1. Feeling aggrieved by order dated 19.05.2015 passed by the Competition Commission of India (for short the Commission) in Case No. 10 of 2015, the appellants have filed this appeal under Section 53 B of the Competition Act, 2002 (for short, the Act).

2. In 2006, Respondent No. 2 - Bombay Dyeing and Manufacturing Company Limited launched a Residential Apartment Scheme under the name and style of ICC Springs. Respondent No. 2sent a special invitation dated 25.09.2006 to some individuals including the appellants and offered them flats of different sizes in the scheme. On the next day Appellant No. 1 sent the letter of confirmation and deposited 10% of the total cost.

3. After four months, Respondent No. 2 sent communication dated 21.01.2007 to the appellants requiring them to pay Rs. 42,00,565.50/- (Rupees Forty Two Lacs Five Hundred Sixty Five and Fifty Paise only] on or before 31.01.2007.According to the appellants, this amount represented 10% of the total cost and was in addition to 10% already paid by them and in this manner they paid 20% of the sale price as earnest money.

4. On 23.05.2008, the parties executed an agreement for sale, which has been described in the pleadings of the appellants as Apartment Buyers Agreement in respect of Apartment No. 2104 with parking spaces.

5. Vide letter dated 05.10.2011, the representative of Respondent No. 2 informed the appellants that they had received Occupation Certificate and are giving possession of residential apartment together with parking spaces subject to successful completion of pending formalities. The relevant portions of that letter are extracted below:

"To

Shri Nitin Radheshyam Agarwal

Mrs. Nikita Nitin Agarwal

602, Shubh Kamna Building,

88/11, T.H. Kataria Marg,

Mahim,

Mumbai 400 016

Ref. Apartment No. 2104 and Car Parking spaces No. F-60& G-56 & G-57 at "Sprints", Dadar (East), Mumbai

Sub: Intimation and Demand letter for completion of entire formalities to receive vacant and peaceful possession.

Dear Sir/Madam,

We are happy to inform you that we have received Occupation Certificate and we are giving possession of your premium residential Apartment and Car parking spaces in "springs", subject to you successfully completing the pending formalities.

As per the terms and conditions of your Agreement for Sale dated 23-May-08, as part of the possession procedure, you are requested to comply with the necessary financial and legal formalities, as enclosed as Annexure A, to enable us to handover to you vacant and peaceful possession of your Apartment and Car parking spaces. We are attaching the Membership Form for "Club One" and the rules and regulations governing the Club House. You are requested to kindly fill in the details as mentioned therein and forward us the duly completed form with three passport sized colour photographs of each member.

You are requested to make payments towards all your financial dues and complete legal formalities in the format as provided to you, as enclosed hereto, within 15 (fifteen) days of this notice. Upon completion of all formalities, we will intimate the date of handover of keys and occupation of the Apartment. The possession of the Apartments will be given in phases.

This payment is due and payable on or before 20 Oct-11. Request you to please note that all delayed payments is attracting interest @ 18% p.a. from the due date of payment until payment and/or realization thereof, whichever is earlier.

Kindly note that the maintenance charges of the building, car parking spaces and club house shall commence from the 1st November, 2011."

6. After one year, the parties executed agreement dated 21.11.2009 for sale of parking space. The possession of the apartment together with the parking spaces was delivered to the appellants on 28.01.2012.

7. It appears from the record that the appellants filed a complaint under the Consumer Protection Act, 1986 (for short the 1986 Act) for adjudication of their grievance. This is evident from the declaration made in paragraph F of the information filed under Section 19(1)(a) of the Act, which reads as under:--

"(F) Declaration - It is submitted that the Informants herein have filed a consumer complaint against the OP-1 herein to adjudicate their individual grievances. The scope of this Information is broader in perspective in so far as the market-wide practices are carried on by members of OP-2 and the concerns of Informants herein are merely cited as instances of the continued anti-competitive conduct of member of OP-2 and OP-3, including OP-1."

8. What is most surprising is that the appellants neither placed on record copy of the complaint filed under the 1986 Act nor disclosed its present status.

