 23.02.2011 regarding the deposit of the entire
money paid by the NHAI towards compensation for the acquired land.
This conduct, according to the learned Single Judge,primafacie, was in
violation of the order dated 23.02.2011, and hence, the Rule with a further
                                                                              H
708           SUPREME COURT REPORTS                          [2017) 4 S.C.R.


A direction to secure the entire TDS amount. Thus, the learned Single
  Judge, after referring to the order dated 23.02.2011, passed the following
  order on 26.06.2015. To the extent relevant, the order reads as follows:
                 " ... Pursuant to the aforesaid order, the National Highway
           Authority issued a cheque of Rs.94.16 crores approximately in
B          favour of the Registrar, Original Side of this Court. The National
           Highway Authority had issued the aforesaid cheque after
           deducting a sum ofRs.10,55,60,331/- on account of tax deducted
           at source. Such payment appears to have been received by the
           Registrar, Original Side of this Court on or about November, 2012.
           The fixed deposit was made by the Registrar, Original Side on 9'h
c          November, 2012, that is to say, during the financial year 2012-13
           corresponding to assessment year 2013-14. In the return filed on
           behalf of the company for the assessment year 2013-14, a. claim
           for refund was made on the basis of the aforesaid deposit made
           by the National Highway Authority on account of the tax deducted
D          at source as would appear from page I 0 I of the application. It
           appears that the claim for refund was met by the Income Tax
           Authority by issuing a cheque on 13th June, 2014 as would appear
           from page I 02 of the application. There is, as such, clear evidence
           of the fact that the alleged contemnors received the refund in
           violation of the order dated 23rd February, 2011. Assuming that
 E         receipt of the cheque on account of refund of income tax was in
           the usual course of business, there can be no gainsaying that the
           cheque should not have been encashed without leave of Court.
           From Annexure-E to the application appearing at page I 02, it
           appears that a cheque dated 13th June, 2014 was received on
 F         account ofrefund and has also been encashed. Such encashment
           of the cheque on account of refund which has its origin in the
           amount paid by the National Highway Authority was in the teeth
           of the order dated 23rd February, 2011.
                 I am, therefore, prima facie of the opinion that there has
 G         been a deliberate violation of the order passed by this court.
                   It appears from the return appearing at page 101 that a
           sum of Rs.34,31,807/- was payable on account of tax by the
           company. After deducting the aforesaid sum from the amount of
           Rs.I 0,55,60,331/-, the balance sum of Rs. I 0.21.28.520/- was
H          claimed by way of refund. The liability on account of income tax
BARANAGORE JUTE FACTORY PLC. MAZDOOR SANGH (BMS) v.                       709
     BARANAGOREJUTEFACTORYPLC.[KURJAN,J.]

      is payable by the present management from their own resource A
      and for that any part of the money received from the National
      Highway Authority could not be used. Therefore, the alleged
      contemnors, managing the affairs of the company, in liquidation,
      appear to have appropriated the aforesaid sum ofRs. l 0,55,60,331/
      - which was deposited by way of tax deducted at source with the B
      Income Tax Department by the National Highway Authority.
          For the aforesaid reasons, issue Rule against the alleged
      contemnor Nos. 1 to 6. Returnable six weeks hence.
          Since the company, in liquidation. through the machination of
      the alleged contemnors. has been enriched by the aforesaid sum      c
      and in order to preserve the aforesaid sum the alleged contemnors
      are restrained from operating the bank account/accounts of the
      company without setting aside the aforesaid sum of
      Rs.10,55,60.331/-.... "
                                                    (Emphasis supplied)
                                                                          D
      14. The above order was the subject matter of challenge before
the Division Bench, leading to the impugned order.
      15. The Division Bench, as we have already referred to above,
was not happy with the order regarding restriction on operation of the
bank account without securing the TDS amount. To the extent relevant,     E
the consideration in the impugned order reads as follows:
            " ... With the greatest respect we are of the view that the
      learned Court should perhaps have given the appellants an
      opportunity to explain and should perhaps also have ascertained
      what was the balance in the accounts maintained by the company      F
      before passing an order which has in effect and substance
      restrained the company from operating its accounts.
            It is not in dispute that the turnover' of the company is in
      crores. This was the submission made on behalfofthe respondents
      as well. A Company with such turnover cannot possibly carry on G
      its business without operating any bank accounts at all. The
      livelihood of 4000 workers employed by the company is involved.
      We are not concerned with whether the present management will
      continue or not; we are also not concerned with whether the
      management is managing the affairs of the company well or
                                                                         H
710               SUPREME COURT REPORTS                           (2017] 4 S.C.R.


