2026:HHC:5014

IN THE HIGH COURT OF HIMACHAL PRADESH AT SHIMLA

CWP No.8954 of 2012

Decided on: 28.02.2026

_________________________________________________________________

Mukesh Sharma ..Petitioner

Versus

Hindustan Petroleum Corporation Ltd and Anr.

…Respondents

_________________________________________________________________

Coram

Ms. Justice Jyotsna Rewal Dua

1 Whether approved for reporting? Yes

_________________________________________________________________

For the petitioner: Mr. R.K. Bawa, Sr. Advocate with

Mr. Ajay Kumar Sharma, Advocate.

For the respondents: Mr. Nitin Thakur, Advocate.

Jyotsna Rewal Dua, Judge

Petitioner seeks direction to the respondents to

issue him Letter of Intent for establishing and

commissioning the petrol retail outlet ‘within 2 K.M of Karsha

village limits, in Tehsil Anni, District Kullu’. This direction

has been sought primarily on the ground that petitioner had

emerged most meritorious, had secured maximum marks and

was the only candidate empaneled by the respondents in view

1

Whether reporters of Local Papers may be allowed to see the judgment? Yes

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of marks awarded by the duly constituted Committee on

15.11.2009. Respondents-Hindustan Petroleum Corporation

has not issued Letter of Intent to the petitioner, hence the

dispute.

2. Following facts can be gathered from the record:-

2(i) During June 2009, respondent-Corporation

published an advertisement for grant of dealership for the

retail outlet at different locations in State of Himachal

Pradesh. Once such location was ‘within 2 K.Ms of Karsha

village limits, Tehsil Anni, District Kullu’. Petitioner applied

for the dealership at the aforesaid site.

2(ii) Respondent-Corporation called six candidates for

the interview, for the proposed retail outlet, which was held

on 21.11.2009. Five candidates, including the petitioner and

one Smt. Sushma Gupta, appeared therein. Petitioner scored

71.16% marks including 34.16% given to him under the

category ‘Land and Infrastructure’. Smt. Sushma Gupta

obtained 55 % marks. No marks were awarded to her under

the ‘Land and Infrastructure’ Category . Petitioner stood first

in the merit and as per the pleadings of the parties, emerged

as the only empaneled candidate having scored minimum

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qualifying marks of 60%. Smt. Sushma Gupta complained to

the respondent on 14.10.2009 against higher marks awarded

to the petitioner. She also put forth her case for award of

marks under the category ‘Land and Infrastructure’.

2(iii) In the meanwhile, one Sh. Amar Chand, who had

also applied for the retail outlet in question instituted CWP

No.4340 of 2009 against rejection of his candidature and

empanelment of the petitioner for the retail outlet.

2(iv) Respondent-Corporation filed reply to the writ

petition (Annexure P-2), justifying rejection of Sh. Amar

Chand’s candidature. It was also pleaded in the reply that

the present petitioner had been selected as the successful

candidate for the retail outlet after following the prescribed

procedure in accordance with law. CWP No. 4340 of 2009

was dismissed on 23.11.2010.

2(v) Present petitioner represented to the respondents

on 21.11.2011 (Annexure P-5), 26.08.2011 (Annexure P-6)

and 23.12.2011 (Annexure P-7) for issuance of Letter of

Intent. He finally preferred this writ petition on 16.10.2012,

seeking following substantive reliefs:-

“i) That the writ in the nature of mandamus may kindly

be issued thereby directing the respondents to issue

2026:HHC:5014 - 4 -

letter of intent (LOI) and other permissions required in

favour of the petitioner for establishing and

commission the retail outlet at site Karsha, Village

Karsha, Tehsil Anni, Distract Kullu, H.P. and justice be

done.

ii) That the writ in the nature of mandamus may kindly

be issued directing the respondents to pay a sum of

Rs.5,00,000/- as loss suffered by the petitioner for not

issuing the Letter of Intent (LOl) for establishing the

retail out let in question alongwith interest 12% per

annum from the date when the other persons have

been issued the letter of intent (LOl) whose

applications were invited by the same advertisement

as that of the petitioner and justice be done.”

On 16.04.2013, this writ petition was admitted

with order that “proceedings in respect of cancellation may be

under taken. However, the final decision shall not be taken

without the permission of the Court.”

The above order was passed as the respondent-

Corporation had in the meanwhile processed the case of the

petitioner for cancellation of his empanelment for allotment of

the retail outlet.