9. After three years and one month of the delivery of possession of apartment and parking spaces, the appellants filed an information under Section 19(1)(a) of the Act through their advocate annexing therewith documents marked as Annexures A to X, a list of 46 precedents and extracts from Maxwell on the Interpretation of Statutes. In paragraph 2(A) of the information, the appellants incorporated the facts relating to invitation sent by Respondent No. 2, their confirmation for purchase of an apartment in the scheme ICC Springs, payment of 20% earnest money and execution of agreement for sale, which was described as Apartment Buyers Agreement. In Clause X of para 2(A), the appellants highlighted the following features of the agreement for sale:--

"i. As opposed to the representation in the Invitation Letter, Recital C of the Agreement mentions that the OP-1 would construct at least 41 upper floors in the said Residential Building.

ii. As opposed to the representation in the Invitation Letter, Recital J of the Agreement mentions that the approx.. carpet area of the Apartment shall be 2400.65 sq.ft. only, a total of 46.31 sq.ft. less than that mentioned in the Invitation Letter. However, the OP-1 did not make any change in the saleable area or the total purchase area.

iii. Clauses 2 and 11 of the Agreement provide that OP-1 intends to submit revised plans with respect to the Said Building and consequently the Said Building may consist of additional floors over and above proposed 41 floors. The said clause further provides that the Informants shall have no right to object to the construction of additional floors.

iv. Clause 5.1(i) and (ii) of the Agreement provides that an earnest money of 20% of the total consideration has to be paid to the OP-1 before the execution of the Agreement.

v. Clause 6 provides that in case any of the instalments payable by the Informants is delayed, the OP-1 may accept delayed payment if a delayed payment interest of 18% p.a. from the date of delay to the date of realization is paid by the informants to OP-1.

vi. Clause 13 of the Agreement provides that OP-1 intends to submit revised plans for the scheme for development and layout of the larger property of the Said Project, modifying and altering the sanctioned scheme and that consequent thereto, the location of the various components of the Said Project may change. The said clause further provides that the Informants shall have no right to object to the revised floor plans.

vii. Clause 13 of the Agreement provides that OP-1 has the full liberty to change, alter and amend the layout and the sanctioned scheme. The said clause further provides that the Informants shall have no right to object to the aforementioned amendments.

viii. Clause 17 of the Agreement provides that OP-1 is not required to convey the said Residential Building or its land in favour of any apartment owners association until the entire Floor Space Index (FSI) available on the Larger Property is utilised completely by OP-1 and/or until completion of the development of the Said Project and the entire phase wise development and until the sale of all the residential, commercial premises, etc. in the Said Project is effected, whichever is later. The clause further mentions that the Informants cannot insist upon such conveyance from the OP-1.

ix. Clause 18 of the Agreement provides that OP-1 shall endeavour to provide possession of the Apartment to the Informants between October 2008 and December 2008. However, in case OP-1 fails to provide possession of the apartment to the Informants within the said period without any reasons beyond OP-1s control, OP-1 shall be bound to return on demand all sums already received by OP-1 in respect of the Apartment with simple interest of 9% p.a. to the Informants from the date such amounts were received. It may be noted that the clause does not provide for any compensation to the Informants for the delay in possession but only provides for return of all sums paid by the Informants with interest and consequent cancellation of the Agreement.

x. Clause 18 of the Agreement also provides for the Force Majeure clause contingent to which the OP-1 is entitled to extension of time for possession of the apartment beyond December, 2008. The force majeure clause includes conditions such as non-availability of steel, cement, other building material or labour at a market competitive prices; non-availability or shortage of water or electricity or such additional conditions as mentioned in the said clause.

xi. Clause 28 of the Agreement provided that the OP-1 shall construct a club house for the use and benefit of the Informants (and purchaser(s) of the residential apartments in the Said Building). In addition to a one-time amount of Rs. 2,00,000/- payable by the Informants, they are also required to execute another agreement for membership of the club house and abide by the terms and conditions as set forth therein by OP-1, including the amount of membership fees and other charges. It may be noted that the Informants have no knowledge of the quantum of such charges at the time of execution of the Agreement. Attention of this Commission is sought towards the account statement and final settlement note dated 5 October 2011 sent by OP-1 to the Informants. The note mentions an additional charge of Rs. 3.5 p.sq.ft./month for the club maintenance being charged from the Informants. The Informants do not have the option to opt out of paying the same, even if they do not want to use the facility. Attached herewith is a copy of the notice dated 5 October 2011 as Annexure - F.

xii. Clause 51 of the Agreement provides that OP-1 is entitled to terminate the Agreement where the Informants commit any breach of terms and conditions of the Agreement or other undertakings(s) which the Informants have provided. Upon such termination, the Informants shall cease to have any right, title or interest of any nature whatsoever in the Apartment and the earnest money and all other amounts paid by the Informants to the OP-1 shall stand forfeited. The decision of OP-1 in this regard shall be final and the Informants shall have no right to dispute the decision of the OP-1.

xiii. Clause 61.1 of the Agreement provides for arbitration in the event of disputes between parties to the Agreement which cannot be settled amicably. The Company Secretary of OP-1 shall be the sole arbitrator and the award given by the arbitrator shall be final and binding on the Informant."

