The Maharashtra Textile Companies (Acquisition and Transfer of Undertakings) Act, 1982.

1982 : Mah. XXXIII]   1 
THE MAHARASHTRA TEXTILE COMPANIES  
(ACQUISITION AND TRANSFER OF UNDERTAKINGS)  
ACT, 1982 
[Text as on 25th April 2024] 
—————— 
CONTENTS 
PREAMBLE. 
SECTIONS. 
 1. Short title and commencement. 
 2. Definitions. 
 3. Acquisition and transfer of rights of Textile Companies in respect of their undertakings. 
 4. General effect of vesting. 
 5. Duty to deliver possession of undertakings and documents relating thereto. 
 6. Duty to furnish particulars. 
 7. Shares to be issued by State Textile Corpo ration for the value of assets transferred to it by 
State Government. 
 8. Payment of amount for acquisition. 
 9.  Management and administration of undertakings.  
 10.  Employment of certain employees of companies to continue under Corporation.  
 11.  Penalties.  
 12.  Offences by companies.  
 13.  Protection of action taken in good faith.  
 14.  Power to remove difficulties. 
 15.  Repeal and saving.  
 
 
 
 
 
 
 
 
 
 
2 The Maharashtra Textile Companies [1982 : Mah. XXXIII 
(Acquisition and Transfer of  Undertakings) Act, 1982 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
1982 : Mah. XXXIII] The Maharashtra Textile Companies  3 
(Acquisition and Transfer of Undertakings) Act, 1982 
MAHARASHTRA ACT No. XXXIII OF 19821 
[THE MAHARASHTRA TEXTILE COMPANIES (ACQUISITION AND TRANSFER OF 
UNDERTAKINGS) ACT, 1982.] 
[This Act received the assent of the President on the 13th October 1982; assent was first published in 
the Maharashtra Government Gazette, Extraordinary No. 49, Part IV, on the 14th October 1982.] 
An Act to provide for the acquisition of undertakings of two textile  
companies for the purpose of ensuring continued and increased  
production of goods essential to the needs of the country and for  
matters connected therewith or incidental thereto. 
WHEREAS Messrs . Vijay Manufacturing Company (Private) Limited, Badnera, and Messrs . 
Western India Spinning and Manufacturing Company Limited, Bombay, owning industrial 
undertakings were engaged in production of articles mentioned in the First Schedule to the Industries 
(Development and Regulation) Act, 1951 (LXV of 1951), i.e. textiles; 
AND WHEREAS the companies are being wound up under the supervision of the Bombay High 
Court and the business of these companies is not being continued;  
AND WHEREAS the management of the industrial undertakings of the two companies had been 
taken over by the Maharashtra State Textile Corporation Limited, Bombay, on behalf of the 
Government of India, under section 18-FA of the said Act;  
AND WHEREAS it is expedient to acquire the said undertakings for ensuring contin ued 
production of goods essential to the needs of State and the country and to provide for matters 
connected therewith, or incidental thereto;  
AND WHEREAS both Houses of the State Legislature were not in session; 
AND WHEREAS the Governor of Maharashtra was satisfied that  circumstances existed which 
rendered it necessary for him to take immediate action to make a law for the purposes aforesaid; and, 
therefore, promulgated the Maharashtra Textile Companies (Acquisition and Transfer of Undertakings) 
Ordinance, 1982 (Mah. Ord. XII of 1982) on the 24th August 1982;  
AND WHEREAS it is expedient to replace the said Ordinance by an Act of the State Legislature; 
It is hereby enacted in the Thirty-third Year of the Republic of India as follows :— 
1.  Short title and commencement. — (1) This Act may be called the Maharashtra Textile 
Companies (Acquisition and Transfer of Undertakings) Act, 1982. 
(2) It shall be deemed to have come into force on the 24th day of August 1982. 
2.  Definitions.— In this Act, unless the context otherwise requires,— 
(a) “appointed day” means the date on which this Act comes into force; 
(b) “Company ” or “Textile Company” means Messrs . Vijay Manufacturing Company 
(Private) Limited, Badnera, or as the case may be, Messrs . Western India Spinning and 
Manufacturing Company Limited, Bombay being companies as defined in the Companies Act, 
1956 (I of 1956) and having registered offices in the State of Maharashtra; 
(c) “Corporation” or “State Textile Corporation”  means the Mahara shtra State Textile 
Corporation Limited, Bombay, a Company incorporated and registered under the Companies Act, 
1956 (I of 1956).  
(d) “the Court” means the High Court of Judicature at Bombay;  
 