A              mismanaging the company. These are matters which will be
               decided in the appropriate proceedings at the appropriate stage.
               It is however reiterated, at the cost of repetition that there was no
               specific order against the Company restraining the Company from
               encashing cheques towards Income Tax refund, or from utilising
               the same.
B
                   The order under appeal cannot, in our view, be sustained to
               the extent that the appellants have been restrained from operating
               their bank accounts without setting apart ten crores and odd. The
               two appeals and the connected stay applications are disposed of."
                                                             (Emphasis supplied)
c
            16. As we have already clarified, the Division Bench, in the
      impugned order, has not interfered with the Rule issued in the contempt
      proceedings. The interference is only to the extent of direction to secure
      the TDS amount Rs.10,55,60,331/-.
D         17. Though Shri Shyam Divan, learned Senior Counsel invited our
   attention to the judgment of this Court in Sudhir Vasudeva, Chairman
   and Managing Director, Oil and Natural Gas Corporation Limited
   and others v. M. George Ravishekaran and others', and contended
   that the courts must not travel beyond the four corners of the order
   which is alleged to have been flouted, in the background which we have
 E explained above, we find it difficult to appreciate the submission. This
   Court, in the judgment referred to above, in paragraph-19, has clarified
   that the directions which are explicit in the judgment or "are plainly self-
   evident" can be taken into account for the purpose of consideration as
   to whether there has been any disobedience or wilful violation or the
 F same. Prima facie, we are of the view that learned Single Judge has
   taken note only of the plainly self-evident facts while issuing the Rule
   and order regarding securing the amounts which the respondents received
   by way ofrefund from the Income-Tax Department and utilized.
           18. It may be seen that the order dated 23.02.2011 regarding the
 G deposit in court was passed to secure the entire compensation from the
   NHAI. The court was.concerned about the money to be received from
   the NHAI towards the compensation and appropriately protect!ng the
   same from being used by the company. Even the respondents herein
   had " ... no objection to money being protected ... ". The court had, in
H     1
          (2014) 3 sec 373
 BARANAGORE JUTE FACTORY PLC. MAZDOOR SANGH (BMS) v.                            711
      BARANAGOREJUTEFACTORYPLC. [KURIAN,J.]

fact, declined the request made by the respondents ... "to receive the          A:
compensation and to keep the same in fixed deposit subject to further
orders of the court''. The Official Liquidator was of the view that ...
"the money should be deposited with the Registrar, Original Side".
         19. After considering the submissions of the learned Counsel
appearing for the parties, the learned Single Judge, formed the opinion         B
that ... "the submission made on behalf of the Official Liquidator is also
in conformity with the submission made by Mr. S.N. Mitra, who has
largest support of the parties before me (the court)". Hence, the learned
Single Judge made it clear that "In that view of the matter, the National
Highway Authority was restrained from making any payment on account
of compensation to the company in liquidation except by way of an               C
account payee cheque to the Registrar, Original Side of the High Court".
Therefore, it is fairly clear. that the court had in mind the entire
compensation paid by the NHAI in respect of the land acquired by them.
Since the NHAI was bound to deduct TDS, an amount of
Rs.10,55,60,331/- was paid to the Income-Tax Department. There can              D
be no doubt whatsoever that the said amount formed part of the
compensation. What the court in its order dated 23.02.2011 was requested
and the court intended too was to protect the compensation amount.
Merely because it goes through the Income-Tax Department, the same
does not cease to be part of compensation. Even the respondents herein
had submitted before the court at the time of passing the order dated           E
23.02.2011 that the compensation amount needed to be protected and
they were willing to protect it subject to the order of the court. Therefore,
the respondents, while handling of the compensation amount, had to seek
orders from the court; going by the way they understood the proceedings.
       20. In that background of the case, we are of the view that the          F
respondents should not have appropriated the refund they received from
the Income-Tax Department. There is nothing wrong in claiming the
refund. The problem is in utilising the refund received. The refund they
received is actually the compensation in respect of the land acquired
from the company and it is that amount which the court wanted to protect        G
by its order dated 23.02.2011. Hence, prima facie, we are of the view
that the appropriation made by the respondents of the refund amount
they received from the Income-Tax Department was in violation of the
order dated 23.02.2011. It appears, for that reason only, even the Division
Bench declined to disturb the Rule In the contempt proceedings issued
                                                                                H
712           SUPREME COURT REPORTS                          [2017] 4 S.C.R.