10. In paragraph 2(B), the appellants presented market analysis with the subheadings Market Overview, Market Structure, Few Large Firms, Large Number of Buyers, Non-Price Competition. In paragraph 2(C), the appellants highlighted the details of violation of Section 3(3), referred to a number of precedence and raised the following contentions:--

"ix. Unilateral discretion to submit revised layout-plans- It is submitted that the OP-1, like other members of OP-2 and OP-3, has included clauses in its agreements with informants to provide itself with unfettered discretion to revise the layout plan of the Said Project. Clause 12 of the Agreement provides that OP-1 intends to submit revised plans for the scheme of development and layout of the larger property of the Said Project, modifying and altering the sanctioned scheme and that consequent thereto, the location of the various components of the Said Project may change. The said clause further provides that the Informants shall have no right to object to the revised floor plans.

x. Clause 13 of the Agreement provides that OP-1 has the full responsibility to change, alter and amend the layout and the sanctioned scheme. The said clause further provides that the Informants shall have no right to object to the aforementioned amendments.

xi. OP-1 has acted on Clause 13 of the Agreement by unilaterally changing the layout as proposed and represented to the Informants and other allottees. It may be noted that Page 3 of the Invitation Letter (attached herewith as Annexure-B) mentions that the Said Residential Project shall have natural landscape which shall be conserved adding to the serenity of the Said Residential Project. However, in the middle of the construction of the Said Residential Project, OP-1 unilaterally decided to change the layout plans and omit the gardens. It may be noted that at the present site, there are no such promised landscapes of gardens.

xii. Similarly, the OP-1 had plans to construct a shopping centre and at the Dadar location of the Said Residential Project. The discussion of the same can be seen from Page 11 of the Annual Report of OP-1 attached herewith as Annexure-Y. However, the shopping complex was scrapped unilaterally by OP-1 after the construction started.

xiii. Attention of this Honble Commission is drawn towards the Belaire Order wherein this Honble Commission observed that the opposite party therein, DLF Limited, provided for itself the right to unilaterally amend and revise the layout plan of the building, thereby increasing or decreasing super area or carpet area at its sole discretion without consulting allottees who, nevertheless, were bound to pay additional amount or accept the reduction in area. Similar practice is also followed by various members of OP-2 and OP-3 as alleged by the respective informants in cases before this Honble Commission. Some of such cases filed in this Honble Commission are that of Ms. Neelam Sood, Delhi & Ors. v. M/s. Raheja Developers Pvt. Ltd., New Delhi. [CCI Case No. 62/2011; Mr. Jyot Swaroop Arora v. M/s. Tulip Infratech Pvt. Ltd. & Ors. [CCI Case No. 07/2011]. It may be noted that DLF Limited, M/s. Raheja Developers Pvt. Ltd. and M/s. Tulip Infratech Pvt. Ltd. - opposite parties in the above cited cases - are members of various member associations of OP-2 as already submitted.

xiv. Onerous penalty on buyer for delayed payment vis--vis insignificant penalty on developer for delayed delivery of possession of Apartment- Attention of this Honble Commission is drawn towards the Belaire Order where this Honble Commission observed that the opposite party therein provided for itself right to refuse to condone delay and cancel the apartment even if the allottee was prepared to pay interest on delayed payment. While in case of developer, the developer for itself had reserved so many excuses for non delivery of possession and for scrapping the contract altogether or for delaying the project. The developer had given itself the powers to extend the period of delivering possession but for the allottee, the sole discretion lay with the developer to cancel the flat in case of delayed payment. In case delay of payment on part of the allottee, the allottee had to pay delayed payment interest to the tune of 15% for first 90 days and thereafter 18%. However, for delay on part of the developer a quantum of Rs. 5 to 10 per sq. ft./month was fixed as the compensation payable. Similar practice is also followed by several developers as alleged by the respective informants in following cases before the CCI.