In terms of the liberty granted to the respondent-

Corporation for proceeding further in respect of cancellation

of petitioner’s empanelment, an elaborate order was passed

by it on 27.03.2014 (Annexure R-E) concluding that in view of

2026:HHC:5014 - 5 -

the information furnished and the columns filled by the

petitioner in his application for allotment of the dealership,

marks allotted to him for ‘Land and Infrastructure’

15.11/21.11.2009 were not in accordance with the applicable

guidelines. Petitioner’s selection and his empanelment

candidate was found to be not in accordance with the laid

down guidelines. The complainant, Smt. Sushma Gupta, was

also held not eligible to marks other than those awarded to

her by the interview Committee on 21.11.2009.

The petitioner after reduction of his marks under

column of ‘Land and Infrastructure’ ended up with 37%

marks in place of previously awarded 71.16 %. The revised

marks being less than the minimum required marks of 60%,

he was held to have not qualified.

Smt. Sushma Gupta stood already disqualified

having scored 55.00% marks awarded to her in the interview

on 21.11.2009. Learned counsel for the parties apprised

during hearing that Smt. Sushma Gupta has not taken any

recourse against the aforesaid findings of the respondent-

Corporation and status quo has been maintained by the

respondent-Corporation with respect to final decision in

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terms of order passed in this petition on 16.04.2013

3. Submissions

Heard learned counsel for the parties and

considered the case file.

3(i) Learned Senior Counsel for the petitioner

submitted that: -

3(i)(a) Petitioner stood selected as first empaneled

candidate for the dealership of petrol retail outlet in question

by the duly constituted committee on 21.11.2009. The

petitioner had scored 71.16% of marks, way ahead of the

marks obtained by the other four candidates, who were called

for the interview. Having selected the petitioner as first

empaneled candidate in 2009, respondent-Corporation could

not have taken a U-turn years later by revising and reducing

his tally of marks.

3(i)(b) The respondent-Corporation had defended

petitioner’s selection in Amar Chand Vs. Hindustan

Petroleum Corporation Ltd. and Another

2. Having done

so, it was not open to the respondent-Corporation to hold

years later that marks to the petitioner had been wrongly

awarded and that his marks tally was bound to go down and

2

CWP No. 4340 of 2009 decided on 23.11.2010

2026:HHC:5014 - 7 -

in such process, the revised marks now awarded to the

petitioner would not make him qualify the selection process

in accordance with applicable guidelines.

3(i)(c) The original marks scored by the petitioner have

been reduced by the respondent-Corporation only on account

of a typographical error in petitioner’s application. While

filling Sr. No. 12(d) of the application form, petitioner had not

struck off ‘Yes/No’ in the aforesaid serial no. For this reason,

respondents-Corporation revised petitioner’s marks tally,

awarded him zero mark under the category of ‘Land and

Infrastructure’, thereby impacting his total marks which

were reduced from 71.16% to 37%. It was also urged that

petitioner is ready to file an affidavit and has expressed so

even before the respondent-Corporation that he is ready and

willing to lease out his land to the respondent-Corporation

and therefore, marks should not be deducted from his

original tally. In case this proposition is accepted, petitioner

would still be entitled to 71.16% marks and would continue

to remain at top of the merit with marks more than required

60% marks.

Accordingly, prayer was made for allowing the writ

2026:HHC:5014 - 8 -

petition with direction to the respondent-Corporation to issue

Letter of Intent to the petitioner for the retail outlet in

question.

3(ii) Learned counsel for the respondents-Corporation

submitted that even after the disposal of the Amar Chand

2,

allotment of retail outlet in question could not be processed

further by the respondent-Corporation in view of interim

orders passed in Hindustan Petroleum Dealers

Association Vs. UOI and others

3, which had directed the

respondent-Corporation to maintain status quo with respect

to opening of new retail outlets across the State. The said

writ petition was disposed of on 17.05.2012.

Learned counsel also submitted that there was no

bar upon the respondent-Corporation to examine and

consider the case of the petitioner vis-à-vis allotment of

marks to him in view of the complaint lodged by one of the

participating candidates. On examining the same, the

authorities detected wrongful awarding of more marks to the

petitioner then deserved to be awarded to him in view of the

information furnished/columns filled by him in his

application. The petitioner was accordingly held to be eligible

3

CWP No.3723 of 2010 decided on 17.05.2012.