                                                   
1 For Statement of  Objects and Reasons of the L. A. Bill No. XXXVIII of 1982 , see Maharashtra Government Gazette , 
1982, Extraordinary No. 41, Part V, dated 14th October 1982, at pages 340 and 341. 
4 The Maharashtra Textile Companies [1982 : Mah. XXXIII 
(Acquisition and Transfer of  Undertakings) Act, 1982 
(e) “undertaking” means an industrial undertaking owned by the  concerned textile 
Company;  
(f) words and expressions used herein and not defined, but defined in the Companies Act, 
1956 (I of 1956), shall have the meanings respectively assigned to them in that Act. 
3.  Acquisition and transfer of rights of Textile Companies in respect of their undertakings.—
(1) On the appointed day, the undertakings of both the textile companies and the right, title and interest of 
the concerned Company in relation to its undertakings, shall, by virtue of  this Act, stand transferred to, 
and shall vest absolutely in, the State Government. 
(2) Every undertaking which stands vested in the State Government by virtue of sub -section (1) 
shall, immediately after it has so vested, stand transferred to and vested in, the State Textile 
Corporation. 
4.  General effect of vesting.— (1) The undertakings of each of the two textile companies shall be 
deemed to include all assets, rights, leasehold, powers, authorities and privileges  and all property, 
movable and immovable, including cash balances, cash on hand, reserve funds, investments and all other 
rights and interests in, or arising out of such property as were immediately before the appointed day in the 
ownership, possession, power or control of  the Company concerned in relation to its un dertakings, 
whether within or outside India, and all books of account, registers and all other documents of whatever 
nature relating thereto.  
Explanation.— For avoidance of doubt, it is hereby declared that the expression “undertakings of 
the Company” does not include,— 
(a) any debts due to the Company ; and  
(b) any amounts recoverable by the Company from its shareholders or directors.  
(2) All property included as aforesaid in the undertakings, which have vested in the State Textile 
Corporation under section 3 shall, by force of  such vesting, be freed and discharged from any trusts, 
obligations, mortgages, charges, liens and other encumbrances affecting it, and any attachment, 
injunction or any decree or order of any court restricting the use of such property in any manner shall be 
deemed to have been withdrawn.  
(3) If, on the appointed day, any suit, appeal or other proceeding of whatever nature in relation to 
any business of the undertakings of either of the two Companies is pending by or against that Company, 
the same shall not abate, be discontinued or be, in any way, prejudicially affected by reason of  the 
transfer of the undertaking of the Company or anything contained in this Act, but the suit, appeal or other 
proceeding may be continued, prosecuted and enforced by or against the Company concerned. 
5.  Duty to deliver possession of undertakings and documents relating thereto. —  
(1) Notwithstanding any judgement, decree or order of any court or anything contained in any other 
law for the time being in  force, the Official  Liquidator of the Company or any other person, in whose 
possession or custody or under whose control the undertakings of any Company or any part thereof 
as may be, shall deliver possession of the undertakings of the Company or such par t thereof as may 
be his possession, custody or control to the State Textile Corporation forthwith.  
(2) The Official Liquidator or any other person who has, on the appointed day, in his 
possession or his custody or control any books, documents or other pape rs relating to the 
undertakings of any Company, which have vested, in the Corporation, shall be liable to account for 
the said books, documents or other papers to the Corporation or to such person as the Corpora tion 
may specify in this behalf.  
(3) The Corp oration may take, or cause to be taken, all necessary steps for securing possession 
of the undertakings, which have vested in it.  
6.  Duty to furnish particulars. — (1) Each Company shall, within such period as the State 
Textile Corporation may allow in this behalf, furnish to the Corporation a complete  inventory of  all 
the properties and assets of  the Company, as on the appointed  day, pertaining to the undertakings, 
which have vested in the Corporation.  