xv. Similarly, in Jagmohan Chhabra & Anr. v. Unitech Limited (CCI Case 27/2011), the allegations included that the opposite party therein gave negligible compensation to the buyer for delay in delivery of possession to the buyer. However, the buyer had to pay delayed payment interest of 18% p.a. for any delay in payments. It may also be noted that DLF Limited, and Unitech Limited - opposite parties in the above cited cases - are members of various member associations of OP-2 as evidenced by Annexure - Q and Annexure-T, respectively.

xvi. In the case of the Informants herein, Clause 6 of the Agreement provides that in case any of the instalments payable by the Informants is delayed, the OP-1 may accept delayed payment if a delayed payment interest of 18% p.a. from the date of delay to the date of realisation is paid by the Informants to OP-1.

xvii. However, the liabilities of the developer are clearly different from that of the Allottee(s). Clause 18 of the Agreement provides that OP-1 shall endeavour to provide possession of the Apartment to the Informants between October 2008 and December 2008. However, in case OP-1 fails to provide possession of the apartment to the Informants within the said period without any reasons beyond OP-1s control, OP-1 shall be bound to return on demand all sums already received by OP-1 in respect of the Apartment with simple interest of 9% p.a. to the Informants from the date such amounts were received. It may be noted that the clause does not provide for any compensation to the Informants for the delay in possession but only provides for return of all sums paid by the Informants with interest and consequent cancellation of the Agreement. The said clause enabled OP-1 to relieve itself of all responsibilities in the event of delay of possession. Eventually, the delivery in possession of Apartment to the Informants was significantly delayed. Despite the "endeavour" of OP-1 to deliver the Apartment by December 2008, the Apartment was delayed a series of times and was delivered to the Informants only in January 2012, after a delay of more than 37 months. Acting on Clause 18 of the Agreement as mentioned above, the OP-1 did not pay any compensation to the Allottee(s) despite the delay in delivery of possession.

xviii. Mandatory purchase of parking slots by the allottee(s)-Despite the clear directions of the Honble Supreme Court in Nahalchand Laloochand Pvt. Ltd. v. Panchali Co-operative Housing Society Ltd. (: AIR 2010 SC 3607 ) (hereinafter "Nahalchand"), most of the members of OP-2 continue to sell parking space to the allottees in their projects, especially the stilt type parking. Attention of this Honble Commission is drawn towards the Belaire Order where this Honble Commission found mandatory sale of stilt type of parking space by buyers as unfair. The same view point was also reiterated by this Honble Commission in the Supplementary Order (Paragraph 9) dated 3 January 2013 in the case of Belaire Owners Association v. M/s. DLF Ltd. & Ors. (CCI Case No. 19/2010) (hereinafter the "Belaire Supplementary Order"). Similar practice is also followed by M/s. Tulip Infratech Pvt. Ltd. as alleged before this Honble Commission in the case of Mr. Jyoti Swaroop Arora v. M/s. Tulip Infratech Pvt. Ltd. & Ors. [CCI Case No. 07/2011. It may be noted that DLF Limited and M/s. Tulip Infratech Pvt. Ltd. - opposite parties in the above cited cases - are members of various member associations of OP-2 as evidenced by Annexure-T and Annexure-Q, respectively.

xix. Mandatorily availing annual membership of club house - It is submitted that the members of OP-2, including OP-1, charge annual membership fee for a mandatory membership of the club house being constructed in the respective residential projects of the developers. Considering that the developer has to invest in the construction of the club facility, one time charge for club paid at the time of purchase of apartment by allottee is understandable. However, developers make the flat purchasers become members of club and pay annual maintenance charges even if they do not intend to use the club facility at all.

xx. In the Informants case, in addition to a one-time amount of Rs. 2,00,000/- payable for the club by the Informants, they are also required to execute another agreement for membership of the club house and abide by the terms and conditions as set forth therein by OP-1, including the amount of membership fees and other charges. It may be noted that the Informants had no knowledge of the quantum of such charges at the time of execution of the Agreement. Eventually, the Informants were made to pay an estimated Rs. 3.5 per. Sq. ft./month as membership charges for 24 months as can be seen from the account statement dated 5 October 2011 attached herewith as Annexure-F."