A against respondents. However, the Division Bench is wholly wrong in
  entering a finding that there is no violation of the order dated 23.02.2011
  in utilising the refund. No doubt, had the refund and subsequent
  appropriation been of any amount other than the compensation, there
  would not have been any contempt at all.
B        21. Unfortunately, the Division Bench, in the impugned order, failed
  to recapitulate the background of the order dated 23.02.2011 and its
  own earlier orders with regard to the refusal for withdrawal by the
  respondents of the compensation deposited in court. Even if there be
  pressing needs, there could not have been any utilisation of the
  compensation amount without leave of the court. We find that the Division
C Bench has taken note of the expenditure made by the respondents of
  the amount they received. To quote the relevant background:
              "We have also looked into the details of utilisation of the refund
         as given in the schedule beingAnnexure 'L' to the stay application
         filed before us, wherefrom it appears that Rs.1,19,18,723/- was
D        paid  towards arrear electricity charges by three account payee
         cheques drawn on Axis Bank Ltd., particulars whereof have been
         given in the schedule. Another Rs.2,23,00,000/- has been kept in
         fixed deposit as lien for issuance of bank guarantee favouring
         CESC Ltd., against the security deposit to be paid to CESC Ltd.,
          for continuation of supply of electricity. This payment has been
E         made by cheque dated 28th June, 2014 and also by transfer from
          Syndicate Bank on 28th June, 2014. A sum ofRs.24,92,582/- has
          been paid towards arrear Central Sales Tax [Partial Payment];
          Rs.34,56,910/- towards Employees State Insurance contribution;
          Rs.44,44,044/- towards Provident Fund contribution;
F         Rs.66,00,000/-    towards arrear dues of Jute Corporation, a
          government body and Rs.4,68,85,198/- towards arrear wages,
          arrear ex gratia payment, arrear gratuity and other arrear dues of
          the workmen."
         22. It is also seen from the order that the Division Bench had
 G taken note of the paltry balance in the accounts of the company as on
   27.06.2015. To quote:
                 "We directed the company to furnish us with details of its
            bank operations. It appears that the company has about twelve
            bank accounts in operation in India and the combined balance in
            all these accounts taken together as on 27th June, 2015 was
 H
BARANAGORE JUTE FACTORY PLC. MAZDOOR SANGH (BMS) v. . 713
     BARANAGOREJUTEFACTORYPLC. [KURIAN,J.]

      Rs.13,96,!88.79P./Our attention has been drawn by Mr. A
      Mookherjee to the fact that there are three other bank accounts
      with combined balance of not more than Rs.3,44,436/- which have
      not been used for over seven years and the company also has a
      bank accoµnt outside India that has a balance of936 pounds [less
      than Rs.1,00,000/- in value in Indian currency]."
                                                                                  B
       23. It may be seen that the respondents have been managing the
affairs of the company for a few years despite the futile attempts made
by them to withdraw the compensation lying in deposit in court.
     24. As held by this Court in Delhi Development Authority v.
Skipper Construction Co. (P) Ltd. and another2, and going a step                  c
further, the Court has a duty to issue appropriate directions for remedying
or rectifying the things done in \jolation of the orders. In that regard, the
Court may even take restitutive measures at any stage of the proceedings.
       25. In the background as above of.the case, the Division.Bench
should not have interfered with the order dated 26.06.2015 passed by o
the learned Single Judge. However, taking note of the fact, an amount of
Rs.2,23,00,000/- has been kept in fixed deposit towards lien for issuance
of bank guarantee, we make it clear that the respondents shall not operate
the bank accounts of the company after 03.04.2017 without securing an
amount ofRs.8,32,60,331/-. We also make it clear that without leave of
the High Court, the fixed deposit ofRs.2,23,oo;ooo/- with the Axis Bank E
shall not be withdrawn. However, it would be open to the respondents to
 apply for appropriate clarification or modi~cation of the order dated
 26.06.2015, after making the deposit as above and it will be open to the
 learned Single Judge to pass the appropriate orders on merits of the
 application.                                                              F
      26. We make it clear that any observations made by us are only
for the purpose of this order and shall not have any bearing on the
consideration by the learned Single Judge in the contempt proceedings.
       27. The appeals are allowed as above. There shall be no order as
to costs.                                                                         G


 Divya Pandey                                                  Appeals allowed.



 ' ( J996)4 sec 622