1982 : Mah. XXXIII] The Maharashtra Textile Companies  5 
(Acquisition and Transfer of Undertakings) Act, 1982 
(2) So much of  the obligation of  the Company under  sub-section (1) as relates to the properties 
and assets of  the Company in the possession, custody or control of any person other than the Official 
Liquidator shall be discharged by him and so much of that obligation as relates to the properties and 
assets in the possession, custody or control of  the Official Liquidator shall be discharged by the 
Official Liquidator.  
7.  Shares to be issued by State Textile Corporation for the value of assets transferred to it 
by State Government. — An amount equal to the va lue of assets of the undertakings of each 
Company transferred to, and vested in, the State Textile Corporation under sub -section (2) of section 
3, shall be deemed to be the contribution made by the State Government to the equity capital of the 
Corporation; and for the contribution so made, the Corporation shall issue (if necessary after altering 
its memorandum and articles of association) to the State Government paid -up shares, in its equity 
capital, having a face value equal to the amount paid by the State  Government as the amount for the 
acquisition of the said undertakings of the company concerned. 
8.  Payment of amount for acquisition. — (1) The State Government shall deposit, in cash, in 
the Court, to the credit of  Messrs. Vijay Manufacturing Company (Pr ivate) Limited, Badnera, an 
amount equal to the sum of  rupees twenty lakh (Rs. 20 lakhs) for the transfer to, and vesting in , the 
State Government, under sub-section (1) of section 3, of the undertaking of the said Company. 
(2) The State Government shall l ikewise deposit, in cash, in the Court, to the credit of  Messrs. 
Western India Spinning and Manufacturing Company Limited, Bombay, an amount equal to the sum 
of rupees one hundred twenty lakhs (Rs. 120 lakhs) for the transfer to , and vesting in , the State 
Government, under sub -section (1) of section 3, of the undertakings of the said Company.  
(3) For the avoidance of  doubt, it is hereby declared that the liabilities of each of  the two textile 
Companies in relation to its undertakings, which have  vested in the State Government, shall be met 
from the amount referred to in sub -section (1) or sub-section (2) as the case may be.  
(4) In meeting the liabilities of  each of the two textile Companies in relation to its undertakings, 
which have vested in t he State Government the Court shall distribute the amount referred to in  
sub-section ( 1) or sub -section ( 2) as the case may be, amongst the creditors of  the concerned 
Company, whether secured or unsecured, in accordance with their rights and interests, and  if there is 
any surplus left after such distribution, amongst the contributors of the said Company in accordance 
with the rights and interests of such contributors.  
9.  Management and administration of undertakings. — The undertakings, which have vested 
in the State Textile Corporation under sub -section (2) of section 3 shall be managed on behalf  of the 
Corporation by such person or body of persons (including one or more Government companies, 
whether in existence at the commencement of this Act or incorporated thereafter) as may be nominated 
by the Corporation in this behalf, and such person or body of persons shall carry on the management in 
accordance with such regulations as may be made by the Corporation in this behalf, with the previous 
approval of the State Government. 
10.  Employment of certain employees of companies to continue under Corporation. —  
(1) Every person, who has been, immediately before the appointed day, employed in any undertaking 
of either of the two textile Companies shall become, on and from the appointed day, an employee of 
the State Textile Corporation, with the same right and privileges as to pension, gratuity and other 
matters as would have been admissible to him if the rights in relation to the undertaking had not been 
transferred to, and vested in, the Corporation and shall continue to do so unless and until his 
employment in the Corporation is duly terminated or until his remuneration and other conditions of 
service are duly altered by the Corporation. 
(2) Notwithstanding anythin g contained in sub -section (1), any liability accruing or arising as a 
result of continuance of any employee of a Company in the service of the Corporation under this 
section, shall be borne by the Corporation only in respect of any period on and after the  date of 