11. The appellants also highlighted conscious parallelism and role circumstantial evidence, and raised a number of other pleas which have bearing on their own case and sought the following reliefs:--

"a. Initiate an investigation under Section 26(1) of the Act into the anti-competitive practices carried on by the Opposite Parties;

b. Direct the Opposite Parties to cease and desist from the practice of collecting EMD/booking amount from the allottee(s) unless the detailed and final agreement is shown to the allottee(s);

c. Direct that the Opposite Parties cease and desist from selling stilt type parking space separately from the flat/apartment to the allottee(s);

d. Direct that the rate of interest for penalty on allottee(s) for delayed payment by the allottee(s) should be equal to the rate of interest for compensation for delayed delivery of possession by the builder/developer;

e. Direct that lay-out plans or the super area of the apartment should only be increased with the consent of the allottee(s) and in no case should be altered outside the range of +/- 2% of the super area.

f. Direct that the Opposite Parties should not increase the number of floors in residential building(s) above those mentioned in their respective apartment buyers agreement for each residential project.

g. Direct that the Opposite Parties cease and desist from the practice of allotting apartments unless the layout plans are finalised, subject to just exceptions; and

h. Pass such other and further order(s) as this Honble Commission may deem fit and proper on the facts and in the circumstances of the case."

12. The Commission took cognizance of the averments contained in the information filed by the appellants and similar informations filed by Shri Dharmender M. Gada (Case No. 17 of 2015), Shri Deepak Panchamia and Mrs. Bina Deepak Panchamia (Case No. 18 of 2015), Dinesh Chand R. Modi (Case No. 25 of 2015) and Rajesh Mayani and Mrs. Sonal Mayani (Case No. 26 of 2015) and held that no prima facie case is made out for ordering an investigation into the alleged anti-competitive standard clause incorporated in the Buyers Agreement. Paragraph 5 of the impugned order, which incorporates the grievance made by the appellants, and paragraphs 10 to 14 of which contain the reasons for rejection thereof read as under:--

"5. It has been alleged by the Informants that the Opposite Parties have been indulging in the practice of standard clauses in their respective apartment buyers agreement. The standard clauses include: charging of earnest money deposit (EMD) before revealing detailed terms and agreements, mandatory club house membership, mandatory purchase of parking spaces, unilateral increase in number of floors in a residential building, negligible compensation by developers for delay in delivery of possession of apartments as opposed to onerous penalties for delay in payment of instalments by purchasers, etc.. It has been stated that a clause may have been started by a developer, but it has become standardized as an industry norm over time. While the existing players are already practising it, every new developer consciously incorporates such standard clauses in their respective agreements. The existence of an all-India association of private developers, i.e. CREDAI, provides a platform for such trade practice to flourish. The Informants have pointed out that to be a member of OP-2, one needs to adhere to the "code of conduct" stipulated by OP-2.

10. Assuming what has been stated by the Informants and the Counsel appearing on their behalf to be fully correct, section 3(3) of the Act would be attracted only if (i) there is a practice carried on by an association of enterprises or association of persons, and (ii) that such practice determines, directly or indirectly, purchase or sale prices of apartments. In the instant case, nothing has been brought indicating any kind of practice carried on by OP-2 or OP-3, who are associations. Nor is there any indication that any practice followed by the developers has been evolved, promoted or mandated by either of these two OPs. Every business has some customs or practices. These do not automatically attract section 3(3) of the Act or are ipso facto bad.

11. Further, nothing has been brought up indicating that these standard clauses in agreements determine the prices of apartments. Every term of sale of any product has a bearing on price. That does not mean that every term determines the price and the same needs to be assessed in the factual circumstances of each case.

12. Recently, the Commission had an occasion to decide inter alia similar issues in Shri Jyoti Swaroop Arora v. M/s. Tulip Infratech Ltd., Case No. 59 of 2011 (Tulip case) where inter alia it was observed as follows:

"Such commonality, in the absence of any evidence to establish role of CREDAI or understanding, arrangement or action in concert between the individual enterprises which are arrayed as opposite parties, cannot be held to be in contravention of the provisions of section 3(3) read with section 3(1) of the Act in the present case."

13. In the said case, the Commission had also examined the Code of Conduct and did not find any contravention of the Act on this count. The Commission is of opinion that the issues and concerns raised by the Informants herein stand squarely covered with the decision of the Commission in Tulip Case. No new material or evidence has been brought or otherwise presented before the Commission which warrants a relook on the issues earlier decided by the Commission.

14. In view of the above, the Commission is of the view that no case is made out against the Opposite Parties for contravention of the provisions of section 3 of the Act and the in formations are ordered to be closed forthwith in terms of the provisions contained in section 26(2) of the Act."

