### Administrative actions lack of reasons can be cured by supporting materials in relevant records upon judicial review.

The Appellant entered into a contract with the Respondent on November 19, 1992, for the supply of scientific instruments at Durgapur Steel Plant.

On November 27, 1992, the Respondent terminated the contract via a letter (Exhibit F) which contained no specified reasons.

The Appellant originally filed a writ petition where a Division Bench order dated November 27, 2000, allegedly returned findings against the Appellant.

Subsequently, the Appellant filed CS No. 603 of 2024 seeking damages for wrongful termination, contending that since the termination letter was silent on reasons, the Respondent could not justify it later through evidence.

The Trial Court dismissed the suit, leading to this appeal.

Whether an administrative or contractual termination letter silent on reasons can be justified by the defendant through subsequent pleadings and evidence.

Whether the termination of the contract by the Respondent on grounds of misrepresentation and overpricing was valid.

Whether the Appellant is entitled to damages for the termination of the contract.

The Court primarily applied the administrative law principle established in *Mohinder Singh Gill v. Chief Election Commissioner*, which states that the validity of a statutory order must be judged by the reasons mentioned therein and cannot be supplemented by fresh reasons in affidavits.

However, this was qualified by the recent Supreme Court ruling in *Assistant General Manager State Bank of India v. Tanya Energy Enterprises*, which held that a court may look beyond the four corners of an order to relevant records/factual narratives if it prioritizes fairness and justice, provided the affected party has notice.

The court also applied the evidentiary rule from *A.E.G Carapiet v. A. Y. Derderian* regarding the necessity of cross-examination on essential facts.

The Court reasoned that while the termination letter (Exhibit F) lacked reasons, the Respondent’s written statement and the trial process provided the Appellant with ample notice of the grounds for termination: namely, the Appellant’s misrepresentation of being an authorized agent of the foreign principal.

Upon reviewing the evidence, the Court found that Exhibit R (a letter from the Appellant) and the testimony of PW1 confirmed the Appellant was merely a dealer/distributor and not a registered agent as held out during the contract award.

Following the doctrine in *Tanya Energy Enterprises*, the Court held it was permissible to consider these background records because the Appellant had a full opportunity to contest them during the trial.

Furthermore, the Court noted the contract was cancelled within seven days of its award, and the Appellant failed to provide any material evidence of actual financial loss or damages suffered within that brief window.

It further held that even if the termination were deemed wrongful, the Appellant failed to establish any entitlement to damages.

Consequently, the High Court affirmed the judgment of the Learned Single Judge and dismissed the appeal (AD-COM 9 of 2024) without costs.