taking over of the management of t he undertaking under section 18 FA of the Industries  
(Development and Regulation) Act, 1951 (LXV of 1951). 
6 The Maharashtra Textile Companies [1982 : Mah. XXXIII 
(Acquisition and Transfer of  Undertakings) Act, 1982 
11.  Penalties.— (1) Any person who—  
(a) having in his possession, custody or control of any property forming part of the 
undertakings of any textile company , wrongfully withholds such property from the State Textile 
Corporation; or  
(b) wrongfully obtains possession of any property forming part of the undertakings of any 
textile Company which have vested in the corporation under this Act; or  
(c) wilfully withholds or fails to furnish to the Corporation as required by sub -section (2) of 
section 5 any document which may be in his possession, custody or control;  
(d) wilfully fails to furnish an inventory as required under section 6; or  
(e) when required to furnish such inventory, furnishes any particulars therein which are false 
and which he either knows or believes to be false or does not believe to be true,  
shall, on conviction, be punished with imprisonment for a term which may extend to two years, or with 
fine, or with both :  
Provided that the Court trying any offence under clause ( a) or clause ( b) or clause ( c) of this  
sub-section may, at the time of convicting the accused person, order him to deliver up or refund within 
a time to be fixed by the Court any property wrongfully withheld or wrongfully obtained or any 
document wilfully withheld or not furnished.  
(2) No Court shall take cognizance of any offence punishable under this section, except with the 
previous sanction of the State Government or of an officer authorised by that Government in this 
behalf. 
12.  Offences by companies. — (1) Where an offence under  this Act has been committed by a 
company, every person who at the 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 the company, 
shall be deemed to be guilty of t he offence and shall be liable to be proceeded against and punished 
accordingly :  
Provided that nothing contained in this sub -section shall render any such person liable to any 
punishment, if  he proves that the offence was committed without his knowledge or that he had 
exercised all due diligence to prevent the commission of such offence.  
(2) Notwithstanding anything contained in sub -section (1) where any offence under this Act has 
been committed by a company and it is proved that the offence has been committed with the consent or 
connivance of, or is attributable to any neglect on the part of, any director, manager, secretary or other 
officer of the company, such director, manager, secretary or other officer of the company, shall be 
deemed to be guilty of  that offence and shall be liable to be proceeded against and punished 
accordingly.  
Explanation.— For the purposes of  this section ( a) “company” means any  body corporate and 
includes a firm or other association of individuals, and, ( b) “director”,  in relation to a firm means a 
partner in the firm. 
13.  Protection of action taken in good faith. — No suit, prosecution or other legal proceeding 
shall lie against the State Government or the State Textile Corporation or an officer or other employee 
of the State Government or the Corporation, serving in connection with the affairs of  the undertakings 
of any Textile Company for anything which is in good faith done or intended to be done under this Act. 
14.  Power to remove difficulties. — If any difficulty arises in giving effect to the provisions of  
this Act, the State Government may, as occasion arises, by order, do anything, which appears to it to be 
necessary to remove the difficulty : 
Provided that no such order shall be made after the expiry of  a period of two years from the 
appointed day. 
1982 : Mah. XXXIII] The Maharashtra Textile Companies  7 
(Acquisition and Transfer of Undertakings) Act, 1982 
15.  Repeal and saving.— (1) The Maharashtra Textile Companies (Acquisition and Transfer of 
Undertakings) Ordinance, 1982 (Mah. Ord. XII of 1982) is hereby repealed. 
(2) Notwithstanding such repeal, anything done or any action taken (including any regulation 
made or any order issued) under the said Ordinance shall be deemed to have been done, taken, made or 
issued, as the case may be, under the corresponding provisions of this Act. 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 

‹ Prev All Maharashtra acts Next ›