2025:HHC:26571 IN THE HIGH COURT OF HIMACHAL PRADESH, SHIMLA CWP No. 14934 of 2024 Decided on: 07.08.2025 M/s Ascot Hotels and Resorts Pvt. Ltd. … Petitioner Versus State of HP and others … Respondents Coram Hon’ble Mr. Justice Ajay Mohan Goel, Judge. Whether approved for reporting?1 Yes _____________________________________________________ For the petitioner : Mr. R.L. Sood, Senior Advocate with M/s Arjun Lall and Sanjeevani Sood, Advocates. For the respondents : Mr. Anup Rattan, Advocate General with Ms. Swati Draik, Deputy Advocate General, for respondents No. 1 and 2. : M/s Lalit Kumar Sehgal and Sangam Singh, Advocates for respondents No. 3 and 4. Ajay Mohan Goel, Judge (Oral) By way of this writ petition, the petitioner has inter alia prayed for the following reliefs:- “A. Issue a writ of certiorari quashing Annexure P-13 wherein the Respondents no. 1 has illegally and against the mandate and requirement of Section 18 of the HP Tenancy Land Reforms Act read in conjunction with Rule 38A and Form LRXIV thereof, called for a submission of a fresh Agreement to sell, despite the case having been recommended by the 1 Whether reporters of the local papers may be allowed to see the judgment? 2 2025:HHC:26571 Respondent no.2; B. Issue a writ of mandamus directing the Respondents no. 1 to forthwith and without any further delay process the application of the Petitioner Company for grant of permission under Section 118 of the HP Tenancy Land Reforms Act, in terms of the recommendations already made by the Respondent no.2, on the basis of the already valid and subsisting agreement to sell executed between the Petitioner Company and Respondents no. 3 and 4;” 2. The case of the petitioner is that an agreement to sell was entered into between the petitioner and the private respondents, in terms of Annexure P-2, dated 12.01.2006. It was agreed therein that the private respondents shall sell 21-10 bighas of land, situated in Mauza Mashobra, Pargana Dharti, Tehsil Kasauli, District Solan, H.P., comprised in Khata/Khatauni No. 51/53, Khasra No. 12/1, as per Jamabandi for the year 1999-2000 for a total sale consideration of Rs.75.00 Lac to the petitioner. As per the petitioner, in terms of the agreement to sell, a sum of Rs.5.00 Lac stood paid to the sellers as earnest money, by way of cheques in equal shares to each of the private respondents. According to the petitioner, it was clearly mentioned in Clause 3 of the agreement to sell that the balance amount of Rs.70.00 Lac would be paid to the sellers by the purchaser at the time of execution and registration of the sale deed 3 2025:HHC:26571 before the Sub Registrar, Kasauli, District Solan, HP, which shall take place after the grant of permission in favour of the purchaser by the Government of Himachal Pradesh under Section 118 of the H.P. Tenancy and Land Reforms Act. Further, in terms of Clause 9 of the agreement to sell, it was agreed between the parties that after obtaining the permission from the Government of Himachal Pradesh, the purchaser will inform the sellers for the execution and registration of sale deed in their favour and only thereafter, the sellers shall execute and get the sale deed registered in favour of the purchaser within the time prescribed in the permission letter. In case, permission was refused, the agreement shall stand cancelled and the sellers shall return all the money received to the buyer without interest. Further, as per the petitioner, the land, subject matter of the agreement, was involved in a Company Petition filed by Ms. Sonia Khosla against Montreaux Resorts Private Limited and the petitioner, in which, the private respondents were also the parties. In the said case, an order was passed by the Company Law Board on 22.08.2007, on the statement of Counsel for respondent No. 2 therein, that without prejudice to the arbitration clause, status quo qua the land of the Company shall be maintained till the next date of hearing. Further contention of the petitioner is that this litigation ultimately came to an end in the year 2020, in terms of Annexure P- 4 2025:HHC:26571 7, i.e. order passed by the National Company Law Tribunal on 25.02.2020. Thereafter, the petitioner took steps to obtain permission under Section 118 of the H.P. Tenancy and Land Reforms Act. After obtaining the Essentiality Certificate in terms of Annexure P-8, dated 21.11.2020, needful was done and case was put up for grant of permission and in terms of Annexure P-12, the case of the petitioner was fulfilling all the requisite requirements for grant of permission under Section 118 of the H.P. Tenancy and Land Reforms Act. However, in terms of Annexure P-13, communication dated 27.08.2022, the application of the petitioner stands stalled by the respondent-authority, which was calling upon the petitioner to submit a revised agreement copy executed between the sellers and purchaser, as also the original affidavit of the sellers, hence the petition. 