2026:HHC:5014 - 9 -

for award of only 37% marks instead of 71.16%, originally

given to him. He, thus, failed to meet the qualifying criteria

of securing minimum required 60% marks. Petitioner,

therefore, is not eligible to issuance of Letter of Intent.

4. Consideration

4(i) The first thing that needs to be noticed is that

petitioner has no vested right to the Letter of Intent.

Petitioner seeks issuance of Letter of Intent on the ground

that he was the first empaneled candidate empaneled as such

on the basis of marks awarded to him by the Committee on

21.11.2009. A perusal of the statement of marks reflects that

petitioner had scored 71.16 % marks out of which 34.16%

marks had been awarded to him under the ‘Land and

Infrastructure’ Category. Petitioner has not disputed that

minimum qualifying marks required were 60%.

4(iii) Respondent-Corporation’s case is that while

examining the complaint preferred by Smt. Sushma Gupta-

one of the participating candidates, it came to light that

against Sr. No.12(d) of the application form, petitioner had

failed to score out ‘Yes/No’ against the questions-“Are you

willing to transfer the land on sale/long lease to the Oil

2026:HHC:5014 - 10 -

Company?” Further there was an added question under Sr.

No.12(d) that “if yes, at what rate/term”. The petitioner had

mentioned ‘No’ in type written words to this sub question.

According to the respondent-Corporation, petitioner having

typed out ‘No’ to the sub question of the question figuring at

Sr. No.12(d) of the application, and by not quoting any

rate/terms for leasing out the land, clearly declared his

intention for not leasing out the land. Despite this, 34.16 %

marks had been wrongly awarded to him on 21.11.2009

under the ‘ Land and Infrastructure’ category. This being the

admitted factual position, respondents-Corporation while

deliberating Smt. Sushma Gupta’s complaint, had

justifiably drawn the conclusion that by electing not to score

out either ‘Yes or No’ to the main question at Sr. No.12(d) of

the application form, the petitioner had ex-facie deliberately

omitted to answer an important question. It has not been

disputed before me that depending upon the answer to this

question, different marks would have been allotted to the

participating candidates under ‘Land and Infrastructure’

category.

4(iii) The petitioner having replied ‘No’ in type written

2026:HHC:5014 - 11 -

words to the sub question at Sr. No. 12(d) of his application,

had certainly expressed his unwillingness to lease the land

in question to the respondent-Corporation. Petitioner does

not dispute that his such answer would have resulted in

awarding no marks to him under applicable parameters for

‘Land and Infrastructure’ category. The petitioner had

previously been allotted 34.16% marks under the ‘Land and

Infrastructure’ category. The petitioner does not dispute that

his furnished answer to Sr. No.12(d) of the application as ‘No’

would fetch him the marks as revised by the respondent-

Corporation i.e. 37% instead of 71.16 % or in other words ‘0’

marks under ‘Land and Infrastructure’ category. This being

the admitted position, the petitioner had definitely scored

much less than the required 60% marks.

4(iv) In view of above, petitioner, therefore, is not

entitled for issuance of letter of intent having not qualified

the selection process in terms of the admitted applicable

guidelines, which incidentally have not even been placed on

record.

4(iv) The contention of the petitioner that respondent-

Corporation having defended petitioner’s selection in Amar

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Singh

2 could not have revised and reduced petitioner’s

marks years later, carries no force. It is not a case where

any further action on the basis of statement of marks,

showing petitioner as meritorious and empaneled candidate,

was taken by the respondent-Corporation. The matter stood

at the stage of awarding marks to the participating

candidates. No further action had been taken by the

respondent-Corporation. In Amar Chand

2, respondent-

Corporation in its reply had primarily defended its action of

rejecting the candidature of aforesaid Amar Chand and in

that process, had, inter alia, pleaded that petitioner’s

selection was proper and in accordance with the guidelines.

In the given facts and circumstances of the case, when

complaint lodged by another participating candidate against

the marks awarded to the petitioner was pending, it was

certainly permissible to the respondent-Corporation to have

investigated into the matter for ascertaining the veracity of

allegations levelled therein and to correct demonstrated

errors of facts.

In the instant case, petitioner has not been issued

Letter of Intent, even if this had been issued, then also errors

2026:HHC:5014 - 13 -

of facts which had admittedly resulted in awarding him more

marks than permissible, could have been rectified by the

respondents-Corporation. In this context, it would be in

place to refer to State of Himachal Pradesh Vs. M/s Oasys

Cybernatics Pvt. Ltd

4 , wherein Hon’ble Apex Court held

that Letter of Intent creates no vested right until it passes the

threshold of final and unconditional acceptance. It is but a

‘Promise in embryo’ capable of maturing into a contract only

upon satisfaction of stipulated preconditions or upon issue

of Letter of Acceptance. Portion relevant to context is as

under:-

“D. 1. Issue No . I: Whether the LoI created enforceable

rights in favour of the Respondent-company?