13. We have heard Shri K.K. Sharma, learned counsel for the appellants and carefully perused the record. Learned counsel highlighted the allegations of anticompetitive conduct of the respondents and abuse of dominant position by Respondent No. 2 and argued that the Commissions refusal to order an investigation under Section 26(1) should be declared illegal and the impugned order be set aside with a direction to the Director General to conduct investigation in accordance with law, submit report to the Commission and the latter be directed to pass appropriate order against the respondents for acting in violation of Sections 3 and 4 of the Act.

14. In our opinion there is no merit in the appellants challenge to the impugned order and the appeal deserves to be dismissed because:

"(i) The appellants have already availed remedy under the Consumer Protection Act, 1986 (for short, the 1986 Act) by filing a complaint. However, as already mentioned above even though, the appellants have made a mention of the complaint filed under the 1986 Act, they have deliberately refrained from placing on record copy thereof either before the Commission or the Tribunal. In reply to the query made by the Tribunal, Shri K.K. Sharma stated that copy of the complaint filed under the 1986 Act has not been produced because the same represents individual grievance of the appellants whereas the information filed under Section 19(1)(a) contains elaborate and general allegations of anti-competitive conduct of the respondents and abuse of dominant position by Respondent No. 2. Learned counsel also submitted that non filing of a copy of the complaint should not adversely affect the appellants case under the Act because the reliefs sought in the two proceedings are entirely different.

In our view, this explanation given by the learned counsel for his clients failure to place on record copy of the complaint filed under the 1986 Act is wholly unacceptable. In order to demonstrate that the cause of action for filing a complaint under the 1986 Act is different from the cause of action for filing an information under the Act, the appellants were duty bound to file a copy of the complaint. At least, at the hearing, copy of the complaint should have been produced before the Tribunal to enable it to appreciate the argument of the learned counsel.

(ii) We are further of the view that the complaint filed under the Act was highly belated and the Commission would have been justified in refusing to entertain the same. During the course of arguments, we repeatedly asked learned counsel for the appellants to explain the delay of more than three years in the filing of information by his clients, but Shri Sharma could not give any satisfactory reply except making a statement that his clients had been making representations to Respondent No. 2. He also argued that in the absence of prescription of any period of limitation under the Act, the Commission/the Tribunal cannot refuse to order an investigation into the allegations of anti-competitive conduct and abuse of dominant position by the respondents.

The aforesaid arguments of the learned counsel is not well founded. A similar question was considered by the Supreme Court in Corporation Bank v. Navin J. Shah : (2000) 2 SCC 628 in the context of the provisions of the 1986 Act (un-amended) and it was observed:--

"12. We may further notice that there is another strong reason as to why the claim made by the respondent should not have been granted. The transactions in question took place in the years 1979 and 1981. The difficulties in realisation of the amounts due from the consignee also became clear at the time when the claim was made before the Corporation and the claim had been made as early as on 19-12-1982. The petition before the Commission was filed on 25-9-1992 that is clearly a decade after a claim had been made before the Corporation. A claim could not have been filed by the respondent at this distance of time. Indeed at the relevant time there was no period of limitation under the Consumer Protection Act to prefer a claim before the Commission but that does not mean that the claim could be made even after an unreasonably long delay. The Commission has rejected this contention by a wholly wrong approach in taking into consideration that the foreign exchange payable to Reserve Bank of India was still due and, therefore, the claim is alive. The claim of the respondent is from the Bank. At any rate, as stated earlier, when the claim was made for indemnifying the losses suffered from the Corporation, it was clear to the parties about the futility of awaiting any longer for collecting such amounts from the foreign bank. In those circumstances, the claim, if at all was to be made, ought to have been made within a reasonable time thereafter. What is reasonable time to lay a claim depends upon the facts of each case. In the legislative wisdom, three years period has been prescribed as the reasonable time under the Limitation Act to lay a claim for money. We think that period should be the appropriate standard adopted for computing reasonable time to raise a claim in a matter of this nature. For this reason also we find that the claim made by the respondent ought to have been rejected by the Commission."

The ratio of the aforesaid judgement can appropriately be applied to the proceedings under the Act and in the absence of any tangible explanation, we do not find any justification to interfere with the order passed by the Commission.

15. We are in complete agreement with the Commission that the appellants have not been able to show prima facie violation of Sections 3 and 4 of the Act. We are further of the view that the remedy for seeking a declaration of invalidity of the agreement for sale or what has been described as Buyers Agreement or any part thereof is by way of civil suit and not by invoking the provisions of the Act.

16. In the result, the appeal is dismissed.