3. Learned Senior Counsel appearing for the petitioner argued that a perusal of the agreement to sell clearly demonstrates that time was not the essence thereof. By again drawing the attention of the Court to Clauses 3 and 9 of the agreement to sell as also the affidavit dated 22.12.2010 (Annexure P-6), learned Senior Counsel submitted that these documents clearly demonstrate that the agreement was to remain in force and was to be treated as valid and operative intra the parties till the time the permission under 5 2025:HHC:26571 Section 118 of the H.P. Tenancy and Land Reforms Act was granted by the Government of Himachal Pradesh. He thus submitted that in these circumstances, the act of the respondent-authority demanding a fresh agreement to sell from the petitioner is completely unjust, for the reason that now because the relationship between the petitioner and the private respondents has become indifferent, the petitioner is not in a position to produce a revised agreement to sell, despite the fact that more than the agreed sale consideration has already been paid to the private respondents by the petitioner. Learned Senior Counsel also referred to the provisions of the H.P. Tenancy and Land Reforms Act and relevant Rules and Forms appended therewith and submitted that all that was required to be done on the part of the petitioner to obtain the permission was done in letter and spirit and in this backdrop, the demand of the respondents-State was completely arbitrary, contrary to the provisions of the H.P. Tenancy and Land Reforms Act and thus, not sustainable in the eyes of law. 4. On the other hand, learned Advocate General took the Court through the reply filed by the respondents-State and submitted that in the light of the fact that the agreement to sell was executed on 12.01.2006, in order to see the veracity thereof, the Authority demanded a revised agreement of the agreement to sell as well as of the original affidavit of the sellers and in the facts of the 6 2025:HHC:26571 case, this demand of the Authority cannot be said to be arbitrary or against the provisions of the H.P. Tenancy and Land Reforms Act. Learned Advocate General referred to Form LR-XIV, which is the Form of application required under Sub Rule 1 of the Rules 38 A of the H.P. Tenancy and Land Reforms Act, 1975 and submitted that the demand of the Authority is totally justified in terms of this statutory provision. He further submitted that in the light of the fact that the final authority, whether or not to grant the permission under Section 118 of the H.P. Tenancy and Land Reforms Act, vests with the Statement Government, the petitioner cannot dictate the terms as to what all the Authority can demand from the petitioner to satisfy itself with regard to the eligibility of the petitioner for the grant of permission under Section 118 of the H.P. Tenancy and Land Reforms Act. Accordingly, learned Advocate General submitted that as there was no merit in the present petition, and as the same was premature because the petitioner could have easily forwarded its case by providing the requisite documents, the petition is liable to be dismissed. 5. Learned Counsel for the private respondents submitted that though the agreement to sell was entered into in the year 2006, but the petitioner has not approached the Court with clean hands. He referred to the documents appended with the petition and 7 2025:HHC:26571 submitted that the interim that was granted by the Company Law Board was only till the next date of hearing and the same was never extended. Thus, there was no embargo for the petitioner to have had approached the Court earlier also, but it did not do so. He further referred to Annexure P-7 and submitted that after passing of said order, the petitioner before Company Law Board filed an amended petition, which was pending adjudication before the National Company Law Tribunal. Learned Counsel submitted that he was making this statement on the basis of the case status as is being reflected on the website of the National Company Law Tribunal. 6. Learned Senior Counsel for the petitioner in rebuttal stated that as the revised petition was not filed within the period prescribed for filing the same before the National Company Law Tribunal, application seeking condonation of delay in filing the revised petition, was dismissed by learned National Company Law Tribunal in terms of order dated 25.01.2023. Learned Senior Counsel submitted copy of order dated 25.01.2023, passed by learned Tribunal for the perusal of the Court, which was perused and taken on record. Learned Senior Counsel further submitted that the contention of learned Advocate General that because the agreement to sell was executed between the parties in the year 2006, therefore, the respondents are justified in demanding a revised 8 2025:HHC:26571 agreement to sell in consonance with the Form LF-XIV, was not sustainable in law. By referring to the relevant FORM which is at pages 105 and106 of the paper book, learned Senior Counsel submitted that in terms of said application Form, the requirement inter alia was that the applicant is to file a latest copy of the Jamabandi and Tatima Shajra, which was duly filed by the petitioner, a copy of the agreement entered into by the transferor and transferee and an affidavit of the transferor stating that he, after the proposed transfer, will not become landless, which was filed by the petitioner. Learned Senior Counsel further submitted that condition (iv) is not attracted in the facts of the case, therefore, there was no occasion for the petitioner to meet with this condition. Learned Senior Counsel further submitted that the contention of the State that the application of the petitioner was not complete in all respects is contrary to Annexure P-12 appended with the petition at page 95 onwards, which is a timeline of the case status of the petitioner under the Single Window Clearance System, perusal whereof demonstrates that in terms of the comments against date 09.05.2021 amongst other dates, it is clearly mentioned that the applicant/petitioner-Company