11. The first issue that falls for our determination concerns

the legal character of the LoI dated 02.09.2022 and

the nature of rights, if any, accrued to the Respondent-

company thereunder.

12. This question goes to the root of the matter, and is not

one of mere semantics, i.e. ascertaining whether the

issuance of the LoI created a concluded contract

capable of enforcement, or whether it remained a

conditional and inchoate expression of intent, leaving

the Government free to reassess its position prior to

formal acceptance. The answer defines the legal

threshold for the Appellant-State’s power to cancel and

the Respondent-company’s entitlement to protection.

4

SLP (C)No. 6531 of 2025 decided on 24.11.2025

2026:HHC:5014 - 14 -

13. The jurisprudence on the subject is neither nascent nor

unsettled. A catena of decisions starting from

Rajasthan Cooperative Dairy Federation Ltd. v. Maha

Laxmi Mingrate Marketing Service (P) Ltd.

5, through

Dresser Rand S.A. v. Bindal Agro Chem Ltd.

6, to Level

9 Biz Pvt. Ltd. v. HP Housing & Urban Development

Authority

7, this Court has consistently held that an LoI

is, in the ordinary course, a precursor to a contract and

not the contract itself.

14. In Dresser Rand (supra), it was re-stated with clarity

that “a letter of intent merely indicates a party’s

intention to enter into a contract with the other party in

future. A letter of intent is not intended to bind either

party ultimately to enter into any contract.” The same

principle animated Rajasthan Cooperative Dairy

Federation (supra), where this Court observed that

until the offer is accepted unconditionally and the

preconditions are satisfied, “no binding legal

relationship” comes into existence. The rationale is

thus simple but fundamental: the law of contract

distinguishes between a promise to make a promise

and a promise performed. The former is not legally

binding until its contingencies are fulfilled.

15. These authorities collectively articulate a coherent

doctrine: an LoI creates no vested right until it passes

the threshold of final and unconditional acceptance. It

is but a “promise in embryo,” capable of maturing into

a contract only upon the satisfaction of stipulated

preconditions or upon the issue of an LoA. A bidder’s

expectation that such a contract will follow may be

commercially genuine, but it is not a juridical

5

(1996)10 SCC 405

6

(2006)1 SCC 751

7

2024 SCC On Line SC 480

2026:HHC:5014 - 15 -

entitlement. To hold otherwise would be to bind the

State in contract before it has consciously chosen to be

bound—a proposition foreign to both contract law and

public administration.

16 to 18 ………………………

19. As a result, the First Issue is answered in the

negative. We have no difficulty in holding that the Lol

did not give rise to any binding or enforceable rights in

favour of the Respondent-Company.”

As noticed previously, petitioner has not even

disputed that he had filled Sr. No.12(d) of the application in

the manner as has been projected by the respondent-

Corporation and further that he is not eligible to any marks

under the category ‘Land and Infrastructure’ on the basis of

application as filled by him. His case is that the way he had

filled Sr. No.12(d) of the application form, was an

inadvertent/typographical error on his part and that he is

now ready and willing to furnish an affidavit for leasing out

his land in favour of the respondent-Corporation. This plea

cannot be accepted at this stage. Admittedly, furnishing of

information, filling up different serial numbers of the

application in a particular manner, would have fetched

corresponding marks in accordance with prescribed

parameters. Having filled the application form in a specific

2026:HHC:5014 - 16 -

manner, would definitely attract awarding of marks to the

participating candidates accordingly and relatable to the

guidelines. Allowing the petitioner to change the information

furnished by him in his application to permit him to alter

the answer assertively given by him to the question at

Sr. No.12(d) of the application at this stage, would not only

be contrary to law but would also cause grave prejudice to

the other participating candidates as well. Hence the prayer

made by the petitioner for issuance of Letter of Intent in his

favour, in the given facts and circumstances, cannot be

accepted.

5. For the foregoing discussion, there is no merit in

the present writ petition. The same is accordingly, dismissed.

Pending miscellaneous application(s), if any, also

to stand disposed of.

Jyotsna Rewal Dua

Judge

February 28, 2026

R.Atal