had uploaded the following documents:-(a) photo attested copies of the agreement for sale of land entered into between sellers and purchaser; (b) Copy of 9 2025:HHC:26571 Resolution regarding authorization; (c) Jamabandi/Tatima of land; (d) Affidavit of the sellers/purchaser. (e) Balance land certificate of the sellers; (f) Copy of project report; (g) Photo copy of Essentiality Certificate etc. etc. Learned Senior Counsel submitted that in terms of Form LR-XIV, there was no requirement that the agreement to sell had to be executed within a particular time period as from the date of submitting it to the Authority. By again referring to the timeline Annexure P-12, i.e. comments against date 05.01.2022, he submitted that the decision of the State now demanding the documents in terms of impugned communication was not sustainable in law. 7. I have heard learned Senior Counsel for the petitioner, learned Advocate General as well as learned Counsel for the private respondents and also carefully gone through the pleadings as well as documents appended therewith. 8. As far as the issue between the petitioner and the private respondents is concerned, this Court is not making any observation qua that. Suffice to say that there is no material on record from which it could be inferred that any step till date has been taken/initiated by the private respondents against the petitioner vis-à-vis the validity of the agreement to sell in issue. This is not in dispute. Meaning thereby that there is no formal challenge 10 2025:HHC:26571 to this agreement to sell on account of any reason by the private respondents. Receipt of consideration amount more than mentioned in agreement to sell was volunteered by the learned Counsel for the private respondents during the course of arguments. In this backdrop, if one peruses the impugned communication, one finds that what has been demanded therein from the petitioner is a revised agreement copy executed between the sellers and purchaser. In terms of the stand of the State, same has been done for the reason that as the agreement was executed in the year 2006, therefore, the respondents thought it prudent to demand such an agreement. 9. This Court is of the considered view that until and unless law confers any such right upon the authority to demand a revised agreement to sell, under any circumstance, no such demand can be raised by the Authority. A close perusal of the statutory provisions as well as the application Form which has been prescribed in the Act and the Rules framed thereunder demonstrates that alongwith an application seeking permission under 118 of the H.P. Tenancy and Land Reforms Act, copy of Jambandi and Tatima Shajra, date of agreement entered into by the transferor and transferee etc have to be furnished but it is not mentioned therein that if the date of agreement is beyond a particular period as from 11 2025:HHC:26571 the date of filing of the application, then a revised agreement to sell has to be furnished. As it is apparent from the documents appended with the petition that it was agreed between the sellers and purchaser that the agreement shall remain in force till permission under Section 118 of the H.P. Tenancy and Land Reforms Act is granted in favour of the petitioner by the respondents, this Court fails to understand as to what necessitated the demand of a revised sale agreement by the Authority concerned and under what law. Incidentally, as on the said date, even the private respondent was not opposing the application filed for grant of permission under Section 118 of the H.P. Tenancy and Land Reforms Act by the petitioner before the Authority. As far as the demand of affidavit of the transferor is concerned, it is the own admission of the respondents-State in terms of Timeline available of Single Window Clearance System that the requisite affidavit by sellers/purchaser, including the balance land certificate stood appended by the petitioner. Not only this, there is a reference of these documents in Para-12 of the petition and contents of said paragraph have been admitted by the respondents-State in their reply to the aforesaid para of the petition. 10. Therefore, in light of these facts, as there is nothing on record, from which it could be inferred that the agreement to sell 12 2025:HHC:26571 was not valid as on the date when the application was filed by the petitioner on the strength thereof for the grant of permission under Section 118 of the H.P. Tenancy and Land Reforms Act or is not valid as of today also, the demand of revised agreement by the respondent-State in the absence of there being any provision in the Statute conferring upon the Authority the right, is in fact, arbitrary and not sustainable in the eyes of law and the said demand is hereby held to be bad. As far as requirement of other documents, i.e. original affidavit of the seller are concerned, because these documents have already been supplied by the petitioner, the authority again cannot demand the same from the petitioner. 11. Accordingly, this petition is allowed. Respondent-State is directed to consider the case of the petitioner for the grant of permission under Section 118 of the H.P. Tenancy and Land Reforms Act as per law, on the strength of the documents which have been submitted by it and without insisting upon for the documents mentioned in the impugned communication Annexure P- 13, which is quashed. Pending miscellaneous applications, if any, also stand disposed of. (Ajay Mohan Goel) Judge August 07, 2025